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Insider Debt Repayment: 56,947 MSGE Shares Issued to Dolan Trust

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Charles F. Dolan 2009 Family Trust FBO Patrick F. Dolan reported receiving 56,947 shares of Madison Square Garden Entertainment Corp. (MSGE) Class B common stock on 09/08/2025 as partial repayment of a promissory note. The filing notes Class B shares convert one-for-one into Class A common stock. For the repayment the shares were valued at $41.54 per share, the mean of the high and low trading price for MSGE Class A on the transaction date, implying a reported value of approximately $2.37 million. Following the transaction the reporting person beneficially owned 56,947 shares of Class A common stock (by conversion equivalence). The Form 4 lists the acquisition under code J (repayment of a debt) and identifies the ownership as direct disposal of the underlying Class A equivalent.

Positive

  • Debt repaid through equity helps preserve issuer cash while satisfying obligations
  • Clear disclosure of the transaction code and per‑share valuation ($41.54) provides transparency

Negative

  • Potential dilution if Class B shares are converted to Class A, increasing outstanding Class A equivalents
  • Concentration risk as the shares were issued to an affiliated trust (insider family trust)

Insights

TL;DR: Insider received 56,947 Class B shares as loan repayment, valued at $41.54 each, representing roughly $2.37M in stock.

The transaction is a non‑cash settlement of a promissory note, reported under transaction code J. Because Class B shares convert on a one‑for‑one basis into Class A shares, the economic exposure is equivalent to 56,947 Class A shares. This is a single, discrete repayment event rather than an open market purchase or sale, so market signaling is limited to the fact of debt repayment to an affiliated trust. Impact on share count and potential float is minimal relative to large-cap equity, but the conversion feature means these shares can increase the number of voting/non‑voting equivalents if converted.

TL;DR: A related trust received equity in satisfaction of debt, a common insider financing resolution with modest governance implications.

This disclosure documents alignment of debt settlement via equity rather than cash, which can preserve issuer liquidity. The filing identifies the reporting person as an affiliated trust and shows direct beneficial ownership after the transaction. There is no indication of a change in control, executive departure, or unusual transfer restrictions disclosed. From a governance standpoint, monitor if these Class B shares are later converted, as conversion changes the class composition but the Form 4 itself does not indicate conversion occurred at filing.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
CHARLES F. DOLAN 2009 FAMILY TRUST FBO PATRICK F. DOLAN

(Last) (First) (Middle)
C/O DOLAN FAMILY OFFICE
340 CROSSWAYS PARK DRIVE

(Street)
WOODBURY NY 11797

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Madison Square Garden Entertainment Corp. [ MSGE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
Member of 13(d) Group
3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (1) 09/08/2025 J(2) 56,947 (1) (1) Class A Common Stock 56,947 (2) 56,947 D
Explanation of Responses:
1. Madison Square Garden Entertainment Corp. Class B Common Stock ("Class B Common Stock") is convertible at the option of the holder on a share for share basis into Madison Square Garden Entertainment Corp. Class A Common Stock ("Class A Common Stock").
2. On September 8, 2025, the Reporting Person received the shares of Class B Common Stock in partial repayment of a promissory note. For purposes of the repayment, the shares were valued at $41.54 per share, the mean of the high and low trading price for the Class A Common Stock on September 8, 2025.
CHARLES F. DOLAN 2009 FAMILY TRUST FBO PATRICK F. DOLAN By: /s/ Brian G. Sweeney, Attorney-in-fact 09/10/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction was reported for MSGE by the Dolan family trust?

The trust received 56,947 Class B shares of Madison Square Garden Entertainment Corp. as partial repayment of a promissory note.

How was the MSGE stock valued in the Form 4?

The shares were valued at $41.54 per share, the mean of the high and low trading price for MSGE Class A on 09/08/2025.

Does the reported Class B stock affect Class A shares of MSGE?

Class B stock is convertible on a one‑for‑one basis into Class A, so conversion would increase Class A equivalents; the filing records 56,947 Class A equivalent shares following the transaction.

What does transaction code J mean on the Form 4?

Transaction code J denotes a transaction resulting from the repayment of a debt.

Who filed the Form 4 for MSGE?

The Form 4 was filed on behalf of Charles F. Dolan 2009 Family Trust FBO Patrick F. Dolan (reported by an attorney‑in‑fact).
MADISON SQUARE GRDN ENTERTNMNT

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