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    Amendment: SEC Form SC 13G/A filed by TKO Group Holdings Inc.

    11/8/24 7:00:28 PM ET
    $TKO
    Services-Misc. Amusement & Recreation
    Consumer Discretionary
    Get the next $TKO alert in real time by email
    SC 13G/A 1 d881758dsc13ga.htm SC 13G/A SC 13G/A

     

     

    Securities and Exchange Commission

    Washington, D.C. 20549

     

     

    Schedule 13G

    (Rule 13d-102)

    Information to be Included in Statements Filed Pursuant

    to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

    Pursuant to § 240.13d-2

    UNDER THE SECURITIES EXCHANGE ACT OF 1934

    (Amendment No. 1)*

     

     

    TKO Group Holdings, Inc.

    (Name of Issuer)

    Class A Common Stock, $0.00001 par value per share

    (Title of Class of Securities)

    87256C101

    (CUSIP Number)

    September 30, 2024

    (Date of Event Which Requires Filing of this Statement)

     

     

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     

    ☐

    Rule 13d-1(b)

     

    ☐

    Rule 13d-1(c)

     

    ☒

    Rule 13d-1(d)

     

    *

    The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

    The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

     

     

     


    CUSIP No. 87256C101    Schedule 13G    Page 1 of 10

     

     1   

     Names of Reporting Persons

     

     Endeavor Group Holdings, Inc.

     2  

     Check the Appropriate Box if a Member of a Group

     (a) ☐  (b) ☐

     

     3  

     SEC Use Only

     

     4  

     Citizenship or Place of Organization

     

     Delaware

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

       5   

     Sole Voting Power

     

     0

       6  

     Shared Voting Power

     

     91,259,861

       7  

     Sole Dispositive Power

     

     0

       8  

     Shared Dispositive Power

     

     91,259,861

     9   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     91,259,861

    10  

     Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

     Not Applicable

    11  

     Percent of Class Represented by Amount in Row 9

     

     53.4%

    12  

     Type of Reporting Person

     

     CO


    CUSIP No. 87256C101    Schedule 13G    Page 2 of 10

     

     1   

     Names of Reporting Persons

     

     Endeavor Manager, LLC

     2  

     Check the Appropriate Box if a Member of a Group

     (a) ☐  (b) ☐

     

     3  

     SEC Use Only

     

     4  

     Citizenship or Place of Organization

     

     Delaware

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

       5   

     Sole Voting Power

     

     0

       6  

     Shared Voting Power

     

     91,259,861

       7  

     Sole Dispositive Power

     

     0

       8  

     Shared Dispositive Power

     

     91,259,861

     9   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     91,259,861

    10  

     Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

     Not Applicable

    11  

     Percent of Class Represented by Amount in Row 9

     

     53.4%

    12  

     Type of Reporting Person

     

     OO (Limited Liability Company)


    CUSIP No. 87256C101    Schedule 13G    Page 3 of 10

     

     1   

     Names of Reporting Persons

     

     Endeavor Operating Company, LLC

     2  

     Check the Appropriate Box if a Member of a Group

     (a) ☐  (b) ☐

     

     3  

     SEC Use Only

     

     4  

     Citizenship or Place of Organization

     

     Delaware

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

       5   

     Sole Voting Power

     

     0

       6  

     Shared Voting Power

     

     91,259,861

       7  

     Sole Dispositive Power

     

     0

       8  

     Shared Dispositive Power

     

     91,259,861

     9   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     91,259,861

    10  

     Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

     Not Applicable

    11  

     Percent of Class Represented by Amount in Row 9

     

     53.4%

    12  

     Type of Reporting Person

     

     OO (Limited Liability Company)


    CUSIP No. 87256C101    Schedule 13G    Page 4 of 10

     

     1   

     Names of Reporting Persons

     

     January Capital HoldCo, LLC

     2  

     Check the Appropriate Box if a Member of a Group

     (a) ☐  (b) ☐

     

     3  

     SEC Use Only

     

     4  

     Citizenship or Place of Organization

     

     Delaware

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

       5   

     Sole Voting Power

     

     0

       6  

     Shared Voting Power

     

     7,662,799

       7  

     Sole Dispositive Power

     

     0

       8  

     Shared Dispositive Power

     

     7,662,799

     9   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     7,662,799

    10  

     Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

     Not Applicable

    11  

     Percent of Class Represented by Amount in Row 9

     

     8.6%

    12  

     Type of Reporting Person

     

     OO (Limited Liability Company)


    CUSIP No. 87256C101    Schedule 13G    Page 5 of 10

     

     1   

     Names of Reporting Persons

     

     January Capital Sub, LLC

     2  

     Check the Appropriate Box if a Member of a Group

     (a) ☐  (b) ☐

     

     3  

     SEC Use Only

     

     4  

     Citizenship or Place of Organization

     

     Delaware

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

       5   

     Sole Voting Power

     

     0

       6  

     Shared Voting Power

     

     6,542,033

       7  

     Sole Dispositive Power

     

     0

       8  

     Shared Dispositive Power

     

