TKO CEO sells 24,702 shares after RSU conversion

TKO Group Holdings, Inc. (TKO) reported insider transactions by Chief Executive Officer Emanuel Ariel.

Rhea-AI Filing Summary

TKO Group Holdings, Inc. (TKO) reported insider transactions by Chief Executive Officer Emanuel Ariel. On August 17, 2026, 44,381 restricted stock units were converted into 44,381 shares of Class A common stock at $0.00 per share, with each RSU representing one share. On August 18, 2026, 24,702 Class A shares were sold at a weighted average price of $194.39 per share pursuant to a Rule 10b5-1 instruction letter entered into on December 15, 2025 to satisfy the reporting person’s tax withholding obligations related to previously vested equity awards.

Insider Trade Summary 10b5-1

Exercise and sale activity reported; no spread calculated

Exercise and Sale 3 txns

Insider Emanuel Ariel

Role Chief Executive Officer

Sold 24,702 shs ($4.80M)

Approx. gross sale proceeds $4.80M

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1, F2	24,702	$194.39	$4.80M
Exercise	Restricted Stock Unit F3, F4	44,381	$0.00	$0.00
Exercise	Class A Common Stock	44,381	$0.00	$0.00

Holdings After Transaction: Restricted Stock Unit — 44,382 contracts (Direct); Class A Common Stock — 174,334 shares (Direct)

Footnotes (4)

1. F1. The sale was effected pursuant to a Rule 10b5-1 instruction letter, entered into on December 15, 2025, to satisfy the Reporting Person's tax withholding obligation upon the vesting of previously granted equity awards.
2. F2. The price reported in Column 4 is a weighted average price. The Reporting Person undertakes to provide to 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.
3. F3. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A common stock of the Issuer.
4. F4. On August 17, 2025, the Reporting Person was granted 88,763 RSUs, vesting in two near equal annual installments beginning on August 17, 2026.

Key Figures

Shares sold: 24,702 shares Sale price: $194.39 per share RSUs converted: 44,381 RSUs +3 more

6 metrics

Shares sold 24,702 shares Class A Common Stock sold on August 18, 2026

Sale price $194.39 per share Weighted average sale price for 24,702 shares on August 18, 2026

RSUs converted 44,381 RSUs Restricted stock units converted into Class A common stock on August 17, 2026

Shares received from RSUs 44,381 shares Class A Common Stock acquired at $0.00 per share upon RSU conversion

Prior RSU grant 88,763 RSUs Granted on August 17, 2025, vesting in two near-equal annual installments from August 17, 2026

Rule 10b5-1 plan date December 15, 2025 Instruction letter date for tax-related share sales

Key Terms

Rule 10b5-1, restricted stock unit, weighted average price, contingent right

4 terms

Rule 10b5-1 regulatory

"The sale was effected pursuant to a Rule 10b5-1 instruction letter"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

restricted stock unit financial

"Each restricted stock unit ("RSU") represents a contingent right to receive one share"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

contingent right financial

"Each restricted stock unit ("RSU") represents a contingent right to receive one share"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did TKO (TKO Group Holdings, Inc.) disclose for Emanuel Ariel?

TKO disclosed that CEO Emanuel Ariel converted 44,381 RSUs into Class A common stock on August 17, 2026 and sold 24,702 shares at a weighted average price of $194.39 per share on August 18, 2026.

How many TKO (TKO) shares did the CEO sell and at what price?

CEO Emanuel Ariel sold 24,702 shares of TKO Class A common stock at a weighted average price of $194.39 per share on August 18, 2026, in transactions reported as open market or private sales.

Were the recent TKO (TKO) CEO share sales under a Rule 10b5-1 trading plan?

Yes. The sale of 24,702 shares was effected pursuant to a Rule 10b5-1 instruction letter entered into on December 15, 2025, designed to satisfy tax withholding obligations from the vesting of previously granted equity awards.

What RSU activity did TKO (TKO) report for its CEO on August 17, 2026?

TKO reported that on August 17, 2026, CEO Emanuel Ariel had 44,381 restricted stock units converted into 44,381 shares of Class A common stock at $0.00 per share, reflecting settlement of RSUs into stock.

What does each RSU reported by TKO (TKO) for the CEO represent?

Each restricted stock unit (RSU) reported for CEO Emanuel Ariel represents a contingent right to receive one share of TKO Class A common stock, aligning RSU awards directly with the company’s equity on a one-for-one basis.

What prior RSU grant to the TKO (TKO) CEO is referenced in the footnotes?

A footnote states that on August 17, 2025, the CEO was granted 88,763 RSUs, vesting in two near-equal annual installments beginning on August 17, 2026, providing context for the equity awards underlying the reported activity.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/19/2026 - 08:30 PM Accepted by SEC EDGAR 08/19/2026 - 08:30 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Emanuel Ariel

(Last) (First) (Middle)

C/O TKO GROUP HOLDINGS, INC.

200 FIFTH AVENUE, 7TH FLOOR

(Street)

NEW YORK NEW YORK 10010

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TKO Group Holdings, Inc. [ TKO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	08/17/2026		M		44,381	A	$0	199,036	D
Class A Common Stock	08/18/2026		S		24,702(1)	D	$194.39(2)	174,334	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(3)	08/17/2026		M			44,381	(4)	(4)	Class A Common Stock	44,381	$0	44,382	D

Explanation of Responses:

1. The sale was effected pursuant to a Rule 10b5-1 instruction letter, entered into on December 15, 2025, to satisfy the Reporting Person's tax withholding obligation upon the vesting of previously granted equity awards.

2. The price reported in Column 4 is a weighted average price. The Reporting Person undertakes to provide to 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.

3. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A common stock of the Issuer.

4. On August 17, 2025, the Reporting Person was granted 88,763 RSUs, vesting in two near equal annual installments beginning on August 17, 2026.

	/s/ Robert Hilton, Attorney-in-fact	08/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)