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TKO REVEALS DETAILS ON WHAT INTELLECTUAL PROPERTY THE ROCK NOW OWNS

By Mike Johnson on 2024-02-27 19:15:00

In today's WWE 2023 Earnings release, the following was stated regarding the intellectual property assigned to Dwayne "The Rock" Johnson:

"On January 22, 2024 (the “Effective Date”), the Company and WWE entered into an IP Assignment Agreement with certain affiliates of Mr. Johnson, pursuant to which WWE assigned to Mr. Johnson (via one of his affiliates) “The Rock” trademark and certain related trademarks, service marks, ring names, taglines and other intellectual property assets (the “Assigned IP”). On the Effective Date, WWE also entered into an Independent Services Contractor and Merchandising Agreement with Mr. Johnson and certain of his affiliates (the “Johnson Services Agreement”), pursuant to which Mr. Johnson agreed to provide to WWE certain promotional and other services. Under the terms of the Johnson Services Agreement, Mr. Johnson further agreed to license the Assigned IP and Mr. Johnson’s name, likeness and certain other intellectual property rights to WWE for use in connection with certain categories of licensed products related to professional wrestling for up to 10 years, subject to certain earlier termination rights. As consideration for Mr. Johnson’s services pursuant to the Johnson Services Agreement, and in respect of the intellectual property grants and licenses made by Mr. Johnson and his affiliates in connection therewith, Mr. Johnson received an award of restricted stock units in respect of Class A common stock, in an amount equal to $30,000,007 (the “Johnson Equity Award”). Subject to certain forfeiture and acceleration events, the Johnson Equity Award will vest as follows: 25% on the Effective Date; 25% upon completion of certain services described in the Services Agreement; 25% on December 31, 2024; and the remaining 25% in equal monthly installments from January 31, 2025 through December 31, 2025. Prior to the Effective Date, Mr. Johnson received annual royalties from WWE in connection with his appearances in WWE-produced content, merchandise, and other services performed for WWE. For the year ended December 31, 2023, Mr. Johnson received royalties in an aggregate amount of approximately $491,000. Following the Effective Date, Mr. Johnson will continue to receive such annual royalties from WWE and will be entitled to receive royalties in connection with the sale of licensed products that utilize the Assigned IP and his name, likeness and other intellectual property rights in accordance with the Johnson Services Agreement."

An SEC filing in regard to the intellectual property noted:

"Rock IP” means any and all Intellectual Property Rights throughout the world at any time owned by the TKO Group Parties, or any of their respective Affiliates, whether registered or unregistered, relating to (a) the following ring names and taglines: “The Rock”, “Rocky Maivia”, “Team Corporate”, “Rock Nation”, “The Nation”, “Roody Poo”, “Candy Ass”, “Jabroni”, “If you smell what The Rock is cooking”, “The Samoan Sensation”, “The Blue Chipper”, “The Brahma Bull”, “The People’s Champion”, “The Great One”, “Know Your Role and Shut Your Mouth”, “Team Bring It”, “The Rock Just Bring It”, “The People’s Elbow”, “Rock Bottom”, “Finally, The Rock has come back to ...”, “It doesn’t matter what…”, “Blue Hell”, “The millions… (and millions)”, “Rockpocalypse”, “Project Rock” and “The most electrifying man in sports and entertainment”, (b) the logos and all other Intellectual Property Rights set forth on Schedule A,   (c) all other service marks and trademarks relating to the items in clause (a) and (b) and (c) all other nicknames, caricatures, voice, signature, gestures, routines, costumes or parts of costumes, accessories, crowns, relating to the items in clause (a) , (b) or (c).

For the avoidance of doubt, the “Rock IP” does not include any photographic, audio and/or audiovisual footage of Dwayne Johnson embodied in the copyrighted works of WWE, nor does the “Rock IP” include any photographs, audio and/or audiovisual footage of Dwayne Johnson created by WWE in connection Dwayne Johnson’s services under the terms of the Services Agreement."

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