SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Durban Egon

(Last)

(First)

(Middle)

C/O SILVER LAKE

2775 SAND HILL ROAD, SUITE 100

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/29/2021

3. Issuer Name and Ticker or Trading Symbol
Endeavor Group Holdings, Inc. [ EDR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	9,396,118	I	Held through SLP West Holdings Co-Invest Feeder II, L.P.⁽¹⁾⁽¹⁰⁾
Class A Common Stock	27,830,244	I	Held through SLP IV West Feeder I, L.P.⁽²⁾⁽¹⁰⁾
Class A Common Stock	17,741,490	I	Held through SL SPV-1 Feeder I, L.P.⁽³⁾⁽¹⁰⁾
Class Y Common Stock⁽¹¹⁾	9,396,118	I	Held through SLP West Holdings Co-Invest Feeder II, L.P.⁽¹⁾⁽¹⁰⁾
Class Y Common Stock⁽¹¹⁾	27,830,244	I	Held through SLP IV West Feeder I, L.P.⁽²⁾⁽¹⁰⁾
Class Y Common Stock⁽¹¹⁾	17,741,490	I	Held through SL SPV-1 Feeder I, L.P.⁽³⁾⁽¹⁰⁾
Class Y Common Stock⁽¹¹⁾	13,227,774	I	Held through SLP West Holdings, L.L.C.⁽⁴⁾⁽¹⁰⁾
Class Y Common Stock⁽¹¹⁾	21,284,084	I	Held through SLP West Holdings II, L.L.C.⁽⁵⁾⁽¹⁰⁾
Class Y Common Stock⁽¹¹⁾	3,378,939	I	Held through SLP West Holdings III, L.P.⁽⁶⁾⁽¹⁰⁾
Class Y Common Stock⁽¹¹⁾	1,166,346	I	Held through SLP West Holdings IV, L.P.⁽⁷⁾⁽¹⁰⁾
Class Y Common Stock⁽¹¹⁾	7,467,906	I	Held through SLP West Holdings Co-Invest, L.P.⁽⁸⁾⁽¹⁰⁾
Class Y Common Stock⁽¹¹⁾	9,565,989	I	Held through SLP West Holdings Co-Invest II, L.P.⁽⁹⁾⁽¹⁰⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Units of Endeavor Operating Company⁽¹²⁾	⁽¹²⁾	⁽¹²⁾	Class A Common Stock	13,227,774	⁽¹²⁾	I	Held through SLP West Holdings, L.L.C.⁽⁴⁾⁽¹⁰⁾
Units of Endeavor Operating Company⁽¹²⁾	⁽¹²⁾	⁽¹²⁾	Class A Common Stock	21,284,084	⁽¹²⁾	I	Held through SLP West Holdings II, L.L.C.⁽⁵⁾⁽¹⁰⁾
Units of Endeavor Operating Company⁽¹²⁾	⁽¹²⁾	⁽¹²⁾	Class A Common Stock	3,378,939	⁽¹²⁾	I	Held through SLP West Holdings III, L.P.⁽⁶⁾⁽¹⁰⁾
Units of Endeavor Operating Company⁽¹²⁾	⁽¹²⁾	⁽¹²⁾	Class A Common Stock	1,166,346	⁽¹²⁾	I	Held through SLP West Holdings IV, L.P.⁽⁷⁾⁽¹⁰⁾
Units of Endeavor Operating Company⁽¹²⁾	⁽¹²⁾	⁽¹²⁾	Class A Common Stock	7,467,906	⁽¹²⁾	I	Held through SLP West Holdings Co-Invest, L.P.⁽⁸⁾⁽¹⁰⁾
Units of Endeavor Operating Company⁽¹²⁾	⁽¹²⁾	⁽¹²⁾	Class A Common Stock	9,565,989	⁽¹²⁾	I	Held through SLP West Holdings Co-Invest II, L.P.⁽⁹⁾⁽¹⁰⁾

Explanation of Responses:

1. These securities are directly held by SLP West Holdings Co-Invest Feeder II, L.P. The general partner of SLP West Holdings Co-Invest Feeder II, L.P. is SLP Co-Invest GP, L.L.C. ("SLP Co-Invest GP").

