SCHEDULE: TKO Group Holdings: Endeavor Subsidiaries Reorganize Shares

Endeavor Group Holdings' subsidiaries completed an internal reorganization, shifting beneficial ownership of TKO OpCo Units and Class A Common Stock.

Summary

• This document is Amendment No. 6 to the Schedule 13D for TKO Group Holdings, Inc.'s Class A Common Stock.
• On December 30, 2025, IMG Worldwide, LLC distributed 24,386,536 common units of TKO Operating Company, LLC ("TKO OpCo Units") to WME IMG, LLC.
• The distribution was part of an internal reorganization within Endeavor Group Holdings, Inc.'s subsidiaries and occurred for no consideration.
• Following this transaction, IMG Worldwide, LLC ceased to be a beneficial holder of more than 5% of TKO Group Holdings' Class A Common Stock.
• Endeavor Group Holdings, Inc., along with its related entities (Endeavor Manager, LLC, Endeavor Operating Company, LLC), collectively beneficially own 122,142,162 shares, representing 62.6% of the Class A Common Stock.
• Beneficial ownership percentages are calculated based on 78,922,362 shares of Class A Common Stock outstanding as of October 31, 2025.
• TKO OpCo Units are redeemable for shares of Class A Common Stock on a one-for-one basis.

Sentiment

Score: 5

Explanation: The filing describes an internal corporate reorganization with no stated financial impact or strategic shift, thus maintaining a neutral sentiment.

Future Outlook

No forward-looking statements or guidance are provided in this filing.

Industry Context

This filing details an internal corporate restructuring within the Endeavor Group, which controls TKO Group Holdings. It reflects a change in the internal holding structure of TKO OpCo Units and Class A Common Stock among Endeavor's subsidiaries. This type of internal reorganization is common for large holding companies to optimize their corporate structure or for tax planning purposes, but it does not directly reflect broader industry trends or competitive dynamics.

Related Party Transactions

• IMG Worldwide, LLC distributed 24,386,536 TKO OpCo Units to WME IMG, LLC for no consideration, as both are subsidiaries of Endeavor Group Holdings, Inc.

Stakeholder Impact

• The internal reorganization is unlikely to have a direct material impact on external shareholders, customers, suppliers, or creditors, as it primarily shifts ownership within the controlling corporate group.
• Employees are not directly impacted by this specific ownership restructuring.

Key Dates

Keywords

TKO Group Holdings, Endeavor Group Holdings, Schedule 13D, Beneficial Ownership, Internal Reorganization, Class A Common Stock, TKO OpCo Units, SEC Filing, Corporate Governance