TKO CEO gets 97K shares as RSUs vest, 49K withheld

TKO Group Holdings CEO Ariel Emanuel reported RSU vesting into Class A shares with a portion withheld to cover tax obligations.

Rhea-AI Filing Summary

TKO Group Holdings, Inc. (TKO) reported Form 4 activity for Chief Executive Officer and director Ariel Emanuel related to restricted stock units (RSUs). On September 12, 2026, 97,041 RSUs were converted into 97,041 shares of Class A common stock. On September 14, 2026, 49,481 of those shares were automatically withheld to satisfy tax withholding obligations upon vesting.

The RSUs stem from a grant of 388,162 RSUs awarded on September 12, 2023, scheduled to vest in four equal annual installments beginning on the first anniversary of the grant date. No Rule 10b5-1 trading plan is indicated for these transactions.

Insider Trade Summary

97,041 shares exercised/converted

Exercise 3 txns

Insider Emanuel Ariel

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock F1	49,481	$190.31	$9.42M
Exercise	Restricted Stock Unit F2, F3	97,041	$0.00	$0.00
Exercise	Class A Common Stock	97,041	$0.00	$0.00

Holdings After Transaction: Restricted Stock Unit — 97,041 contracts (Direct); Class A Common Stock — 221,894 shares (Direct)

Footnotes (3)

1. F1. Represents shares automatically withheld to satisfy tax withholding obligations upon the vesting of previously granted equity awards.
2. F2. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A common stock of the Issuer.
3. F3. On September 12, 2023, the Reporting Person was granted 388,162 RSUs, vesting in four equal annual installments beginning on the first anniversary of the grant date.

Key Figures

Shares withheld for taxes: 49,481 shares Tax withholding price: $190.31 per share RSUs converted: 97,041 units +2 more

5 metrics

Shares withheld for taxes 49,481 shares Class A common stock withheld on September 14, 2026 to satisfy tax withholding obligations

Tax withholding price $190.31 per share Value applied to 49,481 withheld shares on September 14, 2026

RSUs converted 97,041 units Restricted stock units converted into Class A common stock on September 12, 2026

Underlying shares from RSUs 97,041 shares Class A common stock underlying the RSUs converted on September 12, 2026

Original RSU grant 388,162 RSUs Grant to Ariel Emanuel on September 12, 2023 vesting in four equal annual installments

Key Terms

Restricted Stock Unit, contingent right, tax withholding obligations

3 terms

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.

contingent right financial

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

tax withholding obligations financial

"shares automatically withheld to satisfy tax withholding obligations upon the vesting"

FAQ

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

What insider transactions did TKO Group Holdings (TKO) report for Ariel Emanuel?

Ariel Emanuel reported the conversion of 97,041 RSUs into Class A common stock on September 12, 2026, and the withholding of 49,481 shares on September 14, 2026 to satisfy tax withholding obligations related to the vesting equity awards.

How many TKO (TKO) RSUs vested and converted for the CEO?

On September 12, 2026, 97,041 restricted stock units held by TKO CEO Ariel Emanuel were converted into 97,041 shares of Class A common stock, each RSU representing a contingent right to receive one share.

How many TKO (TKO) shares were withheld for Ariel Emanuel’s taxes?

On September 14, 2026, 49,481 shares of TKO Class A common stock were automatically withheld to satisfy Ariel Emanuel’s tax withholding obligations arising from the vesting of previously granted equity awards.

What is the origin of Ariel Emanuel’s TKO RSUs reported in this Form 4?

Ariel Emanuel was granted 388,162 RSUs on September 12, 2023. These RSUs vest in four equal annual installments, beginning on the first anniversary of the grant date, and the reported 97,041-unit tranche relates to this grant.

Was a Rule 10b5-1 trading plan used for the TKO (TKO) CEO’s transactions?

The filing indicates that the Rule 10b5-1 checkbox is not marked, and no footnote states that these transactions were made pursuant to a Rule 10b5-1 or other pre-arranged trading plan.

What price per share was used for the withheld TKO shares?

The 49,481 withheld shares were valued at a transaction price of $190.31 per share for purposes of satisfying tax withholding obligations tied to the vesting of the equity awards.

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

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Available on EDGAR 09/15/2026 - 08:30 PM Accepted by SEC EDGAR 09/15/2026 - 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).

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)
09/12/2026

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	09/12/2026		M		97,041	A	$0	271,375	D
Class A Common Stock	09/14/2026		F(1)		49,481	D	$190.31	221,894	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	(2)	09/12/2026		M			97,041	(3)	(3)	Class A Common Stock	97,041	$0.00	97,041	D

Explanation of Responses:

1. Represents shares automatically withheld to satisfy tax withholding obligations upon the vesting of previously granted equity awards.

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

3. On September 12, 2023, the Reporting Person was granted 388,162 RSUs, vesting in four equal annual installments beginning on the first anniversary of the grant date.

	/s/ Robert Hilton, Attorney-in-fact	09/15/2026
	** 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)