0000899243-22-001418.txt : 20220107 0000899243-22-001418.hdr.sgml : 20220107 20220107210129 ACCESSION NUMBER: 0000899243-22-001418 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220105 FILED AS OF DATE: 20220107 DATE AS OF CHANGE: 20220107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Whitesell Patrick CENTRAL INDEX KEY: 0001531362 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40373 FILM NUMBER: 22519435 MAIL ADDRESS: STREET 1: 11601 WILSHIRE BOULEVARD, SUITE 1600 CITY: LOS ANGELES STATE: CA ZIP: 90025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Endeavor Group Holdings, Inc. CENTRAL INDEX KEY: 0001766363 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] IRS NUMBER: 833340169 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9601 WILSHIRE BOULEVARD, 3RD FLOOR CITY: BEVERLY HILLS STATE: CA ZIP: 90210 BUSINESS PHONE: (310) 285-9000 MAIL ADDRESS: STREET 1: 9601 WILSHIRE BOULEVARD, 3RD FLOOR CITY: BEVERLY HILLS STATE: CA ZIP: 90210 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-01-05 0 0001766363 Endeavor Group Holdings, Inc. EDR 0001531362 Whitesell Patrick 9601 WILSHIRE BOULEVARD, 3RD FLOOR BEVERLY HILLS CA 90210 1 1 1 0 Executive Chairman Class X Common Stock 2022-01-05 4 D 0 99491 0.00 D 32104026 I See footnote Class X Common Stock 2022-01-06 4 D 0 33470 0.00 D 32070556 I See footnote Class Y Common Stock 2022-01-05 4 D 0 99491 0.00 D 32104026 I See footnote Class Y Common Stock 2022-01-06 4 D 0 33470 0.00 D 32070556 I See footnote Class X Common Stock 8928168 D Class Y Common Stock 8928168 D Endeavor Operating Company Units 2022-01-05 4 J 0 87192 0.00 D Class A Common Stock 87192 28797727 I See footnote Profits Units 2022-01-05 4 J 0 12299 0.00 D Endeavor Operating Company Units 12299 3306299 I See footnote Endeavor Operating Company Units 2022-01-06 4 J 0 33470 0.00 D Class A Common Stock 33470 28764257 I See footnote Endeavor Operating Company Units Class A Common Stock 2968279 2968279 D Profits Units Endeavor Operating Company Units 5959889 5959889 D This Form 4 relates to the redemption of common units and exchange of profits units issued by Endeavor Executive Holdco, LLC and Endeavor Executive PIU Holdco, LLC to certain non-executive employees and former employees of the Issuer or its subsidiaries in accordance with the limited liability company agreements of Endeavor Executive Holdco, LLC and Endeavor Executive PIU Holdco, LLC. None of the transactions reported herein involve a sale of Class A Common Stock by the Reporting Person or any other executive officer or director of the Issuer. The disposition in Table I reflects the cancellation for no consideration of a number of shares of Class X Common Stock and Class Y Common Stock upon the exchange of an equal number of limited liability company units of Endeavor Operating Company, LLC ("OpCo Units"). Represents securities held by Endeavor Executive Holdco, LLC, Endeavor Executive PIU Holdco, LLC and Endeavor Executive II Holdco, LLC, which are managed by a board of directors composed of the Reporting Person and Ariel Emanuel. OpCo Units are exchangeable by the holder on a 1-for-1 basis for, at the option of the Issuer (i) a share of Class A Common Stock, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions or (ii) subject to certain conditions, an equivalent amount of cash. This Form 4 relates to the redemption of common units and exchange of profits units issued by Endeavor Executive Holdco, LLC and Endeavor Executive PIU Holdco, LLC to certain non-executive employees and former employees of the Issuer or its subsidiaries in accordance with the limited liability company agreements of Endeavor Executive Holdco, LLC and Endeavor Executive PIU Holdco, LLC. In connection with such redemptions and exchanges, Endeavor Executive Holdco, LLC and Endeavor Executive PIU Holdco, LLC distributed OpCo Units and profits units of Endeavor Operating Company, LLC to the employees and former employees in redemption of corresponding equity interests that such persons held in Endeavor Executive Holdco, LLC and Endeavor Executive PIU Holdco, LLC (as applicable). None of the transactions reported herein involve a sale of Class A Common Stock by the Reporting Person or any other executive officer or director of the Issuer. Each profits unit of Endeavor Operating Company, LLC represents the right to receive a fractional number of OpCo Units and an equal number of paired shares of Class X Common Stock of the Issuer equal to the difference between the fair market value of the OpCo Units and the applicable grant price divided by the fair market value of a limited liability company unit at the time of redemption. /s/ Robert Hilton, Attorney-in-fact 2022-01-07