Published
October 6, 2026
Former World Wrestling Entertainment stockholders whose Class A shares were exchanged for TKO Group Holdings stock when WWE combined with UFC on September 12, 2023 will be paid automatically from a $147.5 million Delaware stockholder class action settlement; there is no claim form to file. November 16, 2026 is an objection deadline rather than a claim deadline, and the settlement hearing is set for November 30, 2026.
Current Status
There is no claim form and no claim deadline. Eligible class members are paid automatically if the Court approves the settlement. The dates that matter are procedural: written objections, and any notice of intention to appear at the hearing, must be received by November 16, 2026. The settlement hearing is scheduled for November 30, 2026 at 11:00 a.m. before Vice Chancellor J. Travis Laster in the Delaware Court of Chancery in Wilmington, and the Court may hold it remotely. No final approval has been granted and no payment date had been announced as of October 6, 2026.Free settlement alerts
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Status
Pending — Automatic Payment
Settlement hearing November 30, 2026 · no final approval yet
Objection Deadline
November 16, 2026
Not a claim deadline — there is nothing to file for payment
Estimated Payout
About $2.74 per share
Before fees and costs · $147.5M fund ÷ about 53.8M class shares · about $1.84 if the full 33% fee request is granted
Proof Required
Automatic Payment
No claim form to file — payment follows the route the TKO shares took at the merger
What Changed Recently?
The case was three days from trial when it settled. After a mediator’s recommendation, the parties reached an agreement in principle on June 5, 2026 to resolve In re World Wrestling Entertainment, Inc. Merger Litigation, Consol. C.A. No. 2023-1166-JTL, for $147.5 million in cash, and asked the Court to take the June 8 trial off its calendar. They signed the settlement stipulation on August 25, 2026. On September 2, 2026 the Court entered a scheduling order, with modifications, directing notice to the class and setting the November 30 hearing. The notice is dated September 24, 2026.The settlement follows more than two years of litigation. The Court certified the class in November 2025, and the defendants and third parties produced more than 600,000 pages of documents in discovery. On May 27, 2026 the Court granted in part the plaintiffs’ motion for adverse inferences over the loss of evidence, a ruling the notice lists among the last steps before the pretrial conference. The defendants deny all wrongdoing and maintain the merger process and price were fair; the settlement is not an admission of liability.
Who Qualifies?
The class covers record holders and beneficial owners of WWE Class A common stock whose shares were exchanged for, or who had the right to receive in exchange, shares of TKO Group Holdings common stock when the merger closed on September 12, 2023. In the merger, each WWE Class A share was converted into one TKO Class A share, and WWE stock, which had traded on the New York Stock Exchange as WWE, was replaced by TKO stock. The plaintiffs estimate the class holds about 53.8 million WWE shares.Excluded are the defendants (Vincent K. McMahon, Nick Khan, Paul Levesque, George A. Barrios and Michelle D. Wilson), the two former defendants who were dismissed from the case, their affiliates, heirs, successors and assigns, and any entity any of them controlled at the closing. Someone who sold WWE shares before the closing is not in the class, and buying TKO stock after the merger does not qualify anyone. A buyer whose WWE purchase had not settled by the closing is treated as the holder of those shares, and the seller is not.
Why You Cannot Opt Out of This One
The Court certified the class on November 17, 2025 as a non-opt-out class under Delaware Court of Chancery Rules 23(a), 23(b)(1) and 23(b)(2). Those rules do not give class members a right to exclude themselves, so if the settlement is approved its release binds every class member and bars separate claims over the merger and the ownership of WWE stock at the closing. The release covers TKO and Endeavor as well as the individual defendants and WWE. A class member who disagrees can object to the settlement, the plan of allocation or the fee request instead. An objection must be received by November 16, 2026 and must include brokerage statements or a broker’s statement showing the objector held WWE shares at the closing.How Much Can You Get?
The settlement fund is $147.5 million plus interest. Dividing it by the roughly 53.8 million class shares gives about $2.74 a share before any deductions. That is an OpenClassActions.com estimate, not a figure from the notice, and the actual amount will be lower: notice and administration costs, taxes, and any fee and expense award come out of the fund first. Plaintiffs’ counsel will ask for attorneys’ fees and expenses of up to 33% of the fund, or about $48.7 million. Incentive awards of up to $5,000 for each of the two lead plaintiffs would be paid out of that fee award, not on top of it. If the full 33% request is granted, the payout falls to about $1.84 a share before administration costs and taxes.Each eligible holder’s payment equals the number of eligible WWE shares held at the closing multiplied by a per-share recovery the administrator calculates once the deductions are known. A holder of 100 WWE shares would receive roughly $184 at the $1.84 level, and a holder of 1,000 shares roughly $1,840. The Court can approve the plan of allocation as proposed or change it.
How Will the Payment Reach You?
