Fawn Weaver - Mar 24, 2025 Form 4 Insider Report for Endeavor Group Holdings, Inc. (EDR)

Role
Director
Signature
/s/ Robert Hilton, Attorney-in-fact
Stock symbol
EDR
Transactions as of
Mar 24, 2025
Transactions value $
$0
Form type
4
Date filed
3/26/2025, 09:51 PM
Previous filing
Jun 14, 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EDR Class A Common Stock Options Exercise +6.78K +27.4% 31.5K Mar 24, 2025 Direct F1, F2
transaction EDR Class A Common Stock Disposed to Issuer -31.5K -100% 0 Mar 24, 2025 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction EDR Restricted Stock Unit Options Exercise $0 -6.78K -100% $0.00 0 Mar 24, 2025 Class A Common Stock 6.78K Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Fawn Weaver is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to that certain Agreement and Plan of Merger, dated April 2, 2024 (the "Merger Agreement") by and among the Issuer, Endeavor Manager, LLC ("Manager), Endeavor Operating Company, LLC ("OpCo"), Endeavor Executive Holdco, LLC, Endeavor Executive II Holdco, LLC, Endeavor Executive PIU Holdco, LLC, Wildcat EGH Holdco, L.P., Wildcat OpCo Holdco, L.P. ("Holdco Parent"), Wildcat PubCo Merger Sub, Inc., ("Company Merger Sub"), Wildcat Manager Merger Sub, L.L.C ("Manager Merger Sub"), and Wildcat OpCo Merger Sub, L.L.C. ("OpCo Merger Sub"), (a) OpCo Merger Sub merged with and into OpCo, with OpCo surviving the merger (the "OpCo Merger"),
F2 (continued) (b) immediately following the OpCo Merger, Manager Merger Sub merged with and into Manager, with Manager surviving the merger, wholly owned by the Issuer (the "Manager Merger") and (c) immediately following the Manager Merger, Company Merger Sub merged with and into the Issuer, with the Issuer surviving the merger, collectively owned, directly or indirectly, by Holdco Parent and certain other entities as described in the Merger Agreement (the "Effective Time"). At the Effective Time, each share of the Issuer's Class A common stock, par value $0.00001 per share ("Class A Common Stock"), outstanding immediately prior to the Effective Time, subject to certain exceptions, was automatically cancelled and converted into the right to receive $27.50 in cash, without interest and subject to applicable withholding taxes.
F3 Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock of the Issuer.
F4 At the Effective Time, the restricted stock units accelerated and vested in full.