Dawn Darino - Jul 9, 2021 Form 4 Insider Report for MSG NETWORKS INC. (MSGN)

Role
SVP, Controller & PAO
Signature
/s/ Mark C. Cresitello, Attorney-in-Fact for Dawn Darino-Gorski
Stock symbol
MSGN
Transactions as of
Jul 9, 2021
Transactions value $
$0
Form type
4
Date filed
7/13/2021, 04:34 PM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MSGN Class A Common Stock Disposed to Issuer -24.9K -100% 0 Jul 9, 2021 Direct F1

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 MSGN Restricted Stock Units Disposed to Issuer -20K -100% 0 Jul 9, 2021 Class A Common Stock 20K Direct F2, F3, F4
transaction MSGN Restricted Stock Units Disposed to Issuer -8.14K -100% 0 Jul 9, 2021 Class A Common Stock 8.14K Direct F2, F3, F5
transaction MSGN Restricted Stock Units Disposed to Issuer -2.88K -100% 0 Jul 9, 2021 Class A Common Stock 2.88K Direct F2, F3, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Dawn Darino is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Represents shares of Class A Common Stock of MSG Networks Inc. ("MSGN") disposed of as a result of the conversion of MSGN Class A Common Stock to Class A Common Stock of Madison Square Garden Entertainment Corp. ("MSGE") pursuant to the closing of the merger contemplated by the Agreement and Plan of Merger, dated as of March 25, 2021, by and among MSGE, Broadway Sub Inc. and MSGN (the "Merger"), a transaction exempt under Rule 16b-3, calculated based on (x) the number of shares of MSGN Class A Common Stock multiplied by (y) 0.172, and rounded up to the next whole share. On July 8, 2021 (the day prior to the Merger), the closing price of one share of MSGE Class A Common Stock was $82.28.
F2 Each MSGN restricted stock unit represented a right to receive one share of MSGN Class A Common Stock or the cash equivalent thereof.
F3 Represents MSGN restricted stock units ("MSGN RSUs") disposed of as a result of the conversion of MSGN RSUs to MSGE restricted stock units pursuant to the closing of the Merger, a transaction exempt under Rule 16b-3, calculated based on (x) the number of shares of MSGN Class A Common Stock subject to such MSGN RSUs, multiplied by (y) 0.172.
F4 The MSGN RSUs were scheduled to vest and settle in equal installments on September 15, 2021, September 15, 2022 and September 15, 2023.
F5 The MSGN RSUs were scheduled to vest and settle in equal installments on September 15, 2021 and September 15, 2022.
F6 The MSGN RSUs were scheduled to vest and settle on September 15, 2021.