Velarion · Company Intelligence
Compensation Brief
Fiscal year 2025 · Filings through 2026-09-17

TKO Group Holdings (TKO)

CEO Ariel Emanuel was paid $67,361,782 in fiscal year 2025, ↑ up 271.6% from fiscal year 2024, the 85th percentile of its disclosed peer group (SEC filing 0001193125-26-173833 ↗): executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.

$67,361,782 ↑
Ariel Emanuel total, FY2025
85th
CEO pay percentile vs peers
813:1
CEO-to-median pay ratio
71.25%
Say-on-pay support, latest vote

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TKO's next annual pay disclosure, estimated April 21, 2027.est. Filing ↗

01

Summary Compensation Table — fiscal year 2025

Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Ariel Emanuel$3,000,000$11,880,000$43,982,679$0$8,120,000$0$379,103$67,361,782
Executive Chair and Chief Executive Officer
Mark Shapiro4,000,00012,500,00025,846,781000297,56542,644,346
President and Chief Operating Officer
Andrew Schleimer2,000,0007,000,00014,128,96400010,46023,139,424
Chief Financial Officer
Seth Krauss2,000,0004,000,0003,959,34000011,2639,970,603
Chief Administrative Officer and Senior Counsel to the Board of Directors and Senior Management

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Named executive officerFY2025 totalFY2024 totalFY2023 totalΔ FY2024→2025
Ariel Emanuel$67,361,782$18,129,271$64,912,560↑ +49,232,511
Mark Shapiro42,644,34631,964,17216,083,330↑ +10,680,174
Andrew Schleimer23,139,4247,758,4468,765,262↑ +15,380,978
Seth Krauss9,970,6039,881,036457,092↑ +89,567

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

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Companies that benchmark against TKO
7 companies name TKO as a compensation peer

The list of companies that name TKO as a peer is temporarily unavailable — recheck shortly.

02

Equity transactions since the proxy statement was filed

No insider equity transactions reported since the proxy statement.

03

Grants of plan-based awards — fiscal year 2025

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Andrew SchleimerRSU2025-08-17——35,506—$6,705,308
Seth KraussRSU2025-01-16——27,922—3,959,340
Andrew SchleimerRSU2025-01-16——52,353—7,423,655
Mark ShapiroRSU2025-08-17——73,969—13,969,046
Ariel EmanuelRSU2025-01-16——191,959—27,219,786
Mark ShapiroRSU2025-01-16——83,764—11,877,735
Ariel EmanuelRSU2025-08-17——88,763—16,762,893
03b

Vehicle mix — grant-date fair value by award type

Named executive officerTime-vested (RSU)Performance-vested (PSU)Options / SARs% performance-vested
Andrew Schleimer$14,128,963$0$00.0%
Seth Krauss3,959,340000.0%
Mark Shapiro25,846,781000.0%
Ariel Emanuel43,982,679000.0%

% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.

04

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Andrew SchleimerRSU11,667—$2,438,403
Seth KraussRSU9,418—1,968,362
Ariel EmanuelRSU194,082—40,563,138
Mark ShapiroRSU83,764—17,506,676
Andrew SchleimerRSU35,506—7,420,754
Ariel EmanuelRSU191,959—40,119,431
Ariel EmanuelRSU88,763—18,551,467
Mark ShapiroRSU73,969—15,459,521
Seth KraussRSU27,922—5,835,698
Seth KraussRSU19,555—4,086,995
Ariel EmanuelRSU19,376—4,049,584
Mark ShapiroRSU126,375—26,412,375
Andrew SchleimerRSU52,353—10,941,777
Andrew SchleimerRSU12,415—2,594,735
05

Incentive-plan design — the Compensation Discussion & Analysis

Our compensation structure is intended to promote a pay-for-performance approach and includes elements designed to align the interests of our named executive officers with those of our stockholders, motivate our named executive officers to achieve or exceed our targeted financial and strategic performance objectives and reward them for their achievements when those objectives are met.

CEO STI target (% of salary)233%
CEO LTI target (% of salary)—
Independent consultantPay Governance
Clawback policyTrue
Anti-hedgingTrue
Anti-pledgingTrue
06

Say-on-pay — recent advisory votes

Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20242024-06-12110,000,33944,388,047145,17571.25%Passed

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.

Say-on-pay — history, company's computation

Meeting yearMeeting dateApproval — company's computation
20242024-06-1271.25%a

a. Approved under the standard stated in the filing — “7 Table of Contents (2) Votes marked as an "Abstention" and broker non-votes are not considered votes cast and will, therefore, not affect the outcome of this proposal.”.

Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

07

CEO pay ratio

Ratio (CEO : median employee)813 : 1
CEO total compensation—
Median employee compensation$82,428
09

Board fee structure and ownership guideline

Annual cash retainer$150,000
Annual equity retainer$150,000
Per board meeting fee$2,500
Committee chair fees (audit / comp / nom-gov)25,000 / 25,000 / 25,000
Stock ownership guideline$5
10

Disclosed peer group — fiscal year 2025

The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.

10a

Peer reciprocity

Of the companies TKO Group Holdings names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.

Reciprocity shown where the peer's own current proxy has been read — each mark is cited in the register to that peer's filing. A dash means the peer's current proxy was read and names no reciprocal group including TKO Group Holdings.

10b

Chief executive pay against the peer group

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1Warner Bros. Discovery, Inc.2025David Zaslav$3,000,000$22,597,744$109,593,181$25,726,018$165,009,366
2Paramount Global2024Robert M. Bakish2,611,15415,081,642010,364,88586,961,498
3TKO Group Holdings2025Ariel Emanuel3,000,00043,982,67908,120,00067,361,782
4Live Nation Entertainment, Inc.2025Michael Rapino3,000,00010,000,368017,372,52232,552,324
5Fox Corporation2026Lachlan Murdoch3,000,0008,678,2552,750,00011,400,00031,019,117
6Electronic Arts Inc.2025Andrew Wilson1,300,00025,710,91002,840,06730,529,835
7Roku, Inc.2025Anthony Wood1,000,00012,702,99012,832,220026,565,120
8DraftKings Inc.2025Jason Robins119,203,6720022,621,941
9Churchill Downs Incorporated2025William Carstanjen1,800,00011,443,38005,763,33119,172,839
10Warner Music Group Corp.2025Robert Kyncl2,000,00010,675,7190015,909,250
11Madison Square Garden Sports Corp.2025James Dolan1,600,0008,096,24603,040,00013,150,269
12Sirius XM Holdings Inc.2025Jennifer Witz2,000,000006,000,0008,012,795
13Take-Two Interactive Software, Inc.2026Strauss Zelnick1000403,019
—Liberty Media Corporation——————not in coverage universe
—Lions Gate Entertainment Corp.——————not in coverage universe

Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

10c

Incentive design against the same peers

CompanyAnnual incentive payoutLong-term vehicle mixPSU measures include TSRCompensation consultant
TKO Group Holdingsnot disclosedRSU 100not disclosedPay Governance
Churchill Downs Incorporated128.0%PSU 50 · RSU 50NoFrederic W. Cook & Co., Inc.
DraftKings Inc.not disclosedRSU 50 · PSU 50NoFrederic W. Cook & Co., Inc.
Electronic Arts Inc.87.4%PSU 60 · RSU 40Yes — Absolute TSRSemler Brossy
Fox Corporationnot disclosedRSU 50 · PSU 25 · Options 25Yes — The Company’s three-year total stockholder return as measured against the three-year total stockholder return of the companies that comprise the Standard & Poor’s 500 Index (“Relative TSR”)FW Cook
Liberty Media Corporationnot disclosednot disclosednot disclosednot disclosed
Lions Gate Entertainment Corp.not disclosedPSU 70 · RSU 30not disclosedPay Governance
Live Nation Entertainment, Inc.102%not disclosedNoThe Croner Company
Madison Square Garden Sports Corp.not disclosedPSU 50 · RSU 50not disclosedClearBridge Compensation Group LLC
Paramount Globalnot disclosedRSU 65 · PSU 35NoClearBridge
Roku, Inc.not disclosedOptions 50 · RSU 50not disclosedCompensia
Sirius XM Holdings Inc.102%not disclosedNoMeridian Compensation Partners, LLC
Take-Two Interactive Software, Inc.152.4%PSU 67 · RSU 33Yes — Relative TSRFrederic W. Cook & Co., Inc.
Warner Bros. Discovery, Inc.116.9%PSU 100NoPay Governance
Warner Music Group Corp.107%RSU 68 · PSU 32NoFrederic W. Cook & Co.

Read from each company's Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company's filing does not state the item.

10d

Frequently asked questions

Who was the highest-paid executive at TKO Group Holdings in fiscal 2025?
As disclosed, Ariel Emanuel (Executive Chair and Chief Executive Officer) was the highest-paid executive at TKO Group Holdings in fiscal 2025, with total compensation of $67,361,782.
How does TKO Group Holdings's chief executive pay compare to its disclosed peer group?
As disclosed, Ariel Emanuel's total compensation ranked at the 85th percentile of TKO Group Holdings's disclosed peer group.
What is TKO Group Holdings's CEO-to-median employee pay ratio?
As disclosed, TKO Group Holdings's CEO-to-median employee pay ratio was 813:1.
How did shareholders vote on TKO Group Holdings's executive compensation?
As disclosed, 71.25% of shareholders supported TKO Group Holdings's executive compensation in the latest say-on-pay vote.

Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.

11

Source register

Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.

#SupportsDocumentFiledAccessionLocation in document
1Section 01, Ariel EmanuelDEF 14A2026-04-230001193125-26-173833Section “Summary Compensation Table” · page 41. As printed: 67,361,782. Filing ↗machine: r2 · c53 · span 497557–497567
2Section 01, Mark ShapiroDEF 14A2026-04-230001193125-26-173833Section “Summary Compensation Table” · page 41. As printed: 42,644,346. Filing ↗machine: r8 · c53 · span 515681–515691
3Section 01, Andrew SchleimerDEF 14A2026-04-230001193125-26-173833Section “Summary Compensation Table” · page 41. As printed: 23,139,424. Filing ↗machine: r5 · c53 · span 506628–506638
4Section 01, Seth KraussDEF 14A2026-04-230001193125-26-173833Section “Summary Compensation Table” · page 41. As printed: 9,970,603. Filing ↗machine: r11 · c53 · span 524875–524884
5Section 03, Andrew Schleimer RSUDEF 14A2026-04-230001193125-26-173833Section “Grants of Plan-Based Awards for Fiscal Year 2025” · grants of plan-based awards table. Filing ↗machine: t131 · r6 · c37 · span 555170–555176
6Section 03, Seth Krauss RSUDEF 14A2026-04-230001193125-26-173833Section “Grants of Plan-Based Awards for Fiscal Year 2025” · grants of plan-based awards table. Filing ↗machine: t131 · r9 · c45 · span 563855–563864
7Section 03, Andrew Schleimer RSUDEF 14A2026-04-230001193125-26-173833Section “Grants of Plan-Based Awards for Fiscal Year 2025” · grants of plan-based awards table. Filing ↗machine: t131 · r5 · c45 · span 553354–553363
8Section 03, Mark Shapiro RSUDEF 14A2026-04-230001193125-26-173833Section “Grants of Plan-Based Awards for Fiscal Year 2025” · grants of plan-based awards table. Filing ↗machine: t131 · r8 · c37 · span 560421–560427
9Section 03, Ariel Emanuel RSUDEF 14A2026-04-230001193125-26-173833Section “Grants of Plan-Based Awards for Fiscal Year 2025” · grants of plan-based awards table. Filing ↗machine: t131 · r3 · c45 · span 548098–548108
10Section 03, Mark Shapiro RSUDEF 14A2026-04-230001193125-26-173833Section “Grants of Plan-Based Awards for Fiscal Year 2025” · grants of plan-based awards table. Filing ↗machine: t131 · r7 · c45 · span 558604–558614
11Section 03, Ariel Emanuel RSUDEF 14A2026-04-230001193125-26-173833Section “Grants of Plan-Based Awards for Fiscal Year 2025” · grants of plan-based awards table. Filing ↗machine: t131 · r4 · c37 · span 549915–549921
12Section 07, pay ratioDEF 14A2026-04-23—Section “CEO Pay Ratio”. As printed: 813 : 1. Filing ↗machine: span 703401–703409
13Section 06, 2024 voteForm 8-K2024-06-140001193125-24-161666Item 5.07 · say-on-pay result. As reported: 71.25% (votes for as printed: 110,000,339). Filing ↗
14Section 01 trend, Δ column (computed)Computed——Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1)
15Section 03b vehicle mix (computed)Computed——RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).machine: formula: sums + PSU ratio
16Warner Bros. Discovery, Inc., Section 10b CEO totalDEF 14A2026-04-300001437107-26-000046CEO total compensation as printed in Warner Bros. Discovery, Inc.'s own proxy. As printed: 165,009,366. Filing ↗machine: span 1634526–1634537
17Paramount Global, Section 10b CEO totalDEF 14A2025-06-020001140361-25-021135CEO total compensation as printed in Paramount Global's own proxy. As printed: 86,961,498. Filing ↗machine: r11 · c22 · span 1012181–1012191
18TKO Group Holdings (subject), Section 10b CEO totalDEF 14A2026-04-230001193125-26-173833CEO total compensation as printed in TKO Group Holdings's own proxy. As printed: 67,361,782. Filing ↗machine: r2 · c53 · span 497557–497567
19Live Nation Entertainment, Inc., Section 10b CEO totalDEF 14A2026-04-240001193125-26-174146CEO total compensation as printed in Live Nation Entertainment, Inc.'s own proxy. As printed: 32,552,324. Filing ↗machine: r2 · c31 · span 714411–714421
20Fox Corporation, Section 10b CEO totalDEF 14A2026-09-170001628280-26-062480CEO total compensation as printed in Fox Corporation's own proxy. As printed: 31,019,117. Filing ↗machine: span 686133–686143
