MARK S. SHAPIRO - 16 Aug 2023 Form 4 Insider Report for Endeavor Group Holdings, Inc.

Role
President and Chief Operating Officer
Signature
/s/ Robert Hilton, Attorney-in-fact
Issuer symbol
N/A
Transactions as of
16 Aug 2023
Net transactions value
-$11,478,011
Form type
4
Filing time
18 Aug 2023, 19:05:17 UTC
Previous filing
20 Jun 2023
Next filing
29 Aug 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EDR Class X Common Stock Conversion of derivative security $0 +133,837 +151% $0.000000 222,601 16 Aug 2023 Direct
transaction EDR Class X Common Stock Disposed to Issuer $0 -133,837 -60% $0.000000 88,764 16 Aug 2023 Direct F1
transaction EDR Class A Common Stock Conversion of derivative security $0 +133,837 +141% $0.000000 229,032 16 Aug 2023 Direct
transaction EDR Class A Common Stock Sale $5,647,883 -229,032 -100% $24.66 0 16 Aug 2023 Direct F2
transaction EDR Class X Common Stock Conversion of derivative security $0 +240,000 +270% $0.000000 328,764 17 Aug 2023 Direct
transaction EDR Class X Common Stock Disposed to Issuer $0 -240,000 -73% $0.000000 88,764 17 Aug 2023 Direct F1
transaction EDR Class A Common Stock Conversion of derivative security $0 +240,000 $0.000000 240,000 17 Aug 2023 Direct
transaction EDR Class A Common Stock Sale $5,830,128 -240,000 -100% $24.29 0 17 Aug 2023 Direct F3

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 Units of Executive Holdco Conversion of derivative security $0 -133,837 -5.9% $0.000000 2,151,145 16 Aug 2023 Units of Endeavor Operating Company 133,837 Direct F4
transaction EDR Units of Endeavor Operating Company Conversion of derivative security $0 +133,837 +151% $0.000000 222,601 16 Aug 2023 Class A Common Stock 133,837 Direct F5
transaction EDR Units of Endeavor Operating Company Conversion of derivative security $0 -133,837 -60% $0.000000 88,764 16 Aug 2023 Class A Common Stock 133,837 Direct F5
transaction EDR Units of Executive Holdco Conversion of derivative security $0 -240,000 -11% $0.000000 1,911,145 17 Aug 2023 Units of Endeavor Operating Company 240,000 Direct F4
transaction EDR Units of Endeavor Operating Company Conversion of derivative security $0 +240,000 +270% $0.000000 328,764 17 Aug 2023 Class A Common Stock 240,000 Direct F5
transaction EDR Units of Endeavor Operating Company Conversion of derivative security $0 -240,000 -73% $0.000000 88,764 17 Aug 2023 Class A Common Stock 240,000 Direct F5
* 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 Endeavor Executive PIU Holdco, LLC for an equal number of limited liability company units of Endeavor Operating Company, LLC ("OpCo Units") and paired shares of Class X Common Stock of the Issuer, and subsequently an exchange of such OpCo Units and shares of Class X Common Stock for an equal number of shares of Class A Common Stock. The disposition of Class X Common Stock reported reflects the cancellation for no consideration of a number of shares of Class X Common Stock upon the exchange of an equal number of OpCo Units.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.50 to $25.02 The reporting person undertakes to provide 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 sold at each separate price within the range set forth in this footnote.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.20 to $24.41. The reporting person undertakes to provide 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 sold at each separate price within the range set forth in this footnote.
F4 Each of the units is exchangeable on a 1-for-1 basis for OpCo Units and an equal number of paired shares of Class X Common Stock of the Issuer.
F5 The 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. Upon exchange, an equal number of shares of Class X Common Stock will automatically be cancelled.

Remarks:

President and Chief Operating Officer