Understanding the Pricing Plans for Vince McMahon TKO Stock Sale

Understanding the Pricing Plans for Vince McMahon TKO Stock Sale
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TKO Group Holdings has announced that Vince McMahon will be trading 8.4 shares of Class A Common Stock.

Endeavor Group plans to purchase back $100 million shares of said stock, with TKO CEO Ari Emanuel, as well as President and Chief Operating Officer Mark Shapiro spending $1 million each.


TKO Group Holdings issued a press release announcing the pricing plans for McMahon’s offered stock, which you can check out below:

“TKO Announces Pricing of Secondary Offering by Selling Stockholder

NEW YORK–(BUSINESS WIRE)– TKO Group Holdings, Inc. (NYSE: TKO) (“TKO” or the “Company”), a premium sports and entertainment company, today announced the pricing of its previously announced underwritten public offering by one of its stockholders, Mr. Vincent K. McMahon (the “Selling Stockholder”), of 8,400,000 shares of the Company’s class A common stock, par value $0.00001 (“Class A Common Stock”), at a price to the public of $79.80 per share. Additionally, TKO has agreed to repurchase from the underwriter approximately $100.0 million of shares of Class A Common Stock being sold by the Selling Stockholder at a per-share purchase price equal to the price payable by the underwriter to the Selling Stockholder. The Selling Stockholder will receive all of the net proceeds from this offering. No shares are being sold by TKO. In connection with the offering, Ariel Emanuel, TKO’s Chief Executive Officer and director, Mark Shapiro, TKO’s President, Chief Operating Officer and director, and certain other of TKO’s directors purchased 12,531 shares, 12,531 shares and 10,650 shares, respectively, of TKO’s Class A Common Stock in the offering at the public offering price.

Morgan Stanley & Co. LLC is acting as book-running manager for this offering. MUFG Securities Americas Inc. is acting as co-manager for this offering.

A shelf registration statement on Form S-1 (including a prospectus) relating to the offering of Class A Common Stock has been declared effective by the Securities and Exchange Commission. The offering will be made only by means of a prospectus supplement and an accompanying prospectus. You may obtain these documents for free by visiting EDGAR on the SEC website at www.sec.gov. When available, copies of the prospectus supplement and accompanying prospectus related to the offering may also be obtained by contacting Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including statements regarding the proposed underwritten secondary offering of shares of Class A Common Stock. The words “believe,” “may,” “will,” “estimate,” “potential,” “continue,” “anticipate,” “intend,” “expect,” “could,” “would,” “project,” “plan,” “target,” and similar expressions are intended to identify forward-looking statements, though not all forward-looking statements use these words or expressions. These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees and involve known and unknown risks, uncertainties and other important factors that may cause actual results, performance or achievements to be materially different from what is expressed or implied by the forward-looking statements, including, but not limited to, those important factors discussed in Part II, Item 1A “Risk Factors” in TKO’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023, as any such factors may be updated from time to time in TKO’s other filings with the SEC, including the prospectus supplement on Form 424(b)(5) filed in connection with this offering, each accessible on the SEC’s website at www.sec.gov and TKO’s investor relations site at investor.tkogrp.com. Forward-looking statements speak only as of the date they are made and, except as may be required under applicable law, TKO undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.”

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TKO Group Holdings recently announced that Vince McMahon, the chairman and CEO of World Wrestling Entertainment (WWE), will be trading 8.4 shares of Class A Common Stock. This move comes as Endeavor Group, a global entertainment, sports, and content company, plans to purchase back $100 million worth of shares from McMahon.

The announcement was made through a press release issued by TKO Group Holdings. According to the release, McMahon will be selling 8,400,000 shares of TKO’s Class A Common Stock at a price of $79.80 per share. Additionally, TKO has agreed to repurchase approximately $100.0 million worth of shares from the underwriter at the same per-share purchase price.

The net proceeds from this offering will go directly to McMahon as the selling stockholder. It is important to note that no shares are being sold by TKO in this transaction. However, TKO’s CEO Ari Emanuel, President Mark Shapiro, and certain other directors have purchased shares of TKO’s Class A Common Stock in the offering.

Morgan Stanley & Co. LLC is acting as the book-running manager for this offering, with MUFG Securities Americas Inc. serving as the co-manager. The offering will be made through a prospectus supplement and an accompanying prospectus, which can be obtained for free by visiting the Securities and Exchange Commission’s website or contacting Morgan Stanley & Co. LLC.

It is crucial to exercise caution when interpreting forward-looking statements made in the press release. TKO Group Holdings has made forward-looking statements regarding the offering of Class A Common Stock, but these statements are subject to various risks and uncertainties. The actual results may differ materially from what is expressed or implied in these statements.

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In conclusion, the announcement of Vince McMahon trading shares of Class A Common Stock in TKO Group Holdings is a significant development in the sports and entertainment industry. This transaction highlights the ongoing financial activities and investments in the sector, providing insights into the business strategies of key industry players.