Form 4: Canada Pension Plan Investment Board Reports Beneficial Ownership Change in Endeavor Group Holdings Following Merger
SEC Form 4 Filing
Canada Pension Plan Investment Board reports a change in beneficial ownership of Endeavor Group Holdings stock due to the termination of a stockholders agreement following a merger.
Summary
- Canada Pension Plan Investment Board (CPPIB) filed a Form 4 regarding changes in beneficial ownership of Endeavor Group Holdings, Inc. (EDR) stock.
- The filing is triggered by the termination of a Stockholders Agreement, dated April 28, 2021, following the merger of Wildcat Pubco Merger Sub, Inc. with Endeavor Group Holdings on March 24, 2025.
- CPPIB, through its wholly-owned subsidiary CPP Investment Board (USRE III) Inc., beneficially owns 21,038,712 shares of Class A Common Stock.
- The shares are indirectly held through USRE III.
- The Stockholders Agreement previously required USRE III to vote its shares in favor of certain individuals designated by other stockholders for the issuer's board of directors.
- CPPIB had previously filed a Form 3 out of caution due to the Stockholders Agreement, which could have been interpreted as forming a 'group' with other stockholders.
Sentiment
Score: 5
Explanation: The document is a routine regulatory filing related to a change in beneficial ownership following a merger. It doesn't contain information that would strongly indicate positive or negative sentiment.
Industry Context
Form 4 filings are standard practice when there are material changes in the ownership of a company's shares by significant shareholders. The termination of the Stockholders Agreement suggests a shift in the governance structure of Endeavor Group Holdings following the merger.
Key Dates
| Date | Description |
|---|---|
| April 28, 2021 | Date of the Stockholders Agreement among the issuer, certain executive stockholders, Silver Lake Group affiliates, Jasmine Ventures Pte. Ltd., and other stockholders. |
| March 24, 2025 | Date of the merger of Wildcat Pubco Merger Sub, Inc. with Endeavor Group Holdings, Inc., leading to the termination of the Stockholders Agreement. |
| March 24, 2025 | Date of transaction. |
| March 26, 2025 | Date of the Form 4 filing. |
Keywords
Endeavor Group Holdings, Canada Pension Plan Investment Board, Beneficial Ownership, Stockholders Agreement, Merger, Form 4, EDR, USRE III
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