TKO Group (TKO) deputy CFO reports planned Class A share sales

Rhea-AI Filing Summary

TKO Group Holdings, Inc. reported stock sales by its Deputy Chief Financial Officer. The officer sold 254 shares of Class A Common Stock on 12/22/2025 at $214.08 per share and 253 shares on 12/29/2025 at $216.36 per share. After these trades, the officer beneficially owned 1,012 shares following the first sale and 759 shares after the second. The filing states that the sales were made under a pre-arranged Rule 10b5-1 trading plan adopted on March 7, 2025, which is designed to allow insiders to sell stock according to a set schedule.

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^*

Kapral Shane

(Last) (First) (Middle)

C/O TKO GROUP HOLDINGS, INC.

200 FIFTH AVENUE, 7TH FLOOR

(Street)

NEW YORK NY 10010

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/22/2025

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

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

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

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	12/22/2025		S		254(1)	D	$214.08	1,012	D
Class A Common Stock	12/29/2025		S		253(1)	D	$216.36	759	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

Explanation of Responses:

1. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 7, 2025.

	/s/ Robert Hilton, Attorney-in-fact	12/29/2025
	** 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.

FAQ

What insider transactions did TKO (TKO) disclose in this Form 4?

The Deputy Chief Financial Officer of TKO Group Holdings, Inc. sold 254 shares of Class A Common Stock on 12/22/2025 at $214.08 per share and 253 shares on 12/29/2025 at $216.36 per share.

How many TKO (TKO) shares does the reporting officer hold after these sales?

Following the reported transactions, the officer beneficially owned 1,012 shares after the 12/22/2025 sale and 759 shares of Class A Common Stock after the 12/29/2025 sale.

Were the TKO (TKO) insider sales made under a Rule 10b5-1 trading plan?

Yes. The filing states the sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 7, 2025.

What is the role of the reporting person in TKO (TKO)?

The reporting person is an officer of TKO Group Holdings, Inc., serving as Deputy Chief Financial Officer.

Is this TKO (TKO) Form 4 filed by more than one reporting person?

No. The filing indicates it is a Form filed by one reporting person, not a joint filing.

What type of security did the TKO (TKO) officer sell?

The officer sold Class A Common Stock of TKO Group Holdings, Inc. in the reported transactions.