Form 4: TKO Group Holdings CFO Reports Stock Transactions

Sentiment:

Statement of Changes in Beneficial Ownership


Andrew M. Schleimer, CFO of TKO Group Holdings, Inc., reported transactions involving Class A Common Stock, including purchases and a settlement related to a short-swing profit.

Summary

  • Andrew M. Schleimer, Chief Financial Officer of TKO Group Holdings, Inc., has filed a Form 4 detailing stock transactions.
  • On May 13, 2026, Schleimer purchased 1,696 shares of Class A Common Stock at a weighted average price of $184.99, and an additional 1,000 shares at a weighted average price of $186.21.
  • These purchases were part of a transaction matchable under Section 16(b) of the Securities Exchange Act of 1934 with prior sales made under a Rule 10b5-1 plan to cover tax withholding obligations.
  • Schleimer paid $50,252.63 to the Issuer, representing the full profit realized from the short-swing transaction.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral; it reports on a necessary compliance action (settling a short-swing profit) rather than new strategic initiatives or performance indicators.

Positives

  • The CFO has settled a potential short-swing profit issue by paying the realized profit to the company, demonstrating compliance.
  • The transactions indicate continued involvement and potential confidence in the company's stock by a key executive.

Negatives

  • The filing reveals a short-swing profit situation, which, while settled, highlights a complex transaction that required correction.
  • The settlement amount of $50,252.63 indicates a realized profit from the matched buy and sell transactions.

Risks

  • Potential for scrutiny under Section 16(b) of the Securities Exchange Act of 1934 regarding short-swing trading, although this appears to have been addressed.
  • The need to use a Rule 10b5-1 plan to cover tax obligations suggests that the executive may not have had sufficient liquid assets or chose this method for tax efficiency, which can sometimes be viewed negatively.

Future Outlook

The filing does not contain forward-looking statements or guidance. It solely reports past transactions and their settlement.

Management Comments

  • The reporting person paid to the Issuer $50,252.63, representing the full amount of the profit realized in connection with the short-swing transaction.
  • The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

Industry Context

StockSavvy.ai notes that Form 4 filings are standard for insider transactions and are crucial for understanding executive activity. The settlement of a Section 16(b) violation, while not ideal, is a necessary step for compliance and often occurs when executives manage equity awards and tax obligations through pre-arranged plans.

Legal Proceedings

  • The filing addresses a situation that falls under Section 16(b) of the Securities Exchange Act of 1934, concerning short-swing profits. The reporting person has settled the profit realized from these transactions.

Stakeholder Impact

  • Shareholders: The settlement of the short-swing profit by the CFO ensures compliance with securities regulations, which is generally positive for corporate governance and investor confidence. The actual financial impact on the company is minimal as the profit was paid by the individual.
  • Management: Highlights the importance of adhering to Section 16(b) rules and the use of Rule 10b5-1 plans for managing equity awards and tax obligations.

Next Steps

  • The reporting person has fulfilled the obligation to settle the short-swing profit.
  • The reporting person has undertaken to provide further details upon request from the SEC, Issuer, or security holders.

Key Dates

DateDescription
01/05/2026Date of prior sale of Class A common stock at $204.08 per share under a Rule 10b5-1 plan.
01/22/2026Date of prior sale of Class A common stock at $201.98 per share under a Rule 10b5-1 plan.
05/13/2026Date of earliest transaction reported; includes purchases of Class A Common Stock.
05/13/2026Date of signature on the Form 4 filing.

Keywords

Form 4, SEC Filing, TKO Group Holdings, Andrew M. Schleimer, Class A Common Stock, Beneficial Ownership, Section 16(b), Rule 10b5-1, Short-Swing Profit, Insider Trading, Stock Transaction, CFO

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