SEC Form 4 · accession 0001209191-18-051438
Madison Square Garden Sports Corp. · MSGS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
James Lawrence Dolan
Officer — Executive Chairman · Director · Other
Kristin A Dolan
Director
Period of report
Sep 14, 2018
Accepted (ET)
Sep 18, 2018 · 4:12 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001636519
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2,F3 | Sep 14, 2018 | M | 7,087 | $0.00 | A | 149,659 | D | |
| Class A Common StockF2,F3 | Sep 14, 2018 | F | 3,470 | $309.10 | D | 146,189 | D | |
| Class A Common StockF5 | holding | — | — | — | 7,604 | I | By Spouse | |
| Class A Common StockF6 | holding | — | — | — | 1,051 | I | By Members of Household | |
| Class A Common StockF7 | holding | — | — | — | 491 | I | By Minor Children |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F8,F1 | — | Sep 14, 2018 | M | 7,087 | D | — | Sep 15, 2019 | Class A Common Stock | 7,087 | 7,087 | D |
Explanation of responses
- F1Each restricted stock unit ("RSU") was granted on September 26, 2016 under The Madison Square Garden Company ("MSG") 2015 Employee Stock Plan. One-third of the RSUs vested and were settled on September 26, 2017. One-third of the RSUs vested and were settled on September 14, 2018. One-third of the RSUs will vest on September 15, 2019.
- F2Includes shares held jointly with spouse.
- F3Securities held directly by James L. Dolan, Kristin A. Dolan's spouse or jointly by James L. Dolan and Kristin A. Dolan. Ms. Dolan disclaims beneficial ownership of these securities beneficially owned or deemed to be beneficially owned by Mr. Dolan (other than securities held jointly with her spouse) and this report shall not be deemed to be an admission that she is, for the purposes of Section 16 or for any other purpose, the beneficial owner of such securities.
- F4Represents RSUs of MSG withheld to satisfy tax withholding obligations in connection with the vesting of RSUs described in footnote 1 above, exempt under Rule 16b-3.
- F5Securities held directly by Kristin A. Dolan, James L. Dolan's spouse. Mr. Dolan disclaims beneficial ownership of these securities beneficially owned or deemed to be beneficially owned by Ms. Dolan (other than securities in which he has a direct pecuniary interest) and this report shall not be deemed to be an admission that Mr. Dolan is, for the purposes of Section 16 or for any other purpose, the beneficial owner of such securities.
- F6Reporting Persons disclaim beneficial ownership of all securities of MSG beneficially owned and deemed to be beneficially owned by members of their household and this filing shall not be deemed an admission that Reporting Persons are, for the purposes of Section 16 or for any other purpose, the beneficial owner of such securities.
- F7Reporting Persons disclaim beneficial ownership of all securities of MSG beneficially owned and deemed to be beneficially owned by their minor children and this filing shall not be deemed an admission that Reporting Persons are, for the purposes of Section 16 or for any other purpose, the beneficial owner of such securities.
- F8Each RSU is granted under MSG 2015 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof.