Ari Emanuel Received $65 Million Pay Package From 2023 TKO Deal

Ari Emanuel raked in nearly $65 million in total compensation in 2023 from Endeavor’s $21 billion deal to merge WWE and the UFC together to create TKO Group Holdings, Inc.

According to TKO’s proxy filing, the executive received a total compensation package of $64.9 million. That includes a salary of $911,538, a $24 million bonus, $40 million in stock awards and $928 in “other” compensation, which represented 401(k) match contributions made by Endeavor.

Meanwhile, TKO president and chief operating officer Mark Shapiro received $16.08 million in total compensation, including a $759,615 salary, $9 million bonus, $6.25 million in stock awards and $73,629 in “other” compensation, including $72,701 for incremental costs related to personal use of a company-provided aircraft and 401(k) matching contributions made by Endeavor.

Endeavor closed the TKO merger in September 2023, which valued UFC at $12.1 billion and WWE at $9.3 billion. The company holds a 51% controlling interest in TKO and existing WWE shareholders hold a 49% interest in the company.

In fiscal year 2023, TKO’s total revenue grew 47% to $1.7 billion, including $1.29 billion from the UFC and 382.8 million from WWE. Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) grew 29% to $809.1 million, with UFC accounting for $755.7 million and WWE accounting for $163 million.

In January, the company inked a  $5 billion, 10-year media rights agreement with Netflix for WWE’s “Monday Night Raw.” Starting in 2025, Netflix will be the exclusive home of “Raw” in the U.S., Canada, U.K. and Latin America, with additional countries and regions to be added over time.

The deal also includes all WWE shows and specials outside the U.S., including “Raw,” “SmackDown,” “NXT” and live premium events like “WrestleMania,” “SummerSlam” and “Royal Rumble.” WWE’s documentaries, original series and forthcoming projects will also be available on Netflix internationally beginning in 2025. The streamer has the option to opt out of the agreement after five years as well as extend it for an additional 10 years. Additionally, Dwayne “The Rock” Johnson was added to the company’s board of directors.

WWE founder Vince McMahon, who resigned as TKO chairman after being sued for allegations of sexual assault and trafficking, received $376,323 in total compensation and forfeited $86,918 in stock awards, according to the proxy filing. In November, the company revealed McMahon would sell 8.4 million TKO shares, which made up one-fourth of his holdings in the company. He continued to divest himself of shares in the company into 2024, many of which were purchased by Endeavor.

TKO will soon be Endeavor’s only exposure to the public markets as the company’s majority shareholder Silver Lake plans to acquire the company for $13 billion and take it private at $27.50 per share. That deal is expected to close in the first quarter of 2025, subject to the satisfaction of customary closing conditions and required regulatory approvals.

Under the agreement, Endeavor will not sell its controlling stake in TKO. When consolidating TKO’s value into Endeavor, the private equity firm estimates the company has a total enterprise value of $25 billion, making the deal the largest private equity sponsor public-to-private investment transaction in over a decade and the largest ever in the media and entertainment sector.

As part of the move, Emanuel will be eligible to receive a $25 million “asset sale transaction bonus” and will be entitled to royalty payments from WME equal to 2.5% of the quarterly net cash profits of the agency representation business of WME and its affiliates. He’ll also receive new equity awards representing an initial award of 2.5%, made up of one-third options and two-thirds restricted stock units, as well as a supplemental award of 0.5% of the equity interests, calculated on a fully diluted basis.

Additionally, Emanuel will receive ownership of one of Endeavor’s private planes following the effective date of the merger. The company will pay or reimburse him for reasonable costs and expenses related to the use of it for business purposes. Starting on the second anniversary of the closing, Emanuel will also have a one-time right to require that the company repurchase all or a portion of his company interest.

Shares of TKO are up 21.9% in the past six months and 19.3% year to date as of Wednesday.

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