Patrick Whitesell - May 17, 2022 Form 4 Insider Report for Endeavor Group Holdings, Inc. (EDR)

Role: Executive Chairman, Director, 10%+ Owner
Signature: /s/ Robert Hilton, Attorney-in-fact
Stock symbol: EDR
Transactions as of: May 17, 2022
Transactions value $: $0
Form type: 4
Date filed: 5/19/2022, 07:33 PM
Previous filing: May 13, 2022
Next filing: Aug 5, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	EDR	Class X Common Stock	Disposed to Issuer	$0	-298K	-0.93%	$0.00	31.6M	May 17, 2022	See footnote	F1, F2
transaction	EDR	Class Y Common Stock	Disposed to Issuer	$0	-298K	-0.93%	$0.00	31.6M	May 17, 2022	See footnote	F1, F2
holding	EDR	Class X Common Stock						8.93M	May 17, 2022	Direct
holding	EDR	Class Y Common Stock						8.93M	May 17, 2022	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

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	-298K	-1.04%	$0.00	28.3M	May 17, 2022	Class A Common Stock	298K		See footnote	F2, F3, F4
holding	EDR	Endeavor Operating Company Units						2.97M	May 17, 2022	Class A Common Stock	2.97M		Direct	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	This Form 4 relates to the redemption of common units issued by Endeavor Executive PIU Holdco, LLC to a non-executive employee of the Issuer or its subsidiaries in accordance with the limited liability company agreement of 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 issued by Endeavor Executive PIU Holdco, LLC to a non-executive employee of the Issuer or its subsidiaries in accordance with the limited liability company agreement of Endeavor Executive PIU Holdco, LLC. In connection with such redemption and exchange, Endeavor Executive PIU Holdco, LLC distributed OpCo Units of Endeavor Operating Company, LLC to the non-executive employee in redemption of corresponding equity interests that such person held in 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.