SLTA IV (GP), L.L.C. - 22 Jul 2021 Form 4 Insider Report for Endeavor Group Holdings, Inc.

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
26 Jul 2021, 17:43:36 UTC
Prior SEC filing
26 Jul 2021
Next SEC filing
28 Jul 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
By: /s/ Andrew J. Schader; Andrew J. Schader, Managing Director and General Counsel of Silver Lake Group, L.L.C.

Key filing fact

SLTA IV (GP), L.L.C. filed Form 4 for Endeavor Group Holdings, Inc. on 26 Jul 2021.

Key facts

  • This page summarizes SLTA IV (GP), L.L.C.'s Form 4 filing for Endeavor Group Holdings, Inc..
  • 28 reported transactions and 8 derivative rows are listed below.
  • Accepted by SEC: 26 Jul 2021, 17:43.

Change

  • Previous filing in this sequence was filed on 26 Jul 2021.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

EDR transaction

Class A Common Stock

Other

Transaction value
Shares
-27,830,244
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP IV West Feeder I, L.P.
Footnotes
F1, F2, F16
EDR transaction

Class A Common Stock

Other

Transaction value
Shares
-32,286,295
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP IV Basquiat Feeder I, L.P.
Footnotes
F1, F3, F16
EDR transaction

Class A Common Stock

Other

Transaction value
Shares
-127,826
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings Co-Invest II, L.P.
Footnotes
F1, F4, F16
EDR transaction

Class A Common Stock

Other

Transaction value
Shares
-9,485,459
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings Co-Invest Feeder II, L.P.
Footnotes
F1, F5, F16
EDR transaction

Class A Common Stock

Other

Transaction value
Shares
-17,741,490
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SL SPV-1 Feeder I, L.P.
Footnotes
F1, F6, F16
EDR transaction

Class A Common Stock

Other

Transaction value
Shares
-367,668
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings Co-Invest, L.P.
Footnotes
F1, F7, F16
EDR transaction

Class A Common Stock

Other

Transaction value
Shares
-3,830,911
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through Silver Lake Partners VI DE (AIV), L.P.
Footnotes
F1, F8, F16
EDR transaction

Class A Common Stock

Other

Transaction value
Shares
-306,589
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through Silver Lake Technology Investors VI, L.P.
Footnotes
F1, F9, F16
EDR transaction

Class Y Common Stock

Other

Transaction value
Shares
-13,227,774
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings, L.L.C.
Footnotes
F1, F10, F16, F17
EDR transaction

Class Y Common Stock

Other

Transaction value
Shares
-21,284,084
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings II, L.L.C.
Footnotes
F1, F11, F16, F17
EDR transaction

Class Y Common Stock

Other

Transaction value
Shares
-27,830,244
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP IV West Feeder I, L.P.
Footnotes
F1, F2, F16, F17
EDR transaction

Class Y Common Stock

Other

Transaction value
Shares
-32,286,295
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP IV Basquiat Feeder I, L.P.
Footnotes
F1, F3, F16, F17
EDR transaction

Class Y Common Stock

Other

Transaction value
Shares
-25,055,370
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through Silver Lake Partners IV DE (AIV III), L.P.
Footnotes
F1, F12, F16, F17
EDR transaction

Class Y Common Stock

Other

Transaction value
Shares
-991,666
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through Silver Lake Technology Investors IV (Delaware II), L.P.
Footnotes
F1, F13, F16, F17
EDR transaction

Class Y Common Stock

Other

Transaction value
Shares
-3,378,939
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings III, L.P.
Footnotes
F1, F14, F16, F17
EDR transaction

Class Y Common Stock

Other

Transaction value
Shares
-1,166,346
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings IV, L.P.
Footnotes
F1, F15, F16, F17
EDR transaction

Class Y Common Stock

Other

Transaction value
Shares
-9,565,989
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings Co-Invest II, L.P.
Footnotes
F1, F4, F16, F17
EDR transaction

Class Y Common Stock

Other

Transaction value
Shares
-9,396,118
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings Co-Invest Feeder II, L.P.
Footnotes
F1, F5, F16, F17
EDR transaction

Class Y Common Stock

Other

Transaction value
Shares
-17,741,490
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SL SPV-1 Feeder I, L.P.
Footnotes
F1, F6, F16, F17
EDR transaction

Class Y Common Stock

Other

Transaction value
Shares
-7,467,906
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings Co-Invest, L.P.
Footnotes
F1, F7, F16, F17

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

EDR transaction Derivative

Units of Endeavor Operating Company

Other

Transaction value
Shares
-13,227,774
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings, L.L.C.
Underlying class
Class A Common Stock
Underlying amount
13,227,774
Exercise price
Footnotes
F1, F10, F16, F18
EDR transaction Derivative

