SCHEDULE 13D

CUSIP No.

87256C101

Name of reporting person

Ariel Emanuel

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

SEC use only

Source of funds (See Instructions)

PF, OO

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 66,179.00
8	Shared Voting Power 120,563,082.00
9	Sole Dispositive Power 66,179.00
10	Shared Dispositive Power 120,563,082.00

Aggregate amount beneficially owned by each reporting person

120,629,261.00

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in Row (11)

61 %

Type of Reporting Person (See Instructions)

SCHEDULE 13D

Item 1.

Security and Issuer

(a)

Title of Class of Securities:

Class A Common Stock, par value $0.00001 per share

(b)

Name of Issuer:

TKO Group Holdings, Inc.

(c)

Address of Issuer's Principal Executive Offices:

200 Fifth Ave., 7th Floor, New York, NEW YORK , 10010.

Item 1 Comment:

This Amendment No. 5 to Schedule 13D amends and supplements the statement on Schedule 13D originally filed with the United States Securities and Exchange Commission on November 24, 2023 (as amended, the "Schedule 13D"), related to the shares of Class A Common Stock, par value $0.00001 per share (the "Class A Common Stock"), of TKO Group Holdings, Inc., a Delaware corporation (the "Issuer"). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.

Item 3.

Source and Amount of Funds or Other Consideration

The information set forth in Item 6 of this Schedule 13D is hereby incorporated by reference into this Item 3.

Item 4.

Purpose of Transaction

The information set forth in Item 6 of this Schedule 13D is hereby incorporated by reference into this Item 4.

Item 5.

Interest in Securities of the Issuer

(a)

The information set forth on the cover pages of this Schedule 13D are hereby incorporated by reference into this Item 5.

(b)

January Capital Holdco, LLC ("January Holdco") is the record holder of 83,074,858 common units ("TKO OpCo Units") of TKO Operating Company, LLC ("TKO OpCo"), January Capital Sub, LLC ("January Sub") is the record holder of 6,542,033 TKO OpCo Units, Endeavor Operating Company, LLC ("EOC") is the record holder of 2,155,188 TKO OpCo Units and IMG Worldwide, LLC ("IMG Worldwide") is the record holder of 24,386,536 TKO OpCo Units. Subject to the terms of the operating agreement of TKO OpCo, the TKO OpCo Units may be redeemed for shares of Class A Common Stock on a one-for-one basis. In addition, EOC is the record holder of 2,579,437 shares of Class A Common Stock and WME IMG, LLC ("WME IMG") is the record holder of 1,825,030 shares of Class A Common Stock. Endeavor Group Holdings, Inc. ("Endeavor") is the managing member of Endeavor Manager, LLC, which in turn is the managing member of EOC. EOC is the sole member of January Holdco and January Sub (EOC, January Holdco and January Sub, collectively, the "EDR Subscribers"). IMG Worldwide is an indirect subsidiary of WME IMG, which is an indirect subsidiary of Endeavor. As a result, Endeavor may be deemed to beneficially own the securities held of record by the EDR Subscribers, WME IMG or IMG Worldwide. The Reporting Person is a member of the governing body of Endeavor and as a result may be deemed to share beneficial ownership of the securities beneficially owned by Endeavor. In addition, the Reporting Person is the holder of 66,179 shares of Class A Common Stock. The ownership information presented herein represents beneficial ownership of Class A Common Stock as of March 12, 2025, based upon 81,553,818 shares of Class A Common Stock outstanding as of January 31, 2025.

(c)

Other than as described in this Amendment No. 5, the Reporting Person has not effected any transactions with respect to the Class A Common Stock since Amendment No. 4.

(d)

None.

(e)

Not applicable.

Item 6.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

Item 6 of the Schedule 13D is hereby amended and supplemented as follows: On March 12, 2025, January Holdco entered into a second amendment to the Margin Loan Agreement (the "Second Amendment"), increasing the facility size thereunder to $3.0 billion. The remaining $1.925 billion available under the Margin Loan Agreement, after giving effect to the Second Amendment, was drawn on March 12, 2025. No additional securities were pledged as collateral under the Second Amendment. All other material terms of the Margin Loan Agreement as previously reported by the Issuer remain unchanged.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Ariel Emanuel

Signature:	/s/ Ariel Emanuel
Name/Title:	Ariel Emanuel
Date:	03/12/2025