TKO Group Holdings Reports Officer/Director Changes, Comp Arrangements

TL;DR

**TKO filed an 8-K on Jan 12, 2024, signaling executive changes and compensation updates.**

AI Summary

TKO Group Holdings, Inc. filed an 8-K on January 12, 2024, reporting changes related to the 'Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.' This filing indicates potential shifts in leadership or executive compensation, which could impact the company's strategic direction and financial performance. For investors, these changes are important because they can signal new management priorities or significant compensation expenses, directly affecting the stock's future value and investor confidence.

Why It Matters

Changes in executive leadership or compensation can signal strategic shifts or financial impacts, directly influencing investor perception and the company's future performance.

Risk Assessment

Risk Level: medium — Changes in leadership or compensation can introduce uncertainty regarding future company direction and financial stability, posing a medium risk to investors.

Analyst Insight

A smart investor would monitor TKO Group Holdings, Inc.'s subsequent announcements for specific details on the reported executive changes and compensation arrangements to assess their potential impact on company strategy and financial outlook.

Key Numbers

• January 12, 2024 — Date of earliest event reported (This is the date the events described in the 8-K occurred, indicating the timeliness of the information.)
• 001-41797 — Commission File Number (This unique identifier helps locate the company's filings with the SEC.)
• $0.00001 — par value per share (This is the nominal value of TKO's Class A Common Stock.)
• 646-558-8333 — Registrant’s telephone number (This is the primary contact number for TKO Group Holdings, Inc.)
• 200 Fifth Avenue, 7th Floor, New York, New York, 10010 — Address of principal executive offices (This is the physical location of TKO Group Holdings, Inc.'s headquarters.)

Key Players & Entities

• TKO Group Holdings, Inc. (company) — the registrant filing the 8-K
• New York Stock Exchange (company) — where TKO's Class A Common Stock is registered
• Delaware (company) — state of incorporation for TKO Group Holdings, Inc.
• 001-41797 (dollar_amount) — Commission File Number for TKO Group Holdings, Inc.
• 92-3569035 (dollar_amount) — IRS Employer Identification No. for TKO Group Holdings, Inc.

Forward-Looking Statements

• TKO Group Holdings, Inc. will announce specific details regarding the reported officer/director changes and compensatory arrangements in a subsequent filing or press release. (TKO Group Holdings, Inc.) — high confidence, target: Q1 2024

FAQ

Key Financial Figures

• $0.00001 — stered Class A Common Stock, par value $0.00001 per share TKO New York Stock Exchan
• $2,000,000 — t provides for an annual base salary of $2,000,000 for the term, which will be pro-rated f
• $1,216,438 — greement, with a target amount equal to $1,216,438 in respect of fiscal year 2023 (a pro-r
• $4,000,000 — iscal year 2023 (a pro-rated portion of $4,000,000 in respect of the period from September

Filing Documents

• d561818d8k.htm (8-K) — 30KB
• d561818dex101.htm (EX-10.1) — 122KB
• 0001193125-24-007554.txt ( ) — 307KB
• tko-20240112.xsd (EX-101.SCH) — 3KB
• tko-20240112_lab.xml (EX-101.LAB) — 18KB
• tko-20240112_pre.xml (EX-101.PRE) — 11KB
• d561818d8k_htm.xml (XML) — 3KB

02

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 12, 2024, TKO Group Holdings, Inc. ("TKO" or the "Company") entered into a Term Employment Agreement (the "Agreement") with Seth Krauss, the Company's Chief Legal and Administrative Officer. The term of the Agreement is effective from January 1, 2024 and expires on December 31, 2027. The Agreement provides that Mr. Krauss shall serve as TKO's Chief Legal and Administrative Officer and will report to TKO's President or Chief Operating Officer (currently Mark Shapiro) or any successor position thereto. The Agreement provides that Mr. Krauss may continue to provide services in his role and position at Endeavor Group Holdings, Inc., Endeavor Operating Company, LLC and their respective subsidiaries, including as such roles and positions may be modified. The Agreement provides for an annual base salary of $2,000,000 for the term, which will be pro-rated for any partial calendar year and subject to increase from time to time as approved by TKO's Board of Directors (the "Board") or an applicable delegate thereof (the Board or such delegate(s), as applicable, the "Governing Body"). Mr. Krauss will be eligible for a discretionary annual bonus in respect of fiscal year 2023. Thereafter, during the term of the Agreement, Mr. Krauss will be eligible to receive an annual bonus with a target bonus amount equal to $2,000,000. The amount of the annual bonus will be based on the achievement of performance metrics based on TKO performance, as determined by the Governing Body in good faith. The Agreement also entitles Mr. Krauss to receive a one-time equity award composed of 39,109 restricted stock units ("RSUs") of the Company (the "2024 Equity Award"). The equity award will vest in four equal installments on each of December 31, 2024, December 31, 2025, December 31, 2026 and December 31, 2027, subject to Mr.

Financial Statements and Exhibits

Financial Statements and Exhibits. Exhibit No. Description 10.1 Term Employment Agreement, dated as of January 12, 2024, by and between TKO Group Holdings, Inc. and Seth Krauss. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TKO GROUP HOLDINGS, INC. By: /s/ Andrew Schleimer Name: Andrew Schleimer Title: Chief Financial Officer Date: January 12, 2024

View Full Filing

View this 8-K filing on SEC EDGAR