     6,542,033

     9   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     6,542,033

    10  

     Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

     Not Applicable

    11  

     Percent of Class Represented by Amount in Row 9

     

     7.5%

    12  

     Type of Reporting Person

     

     OO (Limited Liability Company)


    CUSIP No. 87256C101    Schedule 13G    Page 6 of 10

     

     1   

     Names of Reporting Persons

     

     WME IMG, LLC

     2  

     Check the Appropriate Box if a Member of a Group

     (a) ☐  (b) ☐

     

     3  

     SEC Use Only

     

     4  

     Citizenship or Place of Organization

     

     Delaware

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

       5   

     Sole Voting Power

     

     0

       6  

     Shared Voting Power

     

     1,642,970

       7  

     Sole Dispositive Power

     

     0

       8  

     Shared Dispositive Power

     

     1,642,970

     9   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     1,642,970

    10  

     Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

     Not Applicable

    11  

     Percent of Class Represented by Amount in Row 9

     

     2.0%

    12  

     Type of Reporting Person

     

     OO (Limited Liability Company)


    CUSIP No. 87256C101    Schedule 13G    Page 7 of 10

     

    ITEM 1.

    (a) Name of Issuer:

    TKO Group Holdings, Inc. (the “Issuer”).

    (b) Address of Issuer’s Principal Executive Offices:

    200 Fifth Ave, 7th Floor

    New York, NY 10010

     

    ITEM 2.

    (a) Name of Person Filing:

    Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

    Endeavor Group Holdings, Inc. (“Endeavor”);

    Endeavor Manager, LLC;

    Endeavor Operating Company, LLC (“EOC”);

    January Capital HoldCo, LLC (“January HoldCo”);

    January Capital Sub, LLC (“January Sub”); and

    WME IMG, LLC (“WME IMG”).

    (b) Address of Principal Business Office:

    The business address of each of the Reporting Persons is 9601 Wilshire Boulevard, 3rd Floor, Beverly Hills, CA 90210.

    (c) Citizenship of each Reporting Person is:

    Each of the Reporting Persons is an entity organized under the laws of the State of Delaware.

    (d) Title of Class of Securities:

    Class A Common Stock, par value $0.00001 per share (“Class A Common Stock”).

    (e) CUSIP Number:

    87256C101

     

    ITEM 3.

    Not applicable.


    CUSIP No. 87256C101    Schedule 13G    Page 8 of 10

     

    ITEM 4.

    Ownership.

    (a-c)

    The ownership information presented below represents beneficial ownership of Class A Common Stock as of the date of this filing, based upon 81,146,843 shares of Class A Common Stock outstanding as of September 30, 2024.

     

    Reporting Person   

    Amount

    beneficially

    owned

        

    Percent

    of class:

        Sole
    power
    to vote
    or to
    direct
    the vote:
         Shared
    power to
    vote or to
    direct the
    vote:
        

    Sole
    power to
    dispose or
    to direct
    the
    disposition

    of:

        

    Shared

    power to

    dispose or

    to direct

    the

    disposition

    of:

     

    Endeavor Group Holdings, Inc.

         91,259,861        53.4 %      0        91,259,861        0        91,259,861  

    Endeavor Manager, LLC

         91,259,861        53.4 %      0        91,259,861        0        91,259,861  

    Endeavor Operating Company, LLC

         91,259,861        53.4 %      0        91,259,861        0        91,259,861  

    January Capital HoldCo, LLC

         7,662,799        8.6 %      0        7,662,799        0        7,662,799  

    January Capital Sub, LLC

         6,542,033        7.5 %      0        6,542,033        0        6,542,033  

    WME IMG, LLC

         1,642,970        2.0 %      0        1,642,970        0        1,642,970  

    EOC is the record holder of 75,412,059 common units (“TKO OpCo Units”) of TKO Operating Company, LLC (“TKO OpCo”), January HoldCo is the record holder of 7,662,799 TKO OpCo Units, and January Sub is the record holder of 6,542,033 TKO OpCo Units. Subject to the terms of the operating agreement of TKO OpCo, the TKO OpCo Units may be redeemed for shares of Class A Common Stock on a one-for-one basis. In addition, WME IMG, LLC (“WME IMG”) is the record holder of 1,642,970 shares of Class A Common Stock. The ownership information presented herein represents beneficial ownership of the Class A Common Stock as of the date of this filing, based upon 81,146,843 shares of Class A Common Stock outstanding as of September 30, 2024, as reflected in the Quarterly Report on Form 10-Q filed by the Issuer with the Securities and Exchange Commission on November 6, 2024.

    Endeavor is the managing member of Endeavor Manager, LLC, which in turn is the managing member of EOC. EOC is the sole member of January HoldCo and January Sub (EOC, January HoldCo and January Sub, collectively, the “EDR Subscribers”). WME IMG is an indirect subsidiary of Endeavor. As a result, Endeavor may be deemed to beneficially own the securities held of record by the EDR Subscribers or WME IMG.

     

    ITEM 5.

    Ownership of Five Percent or Less of a Class.

    Not applicable.

     

    ITEM 6.

