Vince McMahon to Sell More Than $700 Million Worth of Stock in TKO, the Combo of WWE and UFC

Vince McMahon is cashing out a big chunk of the stock he received from the sale of WWE.

McMahon, the former CEO of WWE, intends to sell 8.4 million shares of Class A common stock in TKO Group Holdings, the company formed by the merger of WWE and UFC, which was engineered by Endeavor (owner of UFC). Those shares are currently worth about $713 million at TKOs most recent closing share price.

McMahon will receive all of the net proceeds from this offering, TKO said in a filing Thursday with the SEC. The stock sale represents about 30% of the 28 million shares McMahon owned in TKO as of August, per a regulatory filing.

TKO said it intends to repurchase approximately $100 million of shares of its Class A common stock from the underwriters in the stock sale by McMahon.

McMahon, who has the role of executive chairman of TKO Group, owned 16.4% of the economic interest in TKO when the deal forming the company closed in September. McMahon stepped down as WWEs chief executive in 2022 amid an investigation by the companys board into alleged hush-money payments to women who accused him of sexual misconduct. McMahon returned to the company in January 2023 as executive chairman to head up efforts to sell WWE.

In connection with McMahons stock sale, Ariel Emanuel, TKOs CEO and director (as well as CEO of Endeavor) and Mark Shapiro, president, COO and director (and president and chief operating officer of Endeavor), have both indicated an interest in purchasing up to $1.0million in TKO stock. In addition, certain other of the companys directors have signaled they will buy $850,000 worth of shares. Morgan Stanley Co. will act as book-running manager for the offering, and MUFG Securities Americas will act asco-manager.

TKO reported its third-quarter earnings on Nov. 7, its first as a publicly held entity. The Q3 results were mixed: The company reported revenue of $449.1 million, up 32% from the year-ago quarter, and adjusted earnings before interest, taxes, depreciation and amortization up 26% to $239.7 million. Net income fell to $22 million, from $129.7 million a year prior.

With the formation of TKO, Dana White is now CEO of UFC and Lawrence Epstein remains senior executive VP and COO of UFC. Nick Khan continues at WWE in the role of president (after serving as CEO) and has a seat on TKOs board.

When the TKO Group deal closed, Emanuel received a grant of restricted stock units in TKO Class A common stock worth $40 million (which will vest in four equal installments on each of the one-year, two-year, three-year and four-year anniversaries of the closing date, subject to his continued employment). Shapiro received a grant of RSUs of TKO stock equal to $6.25 million (to vest on the one-year anniversary of the closing date, subject to his continued employment).

In addition, WWE execs who received sale bonus cash payments in connection with the TKO deal included Khan ($15 million), Kevin Dunn, executive producer and chief, global television distribution ($7 million), chief content officer Paul Triple H Levesque ($5 million) and CFO Frank Riddick ($5 million).