TKO Group Holdings (TKO) officer sells stock in 10b5-1 plan trade

Rhea-AI Filing Summary

TKO Group Holdings officer Seth D. Krauss reported multiple open‑market sales of Class A common stock. On January 9, 2026, he sold blocks of 2,297, 1,310, 1,205, 500, and 400 shares at weighted average prices of $198.90, $199.61, $201.88, $202.95, and $203.77 per share.

The sales were carried out under a pre‑arranged Rule 10b5‑1 trading plan adopted on September 16, 2025, which is designed to help insiders trade according to a preset schedule. After these transactions, Krauss directly held 2,271 shares of TKO Class A common stock as Chief Administrative Officer and Senior Counsel to the board and senior management.

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)
01/09/2026

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	01/09/2026		S		2,297(1)	D	$198.9(2)	5,686	D
Class A Common Stock	01/09/2026		S		1,310(1)	D	$199.61(3)	4,376	D
Class A Common Stock	01/09/2026		S		1,205(1)	D	$201.88(4)	3,171	D
Class A Common Stock	01/09/2026		S		500(1)	D	$202.95(5)	2,671	D
Class A Common Stock	01/09/2026		S		400(1)	D	$203.77(6)	2,271	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 $198.39 to $199.38 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 $199.46 to $199.71 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 $201.36 to $202.30 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 $202.52 to $203.34 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.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $203.64 to $203.89 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	01/13/2026
	** 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 transaction did TKO (TKO) disclose in this Form 4?

The filing reports that Seth D. Krauss, an officer of TKO Group Holdings, Inc., sold multiple blocks of Class A common stock on January 9, 2026 in open‑market transactions.

How many TKO (TKO) shares did the officer sell and at what prices?

Krauss sold blocks of 2,297, 1,310, 1,205, 500, and 400 TKO Class A shares at weighted average prices of $198.90, $199.61, $201.88, $202.95, and $203.77 per share, respectively.

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

Yes. The filing states that the sale was effected pursuant to a Rule 10b5‑1 trading plan adopted by the reporting person on September 16, 2025.

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

Following the reported transactions, the Form 4 shows that Seth D. Krauss beneficially owns 2,271 shares of TKO Group Holdings Class A common stock directly.

Who is the insider involved in this TKO (TKO) Form 4 filing and what is his role?

The reporting person is Seth D. Krauss, identified as an officer of TKO Group Holdings with the role described in the remarks as Chief Administrative Officer & Senior Counsel to the Board of Directors and Senior Management.

How were the TKO (TKO) sale prices calculated according to the Form 4 footnotes?

The footnotes explain that each reported sale price is a weighted average price, with individual trades executed in price ranges such as $198.39 to $199.38 and $203.64 to $203.89, and that detailed breakdowns are available on request.