Units of Endeavor Operating Company

Other

Transaction value
Shares
-21,284,084
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings II, L.L.C.
Underlying class
Class A Common Stock
Underlying amount
21,284,084
Exercise price
Footnotes
F1, F11, F16, F18
EDR transaction Derivative

Units of Endeavor Operating Company

Other

Transaction value
Shares
-25,055,370
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through Silver Lake Partners IV DE (AIV III), L.P.
Underlying class
Class A Common Stock
Underlying amount
12,527,685
Exercise price
Footnotes
F1, F12, F16, F18
EDR transaction Derivative

Units of Endeavor Operating Company

Other

Transaction value
Shares
-991,666
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through Silver Lake Technology Investors IV (Delaware II), L.P.
Underlying class
Class A Common Stock
Underlying amount
991,666
Exercise price
Footnotes
F1, F13, F16, F18
EDR transaction Derivative

Units of Endeavor Operating Company

Other

Transaction value
Shares
-3,378,939
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings III, L.P.
Underlying class
Class A Common Stock
Underlying amount
3,378,939
Exercise price
Footnotes
F1, F14, F16, F18
EDR transaction Derivative

Units of Endeavor Operating Company

Other

Transaction value
Shares
-1,166,346
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings IV, L.P.
Underlying class
Class A Common Stock
Underlying amount
1,166,346
Exercise price
Footnotes
F1, F15, F16, F18
EDR transaction Derivative

Units of Endeavor Operating Company

Other

Transaction value
Shares
-9,565,989
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings Co-Invest II, L.P.
Underlying class
Class A Common Stock
Underlying amount
9,565,989
Exercise price
Footnotes
F1, F4, F16, F18
EDR transaction Derivative

Units of Endeavor Operating Company

Other

Transaction value
Shares
-7,467,906
Change %
-100%
Price
Shares after
0
Date
22 Jul 2021
Ownership
Held through SLP West Holdings Co-Invest, L.P.
Underlying class
Class A Common Stock
Underlying amount
7,467,906
Exercise price
Footnotes
F1, F7, F16, F18
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

SLTA IV (GP), L.L.C. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 18 footnotes

Footnote F1

This Form 4 is filed in connection with an internal reorganization of securities of Endeavor Group Holdings, Inc. (the "Issuer") held by certain investment funds affiliated with Silver Lake Group, L.L.C. ("SLG"), whereby certain direct and indirect holders of securities transferred their interests in the Issuer to either Silver Lake West HoldCo, L.P. or Silver Lake West HoldCo II, L.P. (together, the "HoldCos"), which now hold all of the securities of the Issuer beneficially owned by investment funds affiliated with SLG. There has been no change in the aggregate amount of securities of the Issuer economically owned by SLG and its affiliates. The HoldCos are separately filing Form 3 filings and will continue to report transactions in securities of the Issuer on behalf of investment funds managed by SLG and its affiliates. Mr. Egon Durban is the managing member of Silver Lake West VoteCo, L.L.C., which is the general partner of the HoldCos.

Footnote F2

These securities were held by SLP IV West Feeder I, L.P. and are now indirectly owned through West HoldCo II. The general partner of SLP IV West Feeder I, L.P. is Silver Lake Technology Associates IV, L.P. ("SLTA IV"). The general partner of SLTA IV is SLTA IV (GP), L.L.C. ("SLTA IV GP").

Footnote F3

These securities were held by SLP IV Basquiat Feeder I, L.P. and are now indirectly owned through West HoldCo II. The general partner of SLP IV Basquiat Feeder I, L.P. is SLTA IV. The general partner of SLTA IV is SLTA IV GP.

Footnote F4

These securities were held by SLP West Holdings Co-Invest II, L.P. and are now indirectly owned through West HoldCo. The general partner of SLP West Holdings Co-Invest II, L.P. is SLP Co-Invest GP, L.L.C. ("SLP Co-Invest GP").

Footnote F5

These securities were held by SLP West Holdings Co-Invest Feeder II, L.P and are now indirectly owned through West HoldCo II. The general partner of SLP West Holdings Co-Invest Feeder II, L.P. is SLP Co-Invest GP.

Footnote F6

These securities were held by SL SPV-1 Feeder I, L.P. and are now indirectly owned through West HoldCo II. The general partner of SL SPV-1 Feeder I, L.P. is SLTA SPV-1 L.P. and the general partner of SLTA SPV-1 L.P. is SLTA SPV-1 (GP), L.L.C. ("SLTA SPV GP").

