Egon Durban
About Egon P. Durban
Egon P. Durban (age 51) has served as a director of TKO Group Holdings, Inc. since September 12, 2023. He is Co‑Chief Executive Officer of Silver Lake and previously worked in Morgan Stanley’s Investment Banking Division; he holds a B.S.B.A. in Finance from Georgetown University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Morgan Stanley (Investment Banking Division) | Investment banker | Not disclosed | Capital markets and advisory experience |
| Skype | Director; Chair of operating committee | Prior | Operational oversight |
| NXP (Supervisory Board) | Member; operating committee | Prior | Semiconductor governance |
| Motorola Solutions, Inc. | Director | Prior | Technology governance |
| MultiPlan | Director | Prior | Healthcare services governance |
| Pivotal Software, Inc. | Director | Prior | Enterprise software governance |
| SecureWorks Corp. | Director | Prior | Cybersecurity governance |
| Twitter Inc. | Director | Prior | Social media governance |
| VMware, Inc. | Director | Prior | Infrastructure software governance |
External Roles
| Organization | Role | Tenure | Notes/Interlocks |
|---|---|---|---|
| Silver Lake | Co‑CEO; Managing Member | Since Dec 2019 | Technology investment leadership |
| Endeavor Group Holdings, Inc. | Director | Current | EGH is TKO’s controlling stockholder; governance interlock |
| City Football Group | Director | Current | Sports portfolio governance |
| Dell Technologies Inc. | Director | Current | Public company board (NYSE) |
| Group 42 | Director | Current | AI/tech focus |
| Qualtrics | Director | Current | Experience management |
| Unity Software Inc. | Director | Current | Gaming/real‑time 3D (NYSE) |
| Verily | Director | Current | Life sciences |
| Waymo | Director | Current | Autonomous driving |
Board Governance
- Designation: EGH Designee under Governance Agreement (Endeavor entitled to designate seven directors until the Sunset Date) .
- Independence: Not listed among independent directors under TKO’s Bylaws/NYSE rules; independent directors are Bynoe, Keywell, Koonin, Kraft, Medina, Tellem, Wheeler .
- Committees: No current committee assignments (Audit; Compensation; Nominating tables list members; Durban not included) .
- Attendance: In 2024, each incumbent director attended at least 75% of Board/committee meetings except Mr. Johnson; implies Durban met ≥75% attendance .
- Controlled company: TKO relies on NYSE “controlled company” exemptions due to Endeavor’s >50% voting power, reducing certain independent governance requirements .
Fixed Compensation (Director)
| Item | FY2024 Amount |
|---|---|
| Annual cash retainer | $0 |
| Committee membership fees | $0 |
| Committee chair fees | $0 |
| Meeting fees | Not disclosed (policy does not include meeting fees) |
| Equity awards (annual RSUs) | $0 grant‑date fair value |
Policy note: Non‑employee director compensation applies to independent directors; those appointed under the Governance Agreement who are not “Independent” do not receive fees/annual RSUs. Annual cash fee $107,000; Audit Chair $15,000; Audit member $21,000; Compensation Chair $20,000; Compensation member $10,000; Nominating Chair $15,000; Nominating member $7,500; annual RSU grant $182,000, all vest at next annual meeting .
Performance Compensation (Director)
- No performance‑based director compensation (no PSU or performance metrics disclosed for directors) .
Other Directorships & Interlocks
| Counterparty | Relationship to TKO | Interlock/Conflict Context |
|---|---|---|
| Endeavor Group Holdings, Inc. (EGH) | Controls >50% voting power; designates directors | Durban is an EGH Designee and an Endeavor director; TKO is a controlled company under NYSE rules . |
| Silver Lake | Took Endeavor private (Mar 24, 2025); co‑investors | Audit firm change to KPMG in 2024 was to preempt auditor independence issues from Endeavor take‑private by Silver Lake and others . Durban is Silver Lake Co‑CEO . |
| Governance Agreement | Board composition and designation rights | EGH and WWE designation rights through Dec 31, 2025 (Sunset Date) . |
| Endeavor Margin Loan Facility | Pledge of TKO equity by Endeavor affiliate | 83,074,858 TKO OpCo units and corresponding Class B shares pledged as collateral; potential foreclosure risk on pledged securities . |
| Asset acquisition from EGH | Related‑party transaction | TKO acquired IMG, On Location, Professional Bull Riders from Endeavor subsidiaries; closed Feb 2025 . |
Expertise & Qualifications
- Technology and finance expertise; extensive global strategic leadership and multi‑company board experience .
- Prior operating committee chair/service at large tech firms (e.g., Skype, NXP) supporting oversight capabilities .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Class A shares over which shared voting/dispositive power may be deemed | 120,563,082 | Silver Lake West VoteCo, L.L.C. and Durban may be deemed to share voting/dispositive power over Class A held by the EGH Subscribers . |
| Class B shares held by EGH Subscribers | 116,158,615 | Endeavor affiliates hold corresponding Class B via TKO OpCo Units; Endeavor beneficially owns via subsidiaries . |
| Combined voting power attributable to EGH | 60.9% | Based on Endeavor/Silver Lake disclosures; controlled company status . |
| Pledged shares (Endeavor margin loan borrower) | 83,074,858 TKO OpCo units and corresponding Class B shares | Collateral under margin loan; foreclosure risk flagged . |
Insider Filings
| Item | Detail |
|---|---|
| Section 16(a) compliance | One late Form 4 jointly filed by Silver Lake West HoldCo entities and Egon Durban related to indirect beneficial ownership in a transaction timely reported by Endeavor; other directors/officers timely except noted administrative errors . |
Governance Assessment
- Independence and committee effectiveness: Durban is not independent under TKO’s Bylaws/NYSE rules and holds no committee roles, limiting direct influence on audit/compensation oversight; TKO’s “controlled company” status further reduces independent committee requirements, weakening minority shareholder protections .
- Ownership alignment: As an EGH Designee with shared voting power ties to Endeavor’s controlling stake, Durban’s alignment is structurally with the controlling shareholder rather than with Class A minority holders; director compensation of $0 underscores that his incentives are not via TKO’s standard independent director pay/RSU program .
- Attendance/engagement: Met ≥75% attendance threshold in 2024, indicating baseline engagement (exception only noted for Mr. Johnson) .
- Related‑party exposure: Multiple material related‑party linkages—Board designation under Governance Agreement, Endeavor acquisitions by TKO, and pledged TKO equity under Endeavor’s margin loan—create potential conflicts and financing‑related risks that investors should monitor .
- Controls/mitigants: Company‑wide anti‑hedging policy and clawback policy are in place; however, these do not directly address controller‑level pledging risk or board independence concerns under the controlled company framework .
RED FLAGS
- Not independent; EGH Designee with interlocks to Endeavor and Silver Lake .
- Endeavor margin loan pledging 83.1M TKO OpCo units/Class B shares—potential overhang if foreclosure scenarios arise .
- Controlled company reliance reduces independent committee constraints (e.g., nominating committee not entirely independent) .