SEC Form 4 · accession 0001209191-15-075775
MSG NETWORKS INC. · MSGN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James Lawrence Dolan
Officer — Executive Chairman · Director · Other
Period of report
Oct 14, 2015
Accepted (ET)
Oct 16, 2015 · 4:57 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001469372
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F4 | — | Oct 14, 2015 | J | 1,630 | A | — | Sep 11, 2018 | Class A Common Stock | 1,630 | 13,640 | D |
Explanation of responses
- F1Each restricted stock unit is granted under the MSG Networks Inc. 2010 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof.
- F2In connection with the distribution by MSG Networks Inc. (formerly, The Madison Square Garden Company, and referred to herein as "MSG Networks") of all of the outstanding common stock of The Madison Square Garden Company (formerly, MSG Spinco, Inc. and referred to herein as "MSG") to its stockholders (the "Distribution"), the Reporting Person's restricted stock units granted under the 2010 Employee Stock Plan after July 1, 2015 were adjusted in a transaction exempt under Rules 16a-9 or 16b-6 and 16b-3. (The remainder of the footnote is in footnote (3) below.)
- F3In connection with the Distribution, the number of such restricted stock units previously granted on September 11, 2015 was adjusted to equal 30% multiplied by the number of restricted stock units before the Distribution multiplied by the volume weighted average prices of the MSG Networks Class A Common Stock over the 10 trading days immediately preceding the Distribution date and divided by the volume weighted average prices of the MSG Networks Class A Common Stock over the 10 trading days immediately following the Distribution date.
- F4The restricted stock units are scheduled to vest in three equal installments on September 11, 2016, September 11, 2017 and September 11, 2018, subject to the achievement of certain performance measures.
Remarks
Kristin A. Dolan is not a Reporting Person for Section 16 purposes.