Footnote F7

These securities were held by SLP West Holdings Co-Invest, L.P. and are now indirectly owned through West HoldCo. The general partner of SLP West Holdings Co-Invest, L.P. is SLP Denali Co-Invest GP, L.L.C. The managing member of SLP Denali Co-Invest GP, L.L.C. is Silver Lake Technology Associates III, L.P. The general partner of Silver Lake Technology Associates III, L.P. is SLTA III (GP), L.L.C. ("SLTA III GP").

Footnote F8

These securities were held by Silver Lake Partners VI DE (AIV), L.P. and are now indirectly owned through West HoldCo II. The general partner of Silver Lake Partners VI DE (AIV), L.P. is Silver Lake Technology Associates VI, L.P. ("SLTA VI"). The general partner of SLTA VI is SLTA VI (GP), L.L.C. ("SLTA VI GP").

Footnote F9

These securities were held by Silver Lake Technology Investors VI, L.P. and are now indirectly owned through West HoldCo II. The general partner of Silver Lake Technology Investors VI, L.P. is SLTA VI. The general partner of SLTA VI is SLTA VI GP.

Footnote F10

These securities were held by SLP West Holdings, L.L.C. and are now indirectly owned through West HoldCo. The managing member of SLP West Holdings, L.L.C. is Silver Lake Partners IV DE (AIV IV), L.P. The general partner of Silver Lake Partners IV DE (AIV IV), L.P. is SLTA IV. The general partner of SLTA IV is SLTA IV GP.

Footnote F11

These securities were held by SLP West Holdings II, L.L.C. and are now indirectly owned through West HoldCo. The managing member of SLP West Holdings II, L.L.C. is Silver Lake Partners IV DE (AIV IV), L.P. The general partner of Silver Lake Partners IV DE (AIV IV), L.P. is SLTA IV. The general partner of SLTA IV is SLTA IV GP.

Footnote F12

These securities were held by Silver Lake Partners IV DE (AIV III), L.P and are now indirectly owned through West HoldCo. The general partner of Silver Lake Partners IV DE (AIV III), L.P. is SLTA IV. The general partner of SLTA IV is SLTA IV GP.

Footnote F13

These securities were held by Silver Lake Technology Investors IV (Delaware II), L.P. and are now indirectly owned through West HoldCo. The general partner of Silver Lake Technology Investors IV (Delaware II), L.P. is SLTA IV. The general partner of SLTA IV is SLTA IV GP.

Footnote F14

These securities were held by SLP West Holdings III, L.P. and are now indirectly owned through West HoldCo. The general partner of SLP West Holdings III, L.P. is SLP West GP Holdings, L.L.C. The managing member of SLP West GP Holdings, L.L.C. is SLTA IV GP

Footnote F15

These securities were held by SLP West Holdings IV, L.P and are now indirectly owned through West HoldCo. The general partner of SLP West Holdings IV, L.P. is SLP West GP Holdings, L.L.C. The managing member of SLP West GP Holdings, L.L.C. is SLTA IV GP.

Footnote F16

SLG is the managing member of SLTA III GP, SLTA IV GP, SLTA VI GP, SLTA SPV GP and SLP Co-Invest GP. Egon Durban is a director of the Issuer and is a Co-CEO and Managing Member of SLG. Following the internal reorganization described herein, West HoldCo holds (i) 495,494 shares of Class A common stock and (ii) 82,138,074 limited liability company units of Endeavor Operating Company, LLC and an equal number of paired shares of Class X common stock of the Issuer and an equal number of shares of Class Y common stock, and West HoldCo II holds 91,480,988 shares of Class A common stock and 87,254,147 shares of Class Y common stock.

Footnote F17

Shares of Class Y common stock of the Issuer have no economic rights and each share of Class Y common stock entitles its holder to 20 votes per share. Each share of Class Y common stock will be automatically canceled/redeemed upon the occurrence of certain transfers of Class A common stock or limited liability company units of Endeavor Operating Company, LLC or Class A common stock received upon exchange of such units and upon certain other events.

Footnote F18

Units of Endeavor Operating Company represent limited liability company units of Endeavor Operating Company, LLC and an equal number of paired shares of Class X common stock of the Issuer, which, pursuant to the limited liability company agreement of Endeavor Operating Company, LLC, are together exchangeable by the holder on a one-for-one 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. Shares of Class X common stock of the Issuer have no economic rights and each share of Class X common stock entitles its holder to 1 vote per share.

SEC remarks

The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise, that the Reporting Persons are the beneficial owners of any equity securities in excess of their respective pecuniary interests, and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any. Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 4. Form 1 of 3.

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