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

Rhea-AI Filing Summary

Philip Gerard D'Ambrosio, EVP and Treasurer of Madison Square Garden Entertainment Corp. (MSGE), reported multiple restricted stock units (RSUs) and performance restricted stock units (PSUs) that vested and were settled on September 15, 2025. The Form 4 shows RSUs and PSUs granted in 2022–2024 were converted into Class A common shares or cash equivalents, with certain shares withheld to satisfy tax withholding obligations and some shares sold at $43.94 per share. After the reported transactions and withholdings, the filing shows 25,679 MSGE Class A shares beneficially owned (including shares held jointly with spouse).

Positive

• Performance conditions satisfied for PSUs granted in 2023, which vested and were settled on September 15, 2025
• RSU tranches vested as scheduled from grants in 2022–2024, indicating compensation plan functioning as intended

Negative

• Reported dispositions (including sales at $43.94) reduced the executive's beneficial ownership to 25,679 shares
• Significant withholding of vested shares to satisfy tax obligations reduced net share receipt

Insights

Corporate Governance Expert

TL;DR: Routine executive equity vesting and withholding, including some sales at $43.94, consistent with compensation and tax obligations.

The Form 4 documents scheduled vesting events and settlements of RSUs and PSUs for an executive officer, with portions withheld to satisfy tax obligations and limited open-market dispositions reported at $43.94 per share. These actions are standard within executive compensation programs and raise no immediate governance red flags based on the disclosed facts; they reflect remuneration realization and tax compliance rather than material operational changes.

Compensation & Securities Analyst

TL;DR: Performance conditions were met and PSUs vested; net holdings decreased following withholding and sales.

PSUs originally tied to Sphere-related grants satisfied performance conditions on August 25, 2025 and were settled on September 15, 2025. Multiple RSU tranches also vested and settled on that date. The filing shows share withholdings and two disposition events (including sales at $43.94) that reduced the executive's reported beneficial ownership to 25,679 shares. This is a routine crystallization of equity compensation value for the officer.

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
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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^*

D'Ambrosio Philip Gerard

(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 and Treasurer

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		2,744	A	$0(1)	14,936(9)	D
Class A Common Stock	09/15/2025		M		259	A	$0(2)	15,195(9)	D
Class A Common Stock	09/15/2025		M		6,227	A	$0(3)	21,422(9)	D
Class A Common Stock	09/15/2025		M		6,007	A	$0(4)	27,429(9)	D
Class A Common Stock	09/15/2025		F(7)		7,609	D	$43.94	19,820	D
Class A Common Stock	09/15/2025		M		8,370	A	$0(5)	28,190(9)	D
Class A Common Stock	09/15/2025		M		791	A	$0(6)	28,981(9)	D
Class A Common Stock	09/15/2025		F(8)		3,302	D	$43.94	25,679	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			2,744	(1)	09/15/2025	Class A Common Stock	2,744	$0	0	D
Restricted Stock Units	(2)	09/15/2025		M			259	(2)	09/15/2025	Class A Common Stock	259	$0	0	D
Restricted Stock Units	(3)	09/15/2025		M			6,227	(3)	09/15/2026	Class A Common Stock	6,227	$0	6,227	D
Restricted Stock Units	(4)	09/15/2025		M			6,007	(4)	09/15/2027	Class A Common Stock	6,007	$0	12,016	D
Performance Restricted Stock Units	(5)	09/15/2025		M			8,370	(5)	09/15/2025	Class A Common Stock	8,370	$0	0	D
Performance Restricted Stock Units	(5)	09/15/2025		M			791	(6)	09/15/2025	Class A Common Stock	791	$0	0	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") was granted on April 20, 2023 under the Madison Square Garden Entertainment Corp. ("MSGE") 2023 Employee Stock Plan (the "2023 Employee Stock Plan") in respect of an RSU granted by Sphere Entertainment Co. ("SPHR") on August 31, 2022, 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, 2023. One-third of the RSUs vested and were settled on September 13, 2024. The remaining one-third of the RSUs vested and were settled on September 15, 2025.

2. Each RSU was granted on May 31, 2023 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, 2023. One-third of the RSUs vested and were settled on September 13, 2024. The remaining one-third of the RSUs vested and were settled on September 15, 2025.

3. Each RSU was granted on September 1, 2023 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 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.

4. 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 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.

5. Each performance restricted stock unit ("PSU") was granted on April 20, 2023 under the 2023 Employee Stock Plan in respect of PSUs granted by SPHR on August 31, 2022, 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 25, 2025 and the PSUs vested and were settled on September 15, 2025.

6. Each PSU was granted on May 31, 2023 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. The performance conditions were satisfied on August 25, 2025 and the PSUs vested and were settled on September 15, 2025.

7. Represents RSUs of MSGE withheld to satisfy tax withholding obligations in connection with the vesting of RSUs described in footnotes 1, 2, 3 and 4 above, exempt under Rule 16b-3.

8. Represents PSUs of MSGE withheld to satisfy tax withholding obligations in connection with the vesting of PSUs described in footnotes 5 and 6 above, exempt under Rule 16b-3.

9. Includes shares held jointly with spouse.

	/s/ Mark C. Cresitello, Attorney-in-Fact for Philip D'Ambrosio	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).
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FAQ

What did the MSGE Form 4 filed for Philip D'Ambrosio report?

The filing reported vesting and settlement of RSUs and PSUs on 09/15/2025, share withholdings for taxes, and dispositions including sales at $43.94 per share.

How many MSGE Class A shares did Philip D'Ambrosio beneficially own after the transactions?

The filing shows 25,679 Class A shares beneficially owned following the reported transactions (including shares held jointly with spouse).

Did any performance conditions trigger vesting for MSGE awards?

Yes. The performance conditions for PSUs referenced in the filing were satisfied on 08/25/2025 and the PSUs vested and were settled on 09/15/2025.

Were any shares sold by the reporting person?

Yes. The Form 4 shows dispositions, including sales at $43.94 per share on 09/15/2025.

Why were some shares withheld in the transactions?

Shares were withheld to satisfy tax withholding obligations in connection with the vesting of RSUs and PSUs; these withholdings are exempt under Rule 16b-3 as stated in the filing.