James L. Dolan - 04 May 2023 Form 4 Insider Report for Madison Square Garden Entertainment Corp. (MSGE)

Role
Executive Chairman and CEO, Director, Member of 13(d) Group
Signature
/s/ James L. Dolan
Issuer symbol
MSGE
Transactions as of
04 May 2023
Net transactions value
$0
Form type
4
Filing time
08 May 2023, 16:05:20 UTC
Previous filing
21 Apr 2023
Next filing
20 Jun 2023
SEC
View on sec.gov

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 Options (Right to Buy) Other $0 +184,150 $0.000000 184,150 04 May 2023 Class A Common Stock 184,150 $55.69 Direct F1, F2, F3, F4
transaction MSGE Options (Right to Buy) Other $0 +146,349 $0.000000 146,349 04 May 2023 Class A Common Stock 146,349 $67.54 Direct F1, F2, F3, F4
transaction MSGE Options (Right to Buy) Other $0 +108,630 $0.000000 108,630 04 May 2023 Class A Common Stock 108,630 $78.32 Direct F1, F2, F3, F4
transaction MSGE Options (Right to Buy) Other $0 +191,110 $0.000000 191,110 04 May 2023 Class A Common Stock 191,110 $44.78 Direct F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 In connection with the Distribution (as defined below), all outstanding options (each, a "SPHR option") held by the Reporting Person to purchase shares of Class A Common Stock of Sphere Entertainment Co. (formerly Madison Square Garden Entertainment Corp. and referred to herein as "SPHR") were adjusted pursuant to the anti-dilution provisions of the SPHR 2020 Employee Stock Plan, as amended, such that the Reporting Person received one option to purchase shares of Class A Common Stock of Madison Square Garden Entertainment Corp. (formerly MSGE Spinco, Inc. and referred to herein as "MSGE") for each SPHR option held at the time of the Distribution.
F2 The exercise price was determined by allocating the exercise price for the SPHR option under the SPHR 2020 Employee Stock Plan, as amended, between the outstanding SPHR option and the newly granted MSGE option based upon the volume weighted average prices of the SPHR Class A Common Stock and the MSGE Class A Common Stock over the ten trading days immediately following the distribution by SPHR of outstanding common stock of MSGE to its stockholders (the "Distribution") in a transaction exempt under Rules 16a-9 and 16b-3. Such adjustments were designed to preserve the value associated with the SPHR option prior to the Distribution.
F3 Represents options to purchase Class A Common Stock received by the Reporting Person in connection with the Distribution and granted pursuant to the MSGE 2023 Employee Stock Plan in a transaction exempt under Rules 16a-9 and 16b-3.
F4 Pursuant to the terms of the Reporting Person's SPHR options award, the entire award had vested and was fully exercisable as of the date of this filing.