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[Form 4] TKO Group Holdings, Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Positive)
Form Type
4
Rhea-AI Filing Summary

Peter C.B. Bynoe, a director of TKO Group Holdings, Inc. (TKO), reported a sale of 740 shares of Class A common stock on 09/16/2025 at a price of $203 per share. Following the transaction he beneficially owned 5,187 shares. The Form 4 was signed by an attorney-in-fact on 09/17/2025.

Positive
  • Timely disclosure of insider transaction with Form 4 filed and signed by attorney-in-fact
  • Clear transaction details: sale of 740 Class A shares at $203 per share and post-sale ownership of 5,187 shares
Negative
  • Insider sale of 740 shares may be viewed negatively by some investors despite limited size
  • No explanation provided in the filing for the purpose of the sale

Insights

TL;DR: Director sold 740 Class A shares at $203, reducing beneficial ownership to 5,187 shares; transaction was reported promptly.

This Form 4 discloses a routine, non-derivative sale by a director. The quantity (740 shares) and resulting holding (5,187 shares) are explicit in the filing. The sale price of $203/share provides a clear reference point for the director's realized proceeds. Filing appears timely with an attorney-in-fact signature dated one day after the transaction.

TL;DR: Insider reported a small open-market sale; no derivative activity or change in control signaled.

The report shows only a single non-derivative disposition code and no related derivative instruments or plans disclosed. As presented, the transaction does not indicate a governance change or material shift in board alignment. The filing meets disclosure requirements but provides no explanation for the sale.

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 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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025
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 09/16/2025 P 740 A $203 5,187 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:
/s/ Robert Hilton, Attorney-in-fact 09/17/2025
** 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 did TKO director Peter C.B. Bynoe report on Form 4?

He reported a sale of 740 Class A shares on 09/16/2025 at $203 per share, leaving him with 5,187 shares beneficially owned.

When was the Form 4 for TKO filed and signed?

The transaction date is 09/16/2025 and the Form 4 was signed by an attorney-in-fact on 09/17/2025.

Was any derivative security activity reported for TKO in this Form 4?

No derivative securities (options, warrants, converts) were reported in Table II of this Form 4.

How many Class A shares does the reporting person own after the sale?

5,187 shares of Class A common stock are reported as beneficially owned following the transaction.
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15.47B
68.98M
15.88%
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6.58%
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