21Electronic Arts Inc., Section 10b CEO totalDEF 14A2025-06-240001308179-25-000556CEO total compensation as printed in Electronic Arts Inc.'s own proxy. As printed: 30,529,835. Filing ↗machine: t128 · r2 · c14 · span 604029–604039
22Roku, Inc., Section 10b CEO totalDEF 14A2026-04-240001140361-26-016715CEO total compensation as printed in Roku, Inc.'s own proxy. As printed: 26,565,120. Filing ↗machine: r2 · c22 · span 629170–629180
23DraftKings Inc., Section 10b CEO totalDEF 14A2026-03-260001104659-26-035176CEO total compensation as printed in DraftKings Inc.'s own proxy. As printed: 22,621,941. Filing ↗machine: r1 · c41 · span 613685–613695
24Churchill Downs Incorporated, Section 10b CEO totalDEF 14A2026-03-120001193125-26-104118CEO total compensation as printed in Churchill Downs Incorporated's own proxy. As printed: 19,172,839. Filing ↗machine: r4 · c25 · span 874946–874956
25Warner Music Group Corp., Section 10b CEO totalDEF 14A2026-01-200001140361-26-001664CEO total compensation as printed in Warner Music Group Corp.'s own proxy. As printed: 15,909,250. Filing ↗machine: r2 · c24 · span 494670–494681
26Madison Square Garden Sports Corp., Section 10b CEO totalDEF 14A2025-10-230001628280-25-046103CEO total compensation as printed in Madison Square Garden Sports Corp.'s own proxy. As printed: 13,150,269. Filing ↗machine: r2 · c51 · span 638363–638373
27Sirius XM Holdings Inc., Section 10b CEO totalDEF 14A2026-04-100001104659-26-041777CEO total compensation as printed in Sirius XM Holdings Inc.'s own proxy. As printed: 8,012,795. Filing ↗machine: r2 · c53 · span 986498–986507
28Take-Two Interactive Software, Inc., Section 10b CEO totalDEF 14A2026-07-270001628280-26-049813CEO total compensation as printed in Take-Two Interactive Software, Inc.'s own proxy. As printed: 403,019. Filing ↗machine: r2 · c6 · span 2040595–2040602
29Section 10a, Take-Two Interactive Software, Inc. reciprocityDEF 14A—0001628280-26-049813Take-Two Interactive Software, Inc. names TKO Group Holdings in its own disclosed peer group (read from its most recent proxy). Filing ↗
30Section 10a, Churchill Downs Incorporated reciprocityDEF 14A—0001193125-26-104118Churchill Downs Incorporated's most recent proxy was read; its disclosed peer group does not include TKO Group Holdings. Filing ↗
31Section 10a, DraftKings Inc. reciprocityDEF 14A—0001104659-26-035176DraftKings Inc.'s most recent proxy was read; its disclosed peer group does not include TKO Group Holdings. Filing ↗
32Section 10a, Electronic Arts Inc. reciprocityDEF 14A—0001308179-25-000556Electronic Arts Inc.'s most recent proxy was read; its disclosed peer group does not include TKO Group Holdings. Filing ↗
33Section 10a, Fox Corporation reciprocityDEF 14A—0001628280-26-062480Fox Corporation's most recent proxy was read; its disclosed peer group does not include TKO Group Holdings. Filing ↗
34Section 10a, Live Nation Entertainment, Inc. reciprocityDEF 14A—0001193125-26-174146Live Nation Entertainment, Inc.'s most recent proxy was read; its disclosed peer group does not include TKO Group Holdings. Filing ↗
35Section 10a, Paramount Global reciprocityDEF 14A—0001140361-25-021135Paramount Global names TKO Group Holdings in its own disclosed peer group (read from its most recent proxy). Filing ↗
36Section 10a, Roku, Inc. reciprocityDEF 14A—0001140361-26-016715Roku, Inc.'s most recent proxy was read; its disclosed peer group does not include TKO Group Holdings. Filing ↗
37Section 10a, Sirius XM Holdings Inc. reciprocityDEF 14A—0001104659-26-041777Sirius XM Holdings Inc.'s most recent proxy was read; its disclosed peer group does not include TKO Group Holdings. Filing ↗
38Section 10a, Warner Bros. Discovery, Inc. reciprocityDEF 14A—0001437107-26-000046Warner Bros. Discovery, Inc.'s most recent proxy was read; its disclosed peer group does not include TKO Group Holdings. Filing ↗
39Section 10a, Warner Music Group Corp. reciprocityDEF 14A—0001140361-25-001453Warner Music Group Corp. names TKO Group Holdings in its own disclosed peer group (read from its most recent proxy). Filing ↗

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