Sec Form 4 Filing - Chandler Kerry D @ Endeavor Group Holdings, Inc. - 2021-04-28

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Chandler Kerry D 2. Issuer Name and Ticker or Trading Symbol Endeavor Group Holdings, Inc. [ EDR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Human Resources Officer (Last) (First) (Middle) 9601 WILSHIRE BOULEVARD, 3RD FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 04/28/2021 (Street) BEVERLY HILLS, CA90210 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 05/03/2021 A 6,944 ( 1 ) A $ 0 6,944 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option $ 24 04/28/2021 A 57,291 ( 2 ) 04/28/2031 Class A Common Stock 57,291 ( 3 ) 57,291 D Phantom Units ( 4 ) 04/28/2021 A 60,029 ( 5 ) ( 5 ) Units of Endeavor Operating Company 60,029 ( 3 ) 60,029 D Restricted Stock Unit ( 6 ) 05/03/2021 A 13,889 ( 7 ) ( 7 ) Class A Common Stock 13,889 $ 0 13,889 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Chandler Kerry D 9601 WILSHIRE BOULEVARD, 3RD FLOOR BEVERLY HILLS, CA90210 Chief Human Resources Officer Signatures /s/ Robert Hilton, Attorney-in-fact 05/05/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents a portion of restricted stock units that settled in shares of Class A Common Stock on May 3, 2021. ( 2 )The stock option is vested and exercisable as to a third of the underlying shares, and the remaining two-thirds will vest and become exercisable in two equal annual installments beginning on April 28, 2022. ( 3 )Represents securities received as part of the Issuer's reorganization in connection with its initial public offering, as described in the registration statement on Form S-1 relating to the initial public offering. These securities were previously reported on a Form 3 filed by the Reporting Person. ( 4 )Subject to certain conditions and limitations, each phantom unit entitles the holder to cash equal to the value of a number of limited liability company units of Endeavor Operating Company, LLC, or of equity settled to the equivalent number of limited liability company units of Endeavor Operating Company, LLC. ( 5 )Two-thirds of the phantom units are fully vested and the remaining third will vest on December 31, 2021. ( 6 )Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock of the Issuer. ( 7 )The restricted stock units will be settled in shares of Class A Common Stock in two equal annual installments beginning on May 3, 2022.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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