Vincent K. Mcmahon - Sep 12, 2023 Form 4 Insider Report for WORLD WRESTLING ENTERTAINMENT, LLC (WWE)

Role
Executive Chairman, Director, 10%+ Owner
Signature
/s/ Vincent K. McMahon
Stock symbol
WWE
Transactions as of
Sep 12, 2023
Transactions value $
$0
Form type
4
Date filed
9/12/2023, 05:40 PM
Previous filing
Mar 30, 2023
Next filing
Nov 14, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WWE Class A Common Stock Award +31.1K +25.71% 152K Sep 12, 2023 Direct F1, F2
transaction WWE Class A Common Stock Disposed to Issuer -69.2K -45.42% 83.1K Sep 12, 2023 Direct F2, F3, F4
transaction WWE Class A Common Stock Disposed to Issuer -83.1K -100% 0 Sep 12, 2023 Direct F5

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 WWE Class B Common Stock Disposed to Issuer $0 -28.7M -100% $0.00* 0 Sep 12, 2023 Class A Common Stock 28.7M Direct F4, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Vincent K. Mcmahon is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 In connection with the closing of the transactions under the Transaction Agreement (as defined below), performance stock units of World Wrestling Entertainment, LLC (f/k/a World Wrestling Entertainment, Inc., "WWE"), which were granted in February 2023, subject to financial and/or operational performance goals, were equitably adjusted into time-based WWE restricted stock units ("RSUs") at target level, subject to vesting over three years. Each WWE RSU reflects the right to receive one share of WWE Class A common stock following vesting.
F2 Also includes shares acquired as a result of dividend accruals, all of which are exempt under Section 16.
F3 Excludes 100 shares of Class A common stock of WWE owned individually by Mr. McMahon's wife, Linda McMahon. Mr. McMahon disclaims beneficial ownership of those shares.
F4 Pursuant to the Transaction Agreement, dated as of April 2, 2023, among WWE, Endeavor Group Holdings, Inc., Endeavor Operating Company, LLC, TKO Operating Company, LLC (f/k/a Zuffa Parent, LLC), TKO Group Holdings, Inc. (f/k/a New Whale Inc., "TKO") and Whale Merger Sub Inc (the "Transaction Agreement"), each share of WWE common stock was converted into the right to receive one share of TKO Class A common stock.
F5 Pursuant to the Transaction Agreement, each outstanding award of time-based WWE RSUs was converted into an award of TKO RSUs, on the same terms and conditions as were applicable under the original WWE RSUs immediately prior to the effective time of the conversion (including any provisions for acceleration) on a one-to-one basis.
F6 N/A