Schleimer Andrew M 4

What Happened

• Andrew M. Schleimer, Chief Financial Officer of TKO Group Holdings (TKO), converted vested restricted stock units (RSUs) into shares on January 20, 2026 and subsequently sold shares. The Form 4 shows conversion/acquisition of RSU-derived shares (5,833 and 17,450 shares at $0.00) and derivative disposals tied to those conversions. On January 22, 2026 he sold 11,978 shares in an open-market transaction at a weighted average price of $201.98 for proceeds of $2,419,316.

Key Details

• Transaction dates: conversions/exercises recorded 2026-01-20; open-market sale on 2026-01-22. Filing date: 2026-01-22 (timely — filed within required Form 4 window).
• Sale price (open market): weighted average $201.98; total proceeds reported $2,419,316. The reporting person will provide per-price breakdown on request (footnote F2).
• The Form 4 shows conversion/exercise of RSUs (derivative code M) and derivative dispositions consistent with tax withholding/sale of vested shares.
• Sale executed pursuant to a Rule 10b5-1 instruction letter entered November 14, 2023 to satisfy the reporting person’s tax withholding obligations upon RSU vesting (footnote F1).
• RSU context: each RSU converts to one share (F3). Grants referenced: 17,500 RSUs granted 2/21/2024 (vesting in ~3 annual installments from 1/20/2025) and 52,353 RSUs granted 1/16/2025 (vesting in 3 equal annual installments from 1/20/2026) (F4, F5).
• Shares owned after the transactions: not specified in the provided excerpt of the filing.

Context

• This appears to be a routine tax-withholding / vesting-related transaction rather than an independent directional purchase. The conversion entries reflect RSUs vesting into shares; portions of those shares were withheld or sold (including the open-market sale under a pre-set 10b5-1 plan) to cover taxes. The open-market sale generated roughly $2.42M in proceeds.