    Ownership of More than Five Percent on Behalf of Another Person.

    Not applicable.

     

    ITEM 7.

    Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

    Not applicable.


    CUSIP No. 87256C101    Schedule 13G    Page 9 of 10

     

    ITEM 8.

    Identification and Classification of Members of the Group.

    Not applicable.

     

    ITEM 9.

    Notice of Dissolution of Group.

    Not applicable.

     

    ITEM 10.

    Certification.

    Not applicable.


    CUSIP No. 87256C101    Schedule 13G    Page 10 of 10

     

    SIGNATURE

    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

    Date: November 8, 2024

     

    Endeavor Group Holdings, Inc.
    By:  

    /s/ Jason Lublin

    Name:   Jason Lublin
    Title:   Chief Financial Officer
    Endeavor Manager, LLC
    By:  

    /s/ Jason Lublin

    Name:   Jason Lublin
    Title:   Chief Financial Officer
    Endeavor Operating Company, LLC
    By:  

    /s/ Jason Lublin

    Name:   Jason Lublin
    Title:   Chief Financial Officer
    January Capital HoldCo, LLC
    By:  

    /s/ Jason Lublin

    Name:   Jason Lublin
    Title:   Authorized Signatory
    January Capital Sub, LLC
    By:  

    /s/ Jason Lublin

    Name:   Jason Lublin
    Title:   Authorized Signatory
    WME IMG, LLC
    By:  

    /s/ Jason Lublin

    Name:   Jason Lublin
    Title:   Authorized Signatory
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      TKO Group Holdings, Inc. ("TKO" or the "Company") (NYSE:TKO), a premium sports and entertainment company, announced that its President and Chief Operating Officer, Mark Shapiro, will participate in the J.P. Morgan Global Technology, Media and Communications Conference on Tuesday, May 13, 2025 at 10:50 a.m. ET in Boston, MA. A link to the live session, as well as a replay available for at least 30 days, will be accessible on the company's investor relations website at investor.tkogrp.com. About TKO TKO Group Holdings, Inc. (NYSE:TKO) is a premium sports and entertainment company. TKO owns iconic properties including UFC, the world's premier mixed martial arts organization; WWE, the global

      4/29/25 9:00:00 AM ET
      $TKO
      Services-Misc. Amusement & Recreation
      Consumer Discretionary

    $TKO
    Leadership Updates

    Live Leadership Updates

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    • DoorDash, TKO Group Holdings, Williams-Sonoma and Expand Energy Set to Join S&P 500; Others to Join S&P 100, S&P MidCap 400 and S&P SmallCap 600

      NEW YORK, March 7, 2025 /PRNewswire/ -- S&P Dow Jones Indices ("S&P DJI") will make the following changes to the S&P 100, S&P 500, S&P MidCap 400, and S&P SmallCap 600 indices effective prior to the open of trading on Monday, March 24, to coincide with the quarterly rebalance. The changes ensure each index is more representative of its market capitalization range. All companies being added to the S&P 100 are more representative of the mega-cap market space. All companies being added to the S&P 500 are more representative of the large-cap market space, all companies being added to the S&P MidCap 400 are more representative of the mid-cap market space, and all companies being added to the S&P

      3/7/25 6:19:00 PM ET
      $ALK
      $AMBC
      $ATI
      $BBWI
      Air Freight/Delivery Services
      Consumer Discretionary
      Property-Casualty Insurers
      Finance
    • Bojangles Brings Back BBQ Pulled Pork Sandwich with Exclusive WWE Collectible Cups

      Exclusive cups featuring Legendary WWE Tag Teams available with in-store purchase of WWE Sandwich Combo while supplies last Bojangles, the beloved Carolina-born restaurant chain known for its legendary flavor, announces the return of its BBQ Pulled Pork Sandwich for a limited time only. This fan-favorite features a tender, juicy North Carolina pit-smoked pulled pork piled high and topped with the restaurant's signature BBQ sauce and crisp, creamy house-made coleslaw. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20240716069832/en/Bojangles, the beloved Carolina-born restaurant chain known for its legendary flavor, announces the

      7/16/24 8:00:00 AM ET
      $TKO
      Services-Misc. Amusement & Recreation
      Consumer Discretionary
    • EverPass Media Acquires UPshow, Allowing NFL Sunday Ticket to be Streamed at Commercial Businesses for the First Time Ever

      UPshow brings immediate streaming solution to EverPass' commercial-focused media platform TKO Group Holdings invests in EverPass; Mark Shapiro, President and Chief Operating Officer of TKO, joins EverPass Board alongside representatives from 32 Equity and RedBird Capital EverPass Media, a leading media platform for distribution of premium live sports and entertainment content to commercial businesses, today announced it has acquired UPshow, a leading on-premise entertainment and performance marketing platform. The acquisition further accelerates EverPass' business model, adding essential streaming, consumer engagement, and performance marketing capabilities to its IP-based content libra

      7/2/24 9:00:00 AM ET
      $EDR
      $TKO
      Services-Misc. Amusement & Recreation
      Consumer Discretionary