Mark S. Shapiro - Apr 27, 2022 Form 4 Insider Report for Endeavor Group Holdings, Inc. (EDR)

Role: President
Signature: /s/ Robert Hilton, Attorney-in-fact
Stock symbol: EDR
Transactions as of: Apr 27, 2022
Transactions value $: $0
Form type: 4
Date filed: 4/29/2022, 07:00 PM
Previous filing: Feb 24, 2022
Next filing: May 6, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	EDR	Class X Common Stock	Award		+88.8K			88.8K	Apr 27, 2022	Direct	F1

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	Endeavor Operating Company Units	Award		+88.8K			88.8K	Apr 27, 2022	Class A Common Stock	88.8K		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The Reporting Person acquired the Endeavor Operating Company Units and associated shares of Class X Common Stock reported herein in exchange for the contribution to Endeavor Operating Company, LLC of his previously issued indirect equity interests in WME IMG China, LP, a subsidiary of the Issuer.
F2	The Endeavor Operating Company Units are exchangeable by the holder on a 1-for-1 basis for, at the option of the Issuer (i) a share of Class A Common Stock, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions or (ii) subject to certain conditions, an equivalent amount of cash. Upon exchange, an equal number of shares of Class X Common Stock will automatically be cancelled.

Content

The Reporting Person acquired the Endeavor Operating Company Units and associated shares of Class X Common Stock reported herein in exchange for the contribution to Endeavor Operating Company, LLC of his previously issued indirect equity interests in WME IMG China, LP, a subsidiary of the Issuer.

The Endeavor Operating Company Units are exchangeable by the holder on a 1-for-1 basis for, at the option of the Issuer (i) a share of Class A Common Stock, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions or (ii) subject to certain conditions, an equivalent amount of cash. Upon exchange, an equal number of shares of Class X Common Stock will automatically be cancelled.