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[Form 4] Madison Square Garden Entertainment Corp. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Madison Square Garden Entertainment Corp. executive and EVP & General Counsel Laura Franco reported multiple restricted stock unit (RSU) transactions on 09/15/2025 for Class A Common Stock (MSGE). Several RSU grants vested and were settled for no cash purchase price: 1,246, 9,465, and 3,004 RSUs were reported as acquired (vesting settlements). Separately, 6,000 shares were withheld and disposed to satisfy tax withholding at a price of $43.94 per share. Following these entries (and a prior correction of an understatement of 45 shares), Ms. Franco beneficially owns 12,980 shares as reported.

Positive
  • RSU vesting executed as scheduled, converting equity awards into shares on 09/15/2025
  • Prior reporting error corrected (45-share understatement) improving disclosure accuracy
  • Tax withholding handled through share withholding under standard procedures (Rule 16b-3 exemption)
Negative
  • Net shares reduced by withholding: 6,000 shares disposed at $43.94 to satisfy tax obligations
  • Concentrated insider holdings remain but form does not provide broader context on total ownership or potential dilution

Insights

TL;DR: Form 4 discloses routine RSU vesting, a tax-withholding sale, and a corrected prior reporting error.

The filing documents non-derivative settlement of RSUs that vested on 09/15/2025 and related withholding of 6,000 shares at $43.94 to satisfy taxes, a common practice under equity compensation plans and exempt under Rule 16b-3. The filing also corrects a prior typographical understatement of 45 shares. All transactions are documented with grant dates, vesting schedules, and resulting beneficial ownership counts, reducing procedural risk from reporting inaccuracies.

TL;DR: Multiple RSU settlements increased realized share holdings while tax-withholding reduced net shares; vesting schedules remain scheduled through 2027.

The disclosure shows RSUs granted in April and August 2024 with staggered vesting: portions vested and settled on 09/13/2024 and 09/15/2025, with remaining tranches scheduled for 09/15/2026 and 09/15/2027 depending on grant. The 6,000-share withholding at $43.94 is a standard net-share settlement to meet tax obligations and is explicitly noted as exempt under Rule 16b-3. The corrected 45-share understatement improves historical reporting accuracy.

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*
Franco Laura

(Last) (First) (Middle)
2 PENNSYLVANIA PLAZA

(Street)
NEW YORK NY 10121

(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
X Officer (give title below) Other (specify below)
EVP & General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025
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
Class A Common Stock 09/15/2025 M 1,246 A $0(1) 6,511(5) D
Class A Common Stock 09/15/2025 M 9,465 A $0(2) 15,976 D
Class A Common Stock 09/15/2025 M 3,004 A $0(3) 18,980 D
Class A Common Stock 09/15/2025 F(4) 6,000 D $43.94 12,980 D
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
Restricted Stock Units (1) 09/15/2025 M 1,246 (1) 09/13/2026 Class A Common Stock 1,246 $0 1,246 D
Restricted Stock Units (2) 09/15/2025 M 9,465 (2) 09/15/2027 Class A Common Stock 9,465 $0 6,627 D
Restricted Stock Units (3) 09/15/2025 M 3,004 (3) 09/15/2027 Class A Common Stock 3,004 $0 6,008 D
Explanation of Responses:
1. Each restricted stock unit ("RSU") was granted on April 24, 2024 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 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 are scheduled to vest and settle on September 15, 2026.
2. Each RSU was granted on April 24, 2024 under the 2023 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof. 32% of the RSUs vested and were settled on September 13, 2024. 40% of the RSUs vested and were settled on September 15, 2025, 24% of the RSUs are scheduled to vest and settle on on September 15, 2026 and 4% on September 15, 2027.
3. Each RSU was granted on August 27, 2024 under the 2023 Employee Stock Plan and represents a right to receive one share of 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 are scheduled to vest and settle on September 15, 2026. The remaining one-third of the RSUs are scheduled to vest and settle on September 15, 2027.
4. Represents RSUs of MSGE withheld to satisfy tax withholding obligations in connection with the vesting of RSUs described in footones 1, 2 and 3 above, exempt under Rule 16b-3.
5. On the Reporting Person's Form 4 filed September 17, 2024, the number of shares of Class A Common Stock were understated by 45 shares due to an inadvertent typographical error when reporting the vesting and settlement of certain restricted stock units on September 13, 2024. The amount reflected here corrects that misstatement, after taking account of the transaction reported in this row of this Form 4.
/s/ Mark C. Cresitello, Attorney-in-Fact for Laura Franco 09/17/2025
** 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 RSU transactions did Laura Franco report for MSGE on 09/15/2025?

The Form 4 reports settlement of RSUs for 1,246, 9,465, and 3,004 Class A shares on 09/15/2025, reflecting vesting events from grants in April and August 2024.

Why were 6,000 MSGE shares disposed of and at what price?

6,000 shares were withheld and disposed to satisfy tax withholding obligations at a price of $43.94 per share, as disclosed on the Form 4.

Did the filing correct any prior reporting errors for MSGE insider holdings?

Yes, the filing corrects a prior typographical understatement of 45 shares reported on a Form 4 filed 09/17/2024.

What is Laura Franco's beneficial ownership of MSGE Class A shares after these transactions?

The Form 4 reports that Ms. Franco beneficially owns 12,980 Class A Common Stock shares following the reported transactions.

Are the RSU vesting schedules fully completed?

No. The filing shows remaining scheduled vesting dates for certain RSUs on 09/15/2026 and 09/15/2027 per the grant terms.
MADISON SQUARE GRDN ENTERTNMNT

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