SEC Form 4 · accession 0001193125-26-357348
TKO Group Holdings, Inc. · TKO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Nick Khan
Director
Period of report
Aug 17, 2026
Accepted (ET)
Aug 19, 2026 · 8:30 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001973266
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Aug 17, 2026 | M | 14,794 | $0.00 | A | 54,134 | D | |
| Class A Common StockF2,F3 | Aug 18, 2026 | S | 8,248 | $194.39 | D | 45,886 | D | |
| Class A Common StockF4,F5 | Aug 19, 2026 | S | 400 | $192.84 | D | 45,486 | D | |
| Class A Common StockF4,F6 | Aug 19, 2026 | S | 300 | $196.31 | D | 45,186 | D | |
| Class A Common StockF4,F7 | Aug 19, 2026 | S | 1,000 | $197.60 | D | 44,186 | D | |
| Class A Common StockF4,F8 | Aug 19, 2026 | S | 1,400 | $199.18 | D | 42,786 | D | |
| Class A Common StockF4,F9 | Aug 19, 2026 | S | 600 | $200.05 | D | 42,186 | D | |
| Class A Common StockF4,F10 | Aug 19, 2026 | S | 2,246 | $201.11 | D | 39,940 | D | |
| Class A Common StockF4,F11 | Aug 19, 2026 | S | 600 | $201.91 | D | 39,340 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF12,F13 | — | Aug 17, 2026 | M | 14,794 | D | — | — | Class A Common Stock | 14,794 | 14,794 | D |
Explanation of responses
- F1The Reporting Person's beneficial ownership total has been updated to deduct a de minimis number of cash-settled fractional shares attributable to dividend equivalent units, which were inadvertently reported on the Reporting Person's prior Form 4
- F10The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.77 to $201.76 inclusive. 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 sold at each separate price within the range set forth in this footnote.
- F11The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.81 to $202.00 inclusive. 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 sold at each separate price within the range set forth in this footnote.
- F12Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A common stock of the Issuer.
- F13On August 17, 2025, the Reporting Person was granted 29,588 RSUs, vesting in two equal annual installments beginning on August 17, 2026.
- F2The sale was effected pursuant to a Rule 10b5-1 instruction letter entered into on November 14, 2023 to satisfy the Reporting Person's tax withholding obligation upon the vesting of previously granted equity awards.
- F3The price reported in Column 4 is a weighted average price. 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 sold at each separate price.
- F4The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 13, 2026.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $192.63 to $193.01 inclusive. 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 sold at each separate price within the range set forth in this footnote.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.84 to $196.71 inclusive. 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 sold at each separate price within the range set forth in this footnote.
- F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $197.04 to $197.99 inclusive. 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 sold at each separate price within the range set forth in this footnote.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.71 to $199.60 inclusive. 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 sold at each separate price within the range set forth in this footnote.
- F9The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $199.71 to $200.60 inclusive. 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 sold at each separate price within the range set forth in this footnote.