TKO Group Holdings 8-K Report, Corporate Update (May 12, 2026)

TKO Group Holdings, Inc. disclosed under Item 8.01 (Other Events) an update to its share repurchase program.

As previously reported, on March 10, 2026, the company entered into an accelerated share repurchase agreement (the "ASR Agreement") to repurchase $800.0 million^a of its Class A common stock. On the same date, it adopted a Rule 10b5-1 trading plan (the "Prior 10b5-1 Plan") authorizing repurchases of up to $200.0 million of Class A common stock, to commence once transactions under the ASR Agreement were completed. On May 11, 2026, the company entered into a new Rule 10b5-1 trading plan (the "10b5-1 Plan") that supersedes, amends and replaces the Prior 10b5-1 Plan.

Repurchases under the new plan are authorized to commence on May 14, 2026. The filing states that the terms of the 10b5-1 Plan are otherwise identical to those of the Prior 10b5-1 Plan, so the change is one of timing and plan mechanics rather than a change in the authorized repurchase amount.

The filing includes standard forward-looking statement language covering the share repurchase program and the timing and manner of purchases. It refers readers to the risk factors in TKO's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, and notes that the company undertakes no obligation to update these statements except as required by law.