2. These securities are directly held by SLP IV West Feeder I, L.P. The general partner of SLP IV West Feeder I, L.P. is Silver Lake Technology Associates IV, L.P. ("SLTA IV"). The general partner of Silver Lake Technology Associates IV, L.P. is SLTA IV (GP), L.L.C. ("SLTA IV GP").

3. These securities are directly held by SL SPV-1 Feeder I, L.P. The general partner of SL SPV-1 Feeder I, L.P. is SLTA SPV-1 L.P. and the general partner of SLTA SPV-1 L.P. is SLTA SPV-1 (GP), L.L.C. ("SPV GP").

4. These securities are directly held by SLP West Holdings, L.L.C. The managing member of SLP West Holdings, L.L.C. is Silver Lake Partners IV DE (AIV IV), L.P. The general partner of Silver Lake Partners IV DE (AIV IV), L.P. is SLTA IV. The general partner of SLTA IV is SLTA IV GP.

5. These securities are directly held by SLP West Holdings II, L.L.C. The managing member of SLP West Holdings II, L.L.C. is Silver Lake Partners IV DE (AIV IV), L.P. The general partner of Silver Lake Partners IV DE (AIV IV), L.P. is SLTA IV. The general partner of SLTA IV is SLTA IV GP.

6. These securities are directly held by SLP West Holdings III, L.P. The general partner of SLP West Holdings III, L.P. is SLP West GP Holdings, L.L.C. The managing member of SLP West GP Holdings, L.L.C. is SLTA IV GP.

7. These securities are directly held by SLP West Holdings IV, L.P. The general partner of SLP West Holdings IV, L.P. is SLP West GP Holdings, L.L.C. The managing member of SLP West GP Holdings, L.L.C. is SLTA IV GP.

8. These securities are directly held by SLP West Holdings Co-Invest, L.P. The general partner of SLP West Holdings Co-Invest, L.P. is SLP Denali Co-Invest GP, L.L.C. The managing member of SLP Denali Co-Invest GP, L.L.C. is Silver Lake Technology Associates III, L.P. The general partner of Silver Lake Technology Associates III, L.P. is SLTA III (GP), L.L.C. ("SLTA III GP").

9. These securities are directly held by SLP West Holdings Co-Invest II, L.P. The general partner of SLP West Holdings Co-Invest II, L.P. is SLP Co-Invest GP.

10. Silver Lake Group, L.L.C. ("SLG") is the managing member of SLP Co-Invest GP, SLTA IV GP, SPV GP and SLTA III GP. Egon Durban serves as a director of Endeavor Group Holdings, Inc. (the "Issuer") and is a Co-CEO and Managing Member of SLG. The entities named herein may be deemed to be a director by deputization of the Issuer. This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise, that the Reporting Person is the beneficial owner of any equity securities in excess of his pecuniary interest, and the Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein, if any.

11. Shares of Class Y common stock of the Issuer have no economic rights and each share of Class Y common stock entitles its holder to 20 votes per share. Each share of Class Y common stock will be automatically canceled/redeemed upon the occurrence of certain transfers of Class A common stock or limited liability company units of Endeavor Operating Company, LLC or Class A common stock received upon exchange of such units and upon certain other events.

12. Units of Endeavor Operating Company represent limited liability company units of Endeavor Operating Company, LLC and an equal number of paired shares of Class X common stock of the Issuer, which, pursuant to the limited liability company agreement of Endeavor Operating Company, LLC, are together exchangeable by the holder on a one-for-one 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. Shares of Class X common stock of the Issuer have no economic rights and each share of Class X common stock entitles its holder to 1 vote per share.

Remarks:

Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Person have filed a separate Form 3.

	EGON DURBAN: /s/ Egon Durban	04/29/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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