Andrea Greenberg - Sep 13, 2024 Form 4 Insider Report for Sphere Entertainment Co. (SPHR)

Role
President/CEO-MSG Networks
Signature
/s/ Mark C. Cresitello, Attorney-in-Fact for Andrea Greenberg
Stock symbol
SPHR
Transactions as of
Sep 13, 2024
Transactions value $
-$837,970
Form type
4
Date filed
9/17/2024, 05:00 PM
Previous filing
Aug 29, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SPHR Class A Common Stock Options Exercise $0 +5.84K +7.61% $0.00 82.5K Sep 13, 2024 Direct F1
transaction SPHR Class A Common Stock Options Exercise $0 +6.59K +7.99% $0.00 89.1K Sep 13, 2024 Direct F2
transaction SPHR Class A Common Stock Options Exercise $0 +10.8K +12.1% $0.00 99.9K Sep 13, 2024 Direct F3
transaction SPHR Class A Common Stock Tax liability -$477K -11.3K -11.32% $42.23 88.6K Sep 13, 2024 Direct F4
transaction SPHR Class A Common Stock Options Exercise $0 +17.5K +19.81% $0.00 106K Sep 13, 2024 Direct F5
transaction SPHR Class A Common Stock Tax liability -$361K -8.54K -8.05% $42.23 97.6K Sep 13, 2024 Direct F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SPHR Restricted Stock Units Options Exercise $0 -5.84K -100% $0.00 0 Sep 13, 2024 Class A Common Stock 5.84K Direct F1
transaction SPHR Restricted Stock Units Options Exercise $0 -6.59K -50% $0.00 6.59K Sep 13, 2024 Class A Common Stock 6.59K Direct F2
transaction SPHR Restricted Stock Units Options Exercise $0 -10.8K -33.33% $0.00 21.6K Sep 13, 2024 Class A Common Stock 10.8K Direct F3
transaction SPHR Performance Restricted Stock Units Options Exercise $0 -17.5K -100% $0.00 0 Sep 13, 2024 Class A Common Stock 17.5K Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit ("RSU") was granted on August 27, 2021 under the MSG Networks Inc. 2010 Employee Stock Plan, as amended and assumed by Sphere Entertainment Co. ("SPHR") (the "MSGN 2010 Employee Stock Plan"), and represents a right to receive one share of SPHR Class A Common Stock or the cash equivalent thereof. One-third of the RSUs vested and were settled on September 15, 2022. One-third of the RSUs vested and were settled on September 15, 2023. The remaining one-third of the RSUs vested and were settled on September 13, 2024, in each case, other than the RSUs that vested and were settled for FICA taxes in November 2021.
F2 Each RSU was granted on August 31, 2022 under the MSGN 2010 Employee Stock Plan and represents a right to receive one share of SPHR Class A Common Stock or the cash equivalent thereof. One-third of the RSUs vested and were settled on September 15, 2023. One-third of the RSUs vested and were settled on September 13, 2024. The remaining one-third of the RSUs are scheduled to vest and settle on September 15, 2025, in each case, other than the RSUs that vested and were settled for FICA taxes in August 2022.
F3 Each RSU was granted on September 1, 2023 under the MSGN 2010 Employee Stock Plan and represents a right to receive one share of SPHR Class A Common Stock or the cash equivalent thereof. One-third of the RSUs vested and were settled on September 13, 2024. One-third of the RSUs are scheduled to vest and settle on September 15, 2025. The remaining one-third of the RSUs are scheduled to vest and settle on September 15, 2026, in each case, other than the RSUs that vested and were settled for FICA taxes in September 2023.
F4 Represents RSUs of SPHR withheld to satisfy tax withholding obligations in connection with the vesting and settlement of RSUs described in footnotes 1, 2 and 3, exempt under Rule 16b-3.
F5 Each performance restricted stock unit ("PSU") was granted on August 27, 2021 under the MSGN 2010 Employee Stock Plan and represents a right to receive one share of SPHR Class A Common Stock or the cash equivalent thereof. The Compensation Committee of the Board of Directors of SPHR deemed such PSUs earned at 100% of target on March 27, 2024. The PSUs vested and were settled on September 13, 2024, other than the PSUs that vested and were settled for FICA taxes in March 2024.
F6 Represents PSUs of SPHR withheld to satisfy tax withholding obligations in connection with the vesting and settlement of PSUs described in footnote 5, exempt under Rule 16b-3.