TKO director gains 1,237 shares, 1,123 RSUs

TKO Group Holdings director Peter C. B. Bynoe reported equity compensation activity rather than open‑market trading.

Accepted by SEC EDGAR 06/12/2026 - 07:30 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

TKO Group Holdings director Peter C. B. Bynoe reported equity compensation activity rather than open‑market trading. He exercised 1,237 restricted stock units into 1,237 shares of Class A common stock, bringing his direct holdings in the stock to 6,424 shares.

He also received a new grant of 1,123 restricted stock units, each representing a contingent right to one share of Class A common stock. The filing notes that the exercised RSUs vested on the date of the company’s annual stockholder meeting on June 10, 2026, and the newly granted RSUs will vest on the date of the next annual stockholder meeting following the grant.

Insider Trade Summary

1,237 shares exercised/converted

Exercise 3 txns

Insider BYNOE PETER C B

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	1,237	$0.00	$0.00
Grant/Award	Restricted Stock Unit	1,123	$0.00	$0.00
Exercise	Class A Common Stock	1,237	$0.00	$0.00

Holdings After Transaction: Restricted Stock Unit — 1,123 contracts (Direct); Class A Common Stock — 6,424 shares (Direct)

Holdings Before and After: Restricted Stock Unit, 1,237 to 1,123 contracts (Direct); Class A Common Stock, 5,187 to 6,424 shares (Direct)

Footnotes (3)

1. F1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A common stock of the Issuer.
2. F2. The RSUs vested on the date of the Issuer's annual stockholder meeting, which was held on June 10, 2026.
3. F3. The RSUs will vest on the date of the Issuer's next annual stockholder meeting immediately following the date of grant.

Key Figures

RSUs exercised: 1,237 shares New RSU grant: 1,123 units Shares held after transaction: 6,424 shares +1 more

4 metrics

RSUs exercised 1,237 shares Restricted stock units converted to Class A common stock on June 10, 2026

New RSU grant 1,123 units Restricted stock units granted on June 10, 2026, tied to next annual meeting vesting

Shares held after transaction 6,424 shares Class A common stock directly owned following RSU exercise

RSU-to-share ratio 1 RSU : 1 share Each RSU represents a contingent right to one Class A common share

Key Terms

Restricted Stock Unit, Class A Common Stock, annual stockholder meeting, contingent right

4 terms

Restricted Stock Unit financial

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

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.

Class A Common Stock financial

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

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

annual stockholder meeting financial

"The RSUs vested on the date of the Issuer's annual stockholder meeting, which was held on June 10, 2026"

An annual stockholder meeting is a yearly gathering where a company's owners (shareholders) receive updates on performance, vote on key issues like board members, executive pay and major corporate plans, and ask questions of management. Think of it as a company town hall where choices about oversight and direction are decided; outcomes can affect management accountability, corporate strategy and ultimately the value and risks of investors’ shares.

contingent right financial

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

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

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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).

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^*

BYNOE PETER C B

(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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

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	06/10/2026		M		1,237	A	$0	6,424	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	(1)	06/10/2026		M			1,237	(2)	(2)	Class A Common Stock	1,237	$0	0	D
Restricted Stock Unit	(1)	06/10/2026		A		1,123		(3)	(3)	Class A Common Stock	1,123	$0	1,123	D

Explanation of Responses:

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

2. The RSUs vested on the date of the Issuer's annual stockholder meeting, which was held on June 10, 2026.

3. The RSUs will vest on the date of the Issuer's next annual stockholder meeting immediately following the date of grant.

	/s/ Robert Hilton, Attorney-in-fact	06/12/2026
	** 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)