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TKO Group Holdings, Inc.

For the period ended Jun 30, 2025. Filed Aug 6, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 6, 2025

TKO$199.65+4.5%Stored close · as of Nov 9, 2026

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Item 1A. Risk Factors

Our business, financial condition and operating results can be affected by a number of factors, whether currently known or unknown, including but not limited to those described as risk factors, any one or more of which could, directly or indirectly, cause our actual operating results and financial condition to vary materially from past, or anticipated future, operating results and financial condition. For a discussion of these potential risks and uncertainties, see Part I, Item 1A. "Risk Factors" in our 2024 Annual Report. Any of these factors, in whole or in part, could materially and adversely affect our business, financial condition, operating results and the price of our common stock. There have been no material changes in our risk factors to those included in our 2024 Annual Report.

Report of Offering of Securities and Use of Proceeds Therefrom

None.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

The following table presents information with respect to purchases of the Company's Class A common stock by the Company and its affiliated purchasers made during the three months ended June 30, 2025:

PeriodTotal Numberof SharesPurchased (1)Average PricePaid Per ShareTotal Numberof SharesPurchased asPart of PubliclyAnnouncedPlans orProgramsApproximateDollar Value ofShares thatMay Yet BePurchasedUnder the Plansor Programs
April 1, 2025 to April 30, 2025—$——$2,000,000
May 1, 2025 to May 31, 2025—$——$2,000,000
June 1, 2025 to June 30, 20251,579,080$158.32—$2,000,000
Total1,579,080—

(1)

On June 3, 2025, Endeavor OpCo entered into an agreement to purchase 1,579,080 shares of Class A common stock from Vincent K. McMahon in a private transaction at a per share price of $158.32 for aggregate consideration of approximately $250.0 million. The transaction closed on June 4, 2025.

Unregistered Sales of Equity Securities

None.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.