SEC Form 4 · accession 0001193125-26-394309
Madison Square Garden Entertainment Corp. · MSGE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Philip Gerard D'Ambrosio
Officer — EVP and Treasurer
Period of report
Sep 15, 2026
Accepted (ET)
Sep 17, 2026 · 4:05 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001952073
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Sep 15, 2026 | M | 6,227 | $0.00 | A | 21,624 | D | |
| Class A Common StockF2 | Sep 15, 2026 | M | 6,008 | $0.00 | A | 27,632 | D | |
| Class A Common StockF3 | Sep 15, 2026 | M | 6,143 | $0.00 | A | 33,775 | D | |
| Class A Common Stock | Sep 15, 2026 | F | 8,948 | $80.89 | D | 24,827 | D | |
| Class A Common StockF5 | Sep 15, 2026 | M | 19,913 | $0.00 | A | 44,740 | D | |
| Class A Common Stock | Sep 15, 2026 | F | 10,165 | $80.89 | D | 34,575 | D | |
| Class A Common StockF7 | holding | — | — | — | 125 | I | By Daughter | |
| Class A Common StockF7 | holding | — | — | — | 125 | I | By Son | |
| Class A Common StockF7 | holding | — | — | — | 125 | I | By Son |
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 | — | Sep 15, 2026 | M | 6,227 | D | — | Sep 15, 2026 | Class A Common Stock | 6,227 | 0 | D |
| Restricted Stock UnitsF2 | — | Sep 15, 2026 | M | 6,008 | D | — | Sep 15, 2027 | Class A Common Stock | 6,008 | 6,008 | D |
| Restricted Stock UnitsF3 | — | Sep 15, 2026 | M | 6,143 | D | — | Sep 15, 2028 | Class A Common Stock | 6,143 | 12,288 | D |
| Performance Restricted Stock UnitsF5 | — | Sep 15, 2026 | M | 19,913 | D | — | Sep 15, 2026 | Class A Common Stock | 19,913 | 0 | D |
Explanation of responses
- F1Each restricted stock unit ("RSU") was granted on September 1, 2023 under the Madison Square Garden Entertainment Corp. ("MSGE") 2023 Employee Stock Plan (the "2023 Employee Stock Plan") and represents a right to receive one share of MSGE 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 vested and were settled on September 15, 2025. The remaining one-third of the RSUs vested and were settled on September 15, 2026.
- F2Each RSU was granted on August 27, 2024 under the 2023 Employee Stock Plan and represents a right to receive one share of MSGE Class A Common Stock or the cash equivalent thereof. One-third of the RSUs vested and were settled on September 15, 2025. One-third of the RSUs vested and were settled on September 15, 2026. The remaining one-third of the RSUs are scheduled to vest and settle on September 15, 2027.
- F3Each RSU was granted on August 25, 2025 under the 2023 Employee Stock Plan and represents a right to receive one share of MSGE Class A Common Stock or the cash equivalent thereof. One-third of the RSUs vested and were settled on September 15, 2026. One-third of the RSUs are scheduled to vest and settle on September 15, 2027. The remaining one-third of the RSUs are scheduled to vest and settle on September 15, 2028.
- F4Represents RSUs of MSGE withheld to satisfy tax withholding obligations in connection with the vesting of RSUs described in footnotes 1, 2 and 3 above, exempt under Rule 16b-3.
- F5Each performance restricted stock unit ("PSU") was granted on September 1, 2023 under the MSGE 2023 Employee Stock Plan and represents a right to receive one share of MSGE Class A Common Stock or the cash equivalent thereof. The performance conditions were satisfied on August 26, 2026 and the PSUs vested and were settled on September 15, 2026.
- F6Represents PSUs of MSGE withheld to satisfy tax withholding obligations in connection with the vesting of PSUs described in footnote 5 above, exempt under Rule 16b-3.
- F7The reporting person disclaims beneficial ownership of the securities held by his children, and this report shall not be deemed an admission that the reporting person is the beneficial owner of securities for purposes of Section 16 or for any other purpose.