| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | EDR | Class X Common Stock | Disposed to Issuer | $0 | -116K | -0.36% | $0.00 | 31.9M | May 3, 2022 | See footnote | F1, F2 |
| transaction | EDR | Class Y Common Stock | Disposed to Issuer | $0 | -116K | -0.36% | $0.00 | 31.9M | May 3, 2022 | See footnote | F1, F2 |
| holding | EDR | Class X Common Stock | 8.93M | May 3, 2022 | Direct | ||||||
| holding | EDR | Class Y Common Stock | 8.93M | May 3, 2022 | Direct |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | EDR | Endeavor Operating Company Units | Other | $0 | -99.6K | -0.35% | $0.00 | 28.6M | May 3, 2022 | Class A Common Stock | 99.6K | See footnote | F2, F3, F4 | |
| transaction | EDR | Profits Units | Other | $0 | -16.4K | -0.5% | $0.00 | 3.29M | May 3, 2022 | Endeavor Operating Company Units | 593 | See footnote | F2, F4, F5 | |
| holding | EDR | Endeavor Operating Company Units | 2.97M | May 3, 2022 | Class A Common Stock | 2.97M | Direct | F3 | ||||||
| holding | EDR | Profits Units | 5.96M | May 3, 2022 | Endeavor Operating Company Units | 5.96M | Direct | F5 |
| Id | Content |
|---|---|
| F1 | 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 a former employee 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"). |
| F2 | 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. |
| F3 | 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. |
| F4 | 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 a former employee 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 redemption and exchange, Endeavor Executive Holdco, LLC and Endeavor Executive PIU Holdco, LLC distributed OpCo Units and profits units of Endeavor Operating Company, LLC to the former employee in redemption of corresponding equity interests that such person held in 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. |
| F5 | 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. |