0000950170-25-019268.txt : 20250212 0000950170-25-019268.hdr.sgml : 20250212 20250212212326 ACCESSION NUMBER: 0000950170-25-019268 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20250210 FILED AS OF DATE: 20250212 DATE AS OF CHANGE: 20250212 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Emanuel Ariel CENTRAL INDEX KEY: 0001320234 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41797 FILM NUMBER: 25616869 MAIL ADDRESS: STREET 1: C/O SOURCE INTERLINK COMPANIES, INC. STREET 2: 27500 RIVERVIEW CENTER BLVD, SUITE 400 CITY: BONITA SPRINGS STATE: FL ZIP: 34134 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TKO Group Holdings, Inc. CENTRAL INDEX KEY: 0001973266 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 200 FIFTH AVE CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 646-558-8333 MAIL ADDRESS: STREET 1: 200 FIFTH AVE CITY: NEW YORK STATE: NY ZIP: 10010 FORMER COMPANY: FORMER CONFORMED NAME: New Whale Inc. DATE OF NAME CHANGE: 20230412 4 1 ownership.xml 4 X0508 4 2025-02-10 0001973266 TKO Group Holdings, Inc. TKO 0001320234 Emanuel Ariel C/O TKO GROUP HOLDINGS, INC. 200 FIFTH AVENUE, 7TH FLOOR NEW YORK NY 10010 true true true false Chief Executive Officer true Class A Common Stock 2025-02-10 4 P false 3851 167.14 A 2192817 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-10 4 P false 3922 168.27 A 2196739 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-10 4 P false 10757 169.16 A 2207496 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-10 4 P false 10324 170.09 A 2217820 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-10 4 P false 8798 171.32 A 2226618 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-10 4 P false 22377 172.28 A 2248995 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-10 4 P false 37053 173.32 A 2286048 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-10 4 P false 19174 173.98 A 2305222 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-11 4 P false 2150 171.9 A 2307372 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-11 4 P false 1701 172.66 A 2309073 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-11 4 P false 14029 173.85 A 2323102 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-11 4 P false 23933 174.72 A 2347035 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-11 4 P false 84159 175.85 A 2431194 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-11 4 P false 22544 176.57 A 2453738 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-11 4 P false 7930 177.6 A 2461668 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-12 4 P false 408 172.32 A 2462076 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-12 4 P false 500 173.29 A 2462576 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-12 4 P false 37107 174.77 A 2499683 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-12 4 P false 60269 175.42 A 2559952 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-12 4 P false 14178 176.37 A 2574130 I By Endeavor Operating Company, LLC Class A Common Stock 2025-02-12 4 P false 5307 177.44 A 2579437 I By Endeavor Operating Company, LLC Class A Common Stock 1825030 I By WME IMG, LLC Class A Common Stock 66179 D The purchases by Endeavor Operating Company, LLC ("EOC") of shares of Class A Common Stock of TKO Group Holdings, Inc. reported herein were effected pursuant to a Rule 10b5-1 trading plan adopted by EOC on December 17, 2024 and expiring on or prior to March 31, 2025. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $166.63 to $167.62 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. This Form 4 relates to the purchase of shares by EOC. None of the transactions herein involve a purchase of Class A Common Stock by the Reporting Person. Endeavor Group Holdings, Inc. ("EGH") is the managing member of Endeavor Manager, LLC, which in turn is the managing member of EOC. Mr. Emanuel is a member of the governing body of EGH and as a result may be deemed to share beneficial ownership of the securities beneficially owned by EGH. Mr. Emanuel disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, if any. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $167.71 to $168.70 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $168.72 to $169.71 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $169.72 to $170.71 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $170.72 to $171.71 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $171.72 to $172.70 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $172.72 to $173.71 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $173.72 to $174.39 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $171.10 to $172.09 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $172.13 to $173.12 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $173.17 to $174.16 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $174.17 to $175.16 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $175.17 to $176.16 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $176.17 to $177.16 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $177.18 to $178.08 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $171.86 to $172.59 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $173.04 to $173.69 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $174.08 to $175.07 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $175.08 to $176.05 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $176.08 to $177.02 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $177.08 to $177.90 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. WME IMG, LLC is an indirect wholly owned subsidiary of EGH. Mr. Emanuel is a member of the governing body of EGH and as a result may be deemed to share beneficial ownership of the securities beneficially owned by EGH. Mr. Emanuel disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, if any. /s/ Robert Hilton, Attorney-in-fact 2025-02-12