Payments travel the same route the TKO shares did at the merger. For shares held in street name, the administrator pays each broker or bank for its position on the Depository Trust & Clearing Corporation’s allocation report from the merger, and the broker is responsible for crediting the money to the account that held the shares. Record holders outside that system are paid directly by the Settlement Administrator, A.B. Data, Ltd. A check not cashed within three months of its issue date goes stale, and the broker or record holder’s own policies govern any further attempt to pay it.Nothing needs to be filed to get paid. Money left after the first distribution is redistributed to identifiable eligible holders or, if that would not be cost-effective, given to the Combined Campaign for Justice, a Delaware legal-aid fund, or a similar organization.
What Is the Case About?
WWE announced on April 3, 2023 that it would combine with Zuffa, the Endeavor Group Holdings subsidiary that owned UFC, under a new holding company, TKO Group Holdings. Endeavor took a 51% controlling stake in TKO and WWE stockholders took 49%. Vincent K. McMahon, who held about 81% of WWE’s voting power, approved the deal by written consent, so the merger did not go to a stockholder vote; WWE filed an information statement with the SEC on August 22, 2023, and the deal closed on September 12, 2023.The plaintiffs, two stockholders who were appointed co-lead plaintiffs, allege that the merger was negotiated and approved through an unfair process because the defendants arranged it to give McMahon a benefit other stockholders did not share and because the process was undermined by conflicts. They also allege the price was unfair because the merger undervalued WWE and the defendants failed to pursue alternative transactions, and they brought claims for breach of fiduciary duty. These are allegations. The defendants deny them and say the board and its advisors acted to get the highest value possible, that the price was a substantial premium to WWE’s unaffected stock price, and that the company’s later performance confirmed it was fair.
What Happens Next?
Under the stipulation, the defendants pay the $147.5 million into an escrow account within 30 calendar days of the later of the scheduling order or receiving complete payment instructions. At the November 30, 2026 hearing, the Court will decide whether to approve the settlement and the plan of allocation and rule on the fee request. The date, time and format can change, so the official settlement website is the place to confirm it.A hearing is not the same as approval. If the Court approves the settlement, the judgment still has to become final, including the resolution of any appeals, and the Court has to enter a separate order authorizing the specific distribution before any money goes out. No payment date has been announced.
Sources and Verification
- Official settlement website — WWE Merger Litigation
- Notice of Pendency of Stockholder Class Action and Proposed Settlement, Settlement Hearing, and Right to Appear (PDF), dated September 24, 2026
- Stipulation and Agreement of Settlement, Compromise, and Release, dated August 25, 2026, and the Scheduling Order granted with modifications on September 2, 2026
- In re World Wrestling Entertainment, Inc. Merger Litigation, Consol. C.A. No. 2023-1166-JTL, Court of Chancery of the State of Delaware
- World Wrestling Entertainment, Inc. — Form 8-K reporting completion of the TKO transaction (September 12, 2023)
- Options Clearing Corporation — WWE contract adjustment memo (one TKO Class A share for each WWE Class A share)
Questions
I still own the TKO shares I got for my WWE stock. Do I need to sell them to be paid?
No. Eligibility turns on owning WWE Class A common stock when the merger closed on September 12, 2023 and having those shares exchanged for TKO stock. Whether the TKO shares were later kept or sold does not change eligibility under the class definition.
I bought TKO stock after the merger. Am I in the class?
No. The class covers holders of WWE Class A common stock whose shares were exchanged for TKO stock at the September 12, 2023 closing. Buying TKO shares on the market afterward does not make someone a class member, and neither does owning WWE stock that was sold before the closing.
Is the $2.74 per share figure what I will actually receive?
No. About $2.74 is the $147.5 million fund divided by the roughly 53.8 million class shares, before anything is deducted. Attorneys' fees and expenses of up to 33% of the fund, notice and administration costs and taxes come out first, and the Court sets the final amounts. If the full fee request were granted, the figure would fall to about $1.84 a share before administration costs and taxes.
Why can't I opt out of the WWE settlement?
The Court certified the class on November 17, 2025 as a non-opt-out class under Delaware Court of Chancery Rules 23(a), 23(b)(1) and 23(b)(2), which do not carry exclusion rights. Class members cannot remove themselves and keep a separate claim. A class member who disagrees with the settlement, the plan of allocation or the fee request can file a written objection instead.
Is Vince McMahon paid from the settlement for his own WWE shares?
No. The defendants, the two former defendants, their affiliates, heirs, successors and assigns, and any entity any of them controlled at the closing are excluded from the class, and their shares receive nothing from the fund.
Official Settlement Notice
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Settlement Amount
$147,500,000
Case Title
In re World Wrestling Entertainment, Inc. Merger Litigation
Case Number
Consol. C.A. No. 2023-1166-JTL
Court
Court of Chancery of the State of Delaware
Final Approval Hearing
November 30, 2026 at 11:00 AM
Before Vice Chancellor J. Travis Laster in Wilmington; may be held remotely
Administrator
A.B. Data, Ltd.
Official Website
WWE Merger Litigation
