Form 4: Endeavor Group Holdings Executive Shapiro Reports Changes in Beneficial Ownership Following Merger
SEC Form 4 Filing
Mark S. Shapiro, a Director and Officer at Endeavor Group Holdings, reports changes in beneficial ownership of securities following the company's merger, including the conversion of stock and derivative securities into cash.
Summary
- Mark S. Shapiro, a Director and Officer at Endeavor Group Holdings, filed a Form 4 detailing changes in his beneficial ownership of the company's securities.
- The filing reflects transactions related to the merger of Endeavor Group Holdings, including the conversion of Class A Common Stock into cash at a price of $27.50 per share.
- Shapiro's holdings of Executive Holdco and PIU Holdco units were exchanged for OpCo Units, which were then converted into cash at $27.50 per unit.
- Outstanding options to acquire Class A Common Stock were cancelled and converted into cash based on the difference between $27.50 and the exercise price of $24.00.
- Profits units were also cancelled and converted into cash payments, calculated as $27.50 less the respective hurdle amounts of $23.16 and $16.54 per unit.
- Restricted stock units vested in full at the Effective Time of the merger.
Sentiment
Score: 7
Explanation: The document is a routine regulatory filing following a merger. While the merger itself may have had positive or negative implications for shareholders, the filing itself is neutral in sentiment.
Future Outlook
The document does not contain any specific forward-looking statements beyond the completion of the merger.
Industry Context
Form 4 filings are standard practice following significant corporate events like mergers, providing transparency into the financial impact on company insiders.
Stakeholder Impact
- Shareholders received $27.50 per share for their Class A Common Stock.
- Executives and other holders of derivative securities received cash payments based on the terms of the merger agreement.
Key Dates
| Date | Description |
|---|---|
| 04/02/2024 | Date of the Merger Agreement. |
| 03/24/2025 | Date of the earliest transaction reported. |
| 03/26/2025 | Date of signature on the Form 4. |
| 04/28/2031 | Expiration date of the stock option. |
Keywords
Form 4, Beneficial Ownership, Endeavor Group Holdings, Merger, Securities, Cash Conversion, Stock Options, Restricted Stock Units, OpCo Units, Executive Holdco, PIU Holdco
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