| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | EDR | Class X Common Stock | Disposed to Issuer | $0 | -150K | -0.52% | $0.00 | 28.9M | Aug 24, 2023 | See footnote | F1, F2 |
| transaction | EDR | Class Y Common Stock | Disposed to Issuer | $0 | -150K | -0.52% | $0.00 | 28.9M | Aug 24, 2023 | See footnote | F1, F2 |
| transaction | EDR | Class X Common Stock | Disposed to Issuer | $0 | -25K | -0.09% | $0.00 | 28.9M | Aug 25, 2023 | See footnote | F1, F2 |
| transaction | EDR | Class Y Common Stock | Disposed to Issuer | $0 | -25K | -0.09% | $0.00 | 28.9M | Aug 25, 2023 | See footnote | F1, F2 |
| transaction | EDR | Class A Common Stock | Award | $0 | +130K | $0.00 | 130K | Aug 25, 2023 | Direct | F3 | |
| transaction | EDR | Class A Common Stock | Sale | -$1.37M | -56.8K | -43.83% | $24.13 | 72.8K | Aug 28, 2023 | Direct | F4, F5 |
| transaction | EDR | Class X Common Stock | Disposed to Issuer | $0 | -165K | -0.57% | $0.00 | 28.7M | Aug 28, 2023 | See footnote | F1, F2 |
| transaction | EDR | Class Y Common Stock | Disposed to Issuer | $0 | -165K | -0.57% | $0.00 | 28.7M | Aug 28, 2023 | See footnote | F1, F2 |
| holding | EDR | Class X Common Stock | 8.93M | Aug 24, 2023 | Direct | ||||||
| holding | EDR | Class Y Common Stock | 8.93M | Aug 24, 2023 | 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 | -150K | -0.58% | $0.00 | 25.6M | Aug 24, 2023 | Class A Common Stock | 150K | See footnote | F2, F6, F7 | |
| transaction | EDR | Endeavor Operating Company Units | Other | $0 | -25K | -0.1% | $0.00 | 25.6M | Aug 25, 2023 | Class A Common Stock | 25K | See footnote | F2, F6, F7 | |
| transaction | EDR | Endeavor Operating Company Units | Other | $0 | -165K | -0.64% | $0.00 | 25.5M | Aug 28, 2023 | Class A Common Stock | 165K | See footnote | F2, F6, F7 | |
| holding | EDR | Endeavor Operating Company Units | 2.97M | Aug 24, 2023 | Class A Common Stock | 2.97M | Direct | F6 |
| Id | Content |
|---|---|
| F1 | This Form 4 relates to the redemption of common units issued by Endeavor Executive Holdco, LLC to certain executive equityholders in accordance with the limited liability company agreement of Endeavor Executive 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 Ariel Emanuel, in connection with the redemption of his 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 ("OpCo Units") of Endeavor Operating Company, LLC ("OpCo"). |
| 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 | Represents a grant of fully-vested restricted stock units ("RSUs"), which was made by the Issuer to the Reporting Person in connection with OpCo imposing a limitation on the tax distributions that otherwise would have been payable by OpCo to its members that resulted in the Reporting Person, in its capacity as a member of OpCo, not receiving tax distributions from OpCo sufficient to cover the estimated amount of tax attributable to the Reporting Person's interest in EOC (determined in a manner consistent with the operating agreement of OpCo). Each RSU represents one share of the Issuer's Class A Common Stock. |
| F4 | Pursuant to the award agreement, shares were sold automatically to cover taxes in connection with the vesting of the RSUs. |
| F5 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.0250 to $24.24. 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. |
| F6 | 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. |
| F7 | This Form 4 relates to the redemption of common units issued by Endeavor Executive Holdco, LLC to certain executive equityholders in accordance with the limited liability company agreement of Endeavor Executive Holdco, LLC. In connection with such redemption, Endeavor Executive 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 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 Ariel Emanuel, in connection with the redemption of his common units). |