TKO Group Holdings (TKO) officer completes preset Class A stock sales

Rhea-AI Filing Summary

TKO Group Holdings officer Seth D. Krauss reported multiple open‑market sales of Class A Common Stock. On January 27, 2026, he sold 871 shares at a weighted average price of $199.66, 800 shares at $200.80, 400 shares at $201.73, and 200 shares at $202.83.

Each transaction was coded as a sale and reported as directly owned stock. After these sales, the Form 4 shows zero Class A shares beneficially owned. The filing notes the sales were made under a Rule 10b5‑1 trading plan adopted on September 16, 2025, with prices reported as weighted averages for multiple trades within stated price ranges.

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^*

KRAUSS SETH D

(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)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2026

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	01/27/2026		S		871(1)	D	$199.66(2)	1,400	D
Class A Common Stock	01/27/2026		S		800(1)	D	$200.8(3)	600	D
Class A Common Stock	01/27/2026		S		400(1)	D	$201.73(4)	200	D
Class A Common Stock	01/27/2026		S		200(1)	D	$202.83(5)	0	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 September 16, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $199.21 to $200.17 inclusive. 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 within the range set forth in this footnote.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.51 to $201.26 inclusive. 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 within the range set forth in this footnote.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.53 to $201.95 inclusive. 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 within the range set forth in this footnote.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $202.75 to $202.87 inclusive. 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 within the range set forth in this footnote.

Remarks:

Chief Administrative Officer & Senior Counsel to the Board of Directors and Senior Management

	/s/ Robert Hilton, Attorney-in-fact	01/29/2026
	** 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.

FAQ

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

The filing shows officer Seth D. Krauss sold several blocks of TKO Class A Common Stock on January 27, 2026. Four separate open‑market sales were reported, each at different weighted average prices, and all were classified as directly owned shares.

How many TKO Class A shares did Seth D. Krauss sell on January 27, 2026?

Seth D. Krauss reported selling 871, 800, 400, and 200 Class A Common shares in four transactions. Each line represents a separate sale, with its own weighted average price and updated share balance after the transaction on that same date.

At what prices were the TKO shares sold by Seth D. Krauss?

The reported weighted average sale prices were $199.66, $200.80, $201.73, and $202.83. Footnotes explain each price reflects multiple trades within narrow ranges, and full trade‑by‑trade details are available to interested parties on request.

Did Seth D. Krauss still own TKO shares after the reported transactions?

After the final reported transaction, the Form 4 lists zero Class A Common shares beneficially owned by Seth D. Krauss. The share balance declines in the table after each sale entry, culminating in a reported remaining balance of zero directly owned shares.

Was the TKO insider sale made under a Rule 10b5-1 trading plan?

Yes. A footnote states the sale was effected under a Rule 10b5‑1 trading plan adopted by Seth D. Krauss on September 16, 2025. Such plans pre‑schedule trades, allowing executives to sell shares according to predetermined instructions.

What role does Seth D. Krauss hold at TKO Group Holdings?

The remarks section identifies Seth D. Krauss as Chief Administrative Officer & Senior Counsel to the Board of Directors and Senior Management. The reporting person box also marks him as an officer, with the officer title referenced to the remarks field.