SHAPIRO MARK S 4

What Happened
Mark S. Shapiro, President and Chief Operating Officer of TKO Group Holdings, acquired 10,807 shares of TKO Class A common stock in two open-market purchases on May 13, 2026. He bought 4,807 shares at $184.62 each (≈ $887,468) and 6,000 shares at $185.40 each (≈ $1,112,400), for a combined cost of $1,999,868. These were purchases (insider buys), which some investors view as a more informative signal than routine sales.

Key Details

• Transaction date: May 13, 2026 (open-market purchases, code P).
• Lot 1: 4,807 shares @ $184.62 (≈ $887,468). Note: these shares were purchased in multiple trades at prices in the $184.04–$184.88 range (weighted avg reported).
• Lot 2: 6,000 shares @ $185.40 (≈ $1,112,400). Note: these shares were purchased in multiple trades at prices in the $185.06–$186.04 range (weighted avg reported).
• Combined shares purchased: 10,807; combined cost: $1,999,868 (weighted avg ≈ $185.05 per share).
• Post-transaction share ownership: not specified in the provided excerpt of the filing.
• Footnote (F1): The 10,807 shares were matchable under Section 16(b) to prior sales (32,022 shares sold Jan 5, 2026 at $204.08 and 14,363 shares sold Jan 22, 2026 at $201.98) that were made under a Rule 10b5-1 sell-to-cover instruction to satisfy tax withholding on vested awards. The reporting person paid the issuer $205,632.35, representing the disgorged profit from the short-swing matchable transactions.
• Filing timeliness: report filed for the same date as the transactions (no late filing indicated in the provided data).

Context

• Section 16(b): profits realized on matched purchases and sales within six months must be returned to the company; here the filing discloses that the reporting person paid $205,632.35 to the issuer relating to such a short-swing match.
• Rule 10b5-1 sell-to-cover: the earlier January sales were executed under a pre-arranged sell-to-cover plan to satisfy tax withholding on vested equity awards (not an ad hoc sale).
• For retail investors: insider purchases can be a useful data point, but they should be considered alongside company fundamentals, overall insider activity, and broader market conditions.