Kathleen M. Dolan - Apr 20, 2023 Form 4 Insider Report for Madison Square Garden Entertainment Corp. (MSGE)

Role
Member of 13(d) Group
Signature
/s/ Richard Baccari, as Attorney-in-Fact for Kathleen M. Dolan
Stock symbol
MSGE
Transactions as of
Apr 20, 2023
Transactions value $
$0
Form type
4
Date filed
4/21/2023, 04:26 PM
Previous filing
Apr 3, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MSGE Common Stock Other -1K -100% 0 Apr 20, 2023 By Sphere Entertainment Co. and its subsidiaries F1
transaction MSGE Class A Common Stock Other +2.38K 2.38K Apr 20, 2023 Direct F2, F3
transaction MSGE Class A Common Stock Other +936 936 Apr 20, 2023 By Children F2, F3, F4
transaction MSGE Class A Common Stock Other +137K 137K Apr 20, 2023 By Trusts F2, F3, F5

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 MSGE Class B Common Stock Other +2.76M 2.76M Apr 20, 2023 Class A Common Stock 2.76M By Trusts F5, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Relates to the spin-off of Madison Square Garden Entertainment Corp. (formerly MSGE Spinco, Inc., and referred to herein as "MSGE") from Sphere Entertainment Co. (formerly Madison Square Garden Entertainment Corp., and referred to herein as "SPHR"), which occurred on April 20, 2023. To effect the spin-off, the issued and outstanding common stock of MSGE was recapitalized into MSGE's Class A common stock ("Class A Common Stock") and Class B common stock ("Class B Common Stock") in a transaction exempt under Rule 16b-7, and following such transaction, SPHR distributed Class A Common Stock and Class B Common Stock to its stockholders (the "Distribution") in a transaction exempt under Rule 16a-9.
F2 Represents Class A Common Stock received by the Reporting Person in connection with the Distribution in a transaction exempt under Rule 16a-9.
F3 Reflects a transfer of shares previously owned directly by SPHR and its subsidiaries exempt under Rule 16a-13.
F4 The Reporting Person disclaims beneficial ownership of all shares of MSGE beneficially owned or deemed to be beneficially owned by the Reporting Person as custodian for her children, and this filing shall not be deemed an admission that she is, for purposes of Section 16 or for any other purpose, the beneficial owner of such securities.
F5 Reflects securities held by trusts for which the Reporting Person serves as co-trustee. The Reporting Person disclaims beneficial ownership of all shares of MSGE beneficially owned or deemed to be beneficially owned by the trusts, and this report shall not be deemed to be an admission that she is, for purposes of Section 16 or for any other purpose, the beneficial owner of such securities.
F6 MSGE Class B Common Stock is convertible at the option of the holder on a share for share basis into MSGE Class A Common Stock.
F7 Represents Class B Common Stock received in connection with the Distribution in a transaction exempt under Rule 16a-9.