Patrick Whitesell - Aug 16, 2023 Form 4 Insider Report for Endeavor Group Holdings, Inc. (EDR)

Signature
/s/ Robert Hilton, Attorney-in-fact
Stock symbol
EDR
Transactions as of
Aug 16, 2023
Transactions value $
$0
Form type
4
Date filed
8/18/2023, 07:05 PM
Previous filing
Aug 11, 2023
Next filing
Aug 23, 2023

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 -134K -0.45% $0.00 29.3M Aug 16, 2023 See footnote F1, F2
transaction EDR Class Y Common Stock Disposed to Issuer $0 -134K -0.45% $0.00 29.3M Aug 16, 2023 See footnote F1, F2
transaction EDR Class X Common Stock Disposed to Issuer $0 -240K -0.82% $0.00 29.1M Aug 17, 2023 See footnote F1, F2
transaction EDR Class Y Common Stock Disposed to Issuer $0 -240K -0.82% $0.00 29.1M Aug 17, 2023 See footnote F1, F2
holding EDR Class X Common Stock 8.93M Aug 16, 2023 Direct
holding EDR Class Y Common Stock 8.93M Aug 16, 2023 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 -134K -0.51% $0.00 26.1M Aug 16, 2023 Class A Common Stock 134K See footnote F2, F3, F4
transaction EDR Endeavor Operating Company Units Other $0 -240K -0.92% $0.00 25.8M Aug 17, 2023 Class A Common Stock 240K See footnote F2, F3, F4
holding EDR Endeavor Operating Company Units 2.97M Aug 16, 2023 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 certain executive equityholders 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 (other than by an executive officer, who is not the Reporting Person, in connection with the redemption of their common units). 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 certain executive equityholders in accordance with the limited liability company agreement of Endeavor Executive PIU Holdco, LLC. In connection with such redemption, Endeavor Executive PIU Holdco, LLC distributed OpCo Units of Endeavor Operating Company, LLC to the equityholder 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 (other than by an executive officer, who is not the Reporting Person, in connection with the redemption of their common units).