Madison Square Garden EVP settles 38K stock units
MSGE’s EVP and Treasurer converted RSUs and PSUs into common stock, with a significant portion of shares withheld to cover tax obligations.
Rhea-AI Filing Summary
Madison Square Garden Entertainment Corp. (MSGE) reported that EVP and Treasurer Philip Gerard D'Ambrosio exercised or settled 38,291 stock-based units into Class A Common Stock on September 15, 2026, including RSUs and performance RSUs granted under the 2023 Employee Stock Plan.
On the same date, 19,113 shares of Class A Common Stock were withheld to satisfy tax withholding obligations related to these vestings. A remaining 125 shares are reported as held indirectly by his daughter, with D'Ambrosio disclaiming beneficial ownership of securities held by his children. No Rule 10b5-1 trading plan is reported.
Positive
- None.
Negative
- None.
Insider Trade Summary
38,291 shares exercised/converted
Exercise
13 txns
Insider
D'Ambrosio Philip Gerard
Role
EVP and Treasurer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units F1 | 6,227 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F2 | 6,008 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F3 | 6,143 | $0.00 | $0.00 |
| Exercise | Performance Restricted Stock Units F5 | 19,913 | $0.00 | $0.00 |
| Exercise | Class A Common Stock F1 | 6,227 | $0.00 | $0.00 |
| Exercise | Class A Common Stock F2 | 6,008 | $0.00 | $0.00 |
| Exercise | Class A Common Stock F3 | 6,143 | $0.00 | $0.00 |
| Tax Withholding | Class A Common Stock F4 | 8,948 | $80.89 | $724K |
| Exercise | Class A Common Stock F5 | 19,913 | $0.00 | $0.00 |
| Tax Withholding | Class A Common Stock F6 | 10,165 | $80.89 | $822K |
| holding | Class A Common Stock F7 | -- | -- | -- |
| holding | Class A Common Stock F7 | -- | -- | -- |
| holding | Class A Common Stock F7 | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 18,296 contracts (Direct);
Performance Restricted Stock Units — 0 contracts (Direct);
Class A Common Stock — 34,575 shares (Direct);
Class A Common Stock — 125 shares (Indirect, By Daughter);
Class A Common Stock — 250 shares (Indirect, By Son)
Footnotes (7)
- F1. Each 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.
- F2. Each 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.
- F3. Each 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.
- F4. Represents 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.
- F5. Each 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.
- F6. Represents 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.
- F7. The 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.
Key Figures
Total units exercised or settled: 38,291 units
RSUs exercised from September 1, 2023 grant: 6,227 units
RSUs exercised from August 27, 2024 grant: 6,008 units
+5 more
8 metrics
Total units exercised or settled
38,291 units
RSUs and performance RSUs converted into MSGE Class A Common Stock on September 15, 2026
RSUs exercised from September 1, 2023 grant
6,227 units
Final third of RSUs granted under 2023 Employee Stock Plan vested and settled on September 15, 2026
RSUs exercised from August 27, 2024 grant
6,008 units
Second third of RSUs vested and settled on September 15, 2026
RSUs exercised from August 25, 2025 grant
6,143 units
First third of RSUs vested and settled on September 15, 2026
Performance RSUs settled
19,913 units
PSUs granted September 1, 2023; performance met August 26, 2026; vested and settled September 15, 2026
Shares withheld for RSU tax obligations
8,948 shares
Class A Common Stock withheld at $80.89 per share for RSU tax withholding on September 15, 2026
Shares withheld for PSU tax obligations
10,165 shares
Class A Common Stock withheld at $80.89 per share for PSU tax withholding on September 15, 2026
Indirect holdings by daughter
125 shares
Class A Common Stock held indirectly by daughter after transactions; beneficial ownership disclaimed
Key Terms
Restricted Stock Units, Performance restricted stock unit, tax withholding obligations, Rule 16b-3, +2 more
6 terms
Restricted Stock Units financial
"Each restricted stock unit ("RSU") was granted on September 1, 2023"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance restricted stock unit financial
"Each performance restricted stock unit ("PSU") was granted on September 1, 2023"
tax withholding obligations financial
"withheld to satisfy tax withholding obligations in connection with the vesting"
Rule 16b-3 regulatory
"withheld to satisfy tax withholding obligations ... exempt under Rule 16b-3"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
Section 16 regulatory
"beneficial owner of securities for purposes of Section 16 or for any other purpose"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
2023 Employee Stock Plan financial
"under the Madison Square Garden Entertainment Corp. ("MSGE") 2023 Employee Stock Plan"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What equity awards did MSGE EVP and Treasurer D'Ambrosio exercise on September 15, 2026?
On September 15, 2026, D'Ambrosio exercised or settled 38,291 stock-based units, including RSUs and performance RSUs, into MSGE Class A Common Stock under the company’s 2023 Employee Stock Plan.
Were D'Ambrosio’s MSGE transactions under a Rule 10b5-1 plan?
No. The filing indicates that no Rule 10b5-1 trading plan is reported for these September 15, 2026 transactions in MSGE securities.
What performance RSUs did D'Ambrosio settle in MSGE stock?
D'Ambrosio settled 19,913 performance restricted stock units granted on September 1, 2023 after performance conditions were satisfied on August 26, 2026, with the PSUs vesting and settling into MSGE Class A Common Stock on September 15, 2026.
What indirect MSGE holdings by D'Ambrosio’s family are disclosed?
The filing shows 125 shares of MSGE Class A Common Stock held indirectly by his daughter, and notes that D'Ambrosio disclaims beneficial ownership of securities held by his children.
What RSU vesting schedule is disclosed for MSGE awards to D'Ambrosio?
Footnotes describe RSUs granted in 2023–2025 under the 2023 Employee Stock Plan, vesting in three annual tranches on dates including September 13, 2024, and September 15 of 2025, 2026, 2027, and 2028, with each RSU representing one share or cash equivalent.
AI-generated analysis. How Rhea-AI works. Not financial advice.
