LYV: Leadership change

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 30, 2026, Live Nation Entertainment, Inc. (the “ Company ”) and Michael Rapino entered into an amended and restated employment agreement (the “ Employment Agreement ”), pursuant to which Mr. Rapino will continue to serve as President and Chief Executive Officer and as a member of the Board of Directors (the “ Board ”) of the Company. The term of the Employment Agreement is effective as of October 1, 2026 (the “ Effective Date ”), and ends on December 31, 2031. The Employment Agreement amends, restates, and supersedes Mr. Rapino’s existing employment agreement; provided that the existing employment agreement continues to govern Mr. Rapino’s annual cash performance bonus and annual performance-based equity award for calendar year 2026 and the treatment of his equity awards that were outstanding as of the Effective Date (the “ Prior Awards ”). The terms of the Employment Agreement were unanimously approved by the Board, with Mr. Rapino abstaining. Under the Employment Agreement, Mr. Rapino’s target annual compensation consists 70% of performance-based compensation (with the majority of that requiring strong operating performance or stockholder returns to achieve the maximum payment), 25% of time-based equity awards that vest over a five-year period, and 5% of guaranteed salary. Mr. Rapino will continue to receive an annual base salary of $3,000,000, and commencing in 2027 will continue to be eligible to receive an annual cash performance bonus based on the achievement of a Company adjusted operating income performance target established annually by the Compensation Committee of the Board (the “ Compensatio