Form 4: Canada Pension Plan Investment Board Reports Beneficial Ownership Change in Endeavor Group Holdings Following Merger

Sentiment:

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

DateDescription
April 28, 2021Date of the Stockholders Agreement among the issuer, certain executive stockholders, Silver Lake Group affiliates, Jasmine Ventures Pte. Ltd., and other stockholders.
March 24, 2025Date of the merger of Wildcat Pubco Merger Sub, Inc. with Endeavor Group Holdings, Inc., leading to the termination of the Stockholders Agreement.
March 24, 2025Date of transaction.
March 26, 2025Date 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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