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MSGS Spinco director Stephen Mills receives shares

The director's reported Class A holdings arose through both a stock distribution and vested MSGK restricted stock units.

(Moderate)

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Form Type
3

Rhea-AI Filing Summary

MSGR director Stephen Mills reported direct holdings of Class A Common Stock on October 26, 2026. The shares were received through the distribution of MSGR stock to MSGK stockholders and in connection with vested MSGK restricted stock units (RSUs).

The distribution provided one MSGR Class A share for every two MSGK Class A shares and one MSGR Class B share for every two MSGK Class B shares. The RSU-related Class A shares were provided at a rate of one share for every two vested MSGK RSUs and were granted pursuant to MSGR's 2026 Stock Plan for Non-Employee Directors.

Insider Mills Stephen
Role Director
Type Security Shares Price Value
holding Class A Common Stock F1 -- -- --
holding Class A Common Stock F2 -- -- --
Holdings After Transaction: Class A Common Stock — 3,092 shares (Direct)
Footnotes (2)
  1. F1. Represents Class A Common Stock of MSG Rangers Corp. (formerly MSGS Spinco, Inc., and referred to herein as "MSGR") received by the Reporting Person in connection with the distribution by MSG Knickerbockers Corp. (formerly Madison Square Garden Sports Corp., and referred to herein as "MSGK") of outstanding common stock of MSGR to MSGK stockholders, effected on October 26, 2026 (the "Distribution"), in a transaction exempt under Rules 16a-9 and 16b-3. In the Distribution, MSGK distributed one share of MSGR's Class A common stock ("Class A Common Stock") and one share of MSGR's Class B common stock to MSGK stockholders for every two shares of MSGK Class A common stock and MSGK Class B common stock, respectively, in a transaction exempt under Rule 16a-9.
  2. F2. Represents Class A Common Stock received by the Reporting Person in connection with the Distribution pursuant to vested MSGK restricted stock units ("RSUs"), in a transaction exempt under Rules 16a-9 and 16b-3. The shares of Class A Common Stock were granted pursuant to the MSGR 2026 Stock Plan for Non-Employee Directors. Reporting Person received one share of Class A Common Stock in respect of every two vested MSGK RSUs.
MSGK stock distribution ratio 1 MSGR Class A share per 2 MSGK Class A shares; 1 MSGR Class B share per 2 MSGK Class B shares Distribution to MSGK stockholders
Vested MSGK RSU distribution ratio 1 MSGR Class A share per 2 vested MSGK RSUs Shares received in connection with vested RSUs
Reported holdings date October 26, 2026 Date associated with the reported Class A holdings
restricted stock units financial
"vested MSGK restricted stock units ("RSUs")"
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.
Rule 16a-9 regulatory
"transaction exempt under Rules 16a-9 and 16b-3"
Rule 16b-3 regulatory
"transaction exempt under Rules 16a-9 and 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.

FAQ

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How did MSGR director Stephen Mills receive Class A shares?

Stephen Mills received MSGR Class A shares through the distribution to MSGK stockholders and in connection with vested MSGK restricted stock units. The distribution provided one MSGR Class A share for every two MSGK Class A shares; the RSU-related shares were provided at a rate of one MSGR Class A share for every two vested MSGK RSUs. The holdings were reported on October 26, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Mills Stephen

(Last)(First)(Middle)
TWO PENNSYLVANIA PLAZA

(Street)
NEW YORK NEW YORK 10121

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
10/26/2026
3. Issuer Name and Ticker or Trading Symbol
MSG Rangers Corp. [ MSGR ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock416(1)D
Class A Common Stock2,676(2)D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents Class A Common Stock of MSG Rangers Corp. (formerly MSGS Spinco, Inc., and referred to herein as "MSGR") received by the Reporting Person in connection with the distribution by MSG Knickerbockers Corp. (formerly Madison Square Garden Sports Corp., and referred to herein as "MSGK") of outstanding common stock of MSGR to MSGK stockholders, effected on October 26, 2026 (the "Distribution"), in a transaction exempt under Rules 16a-9 and 16b-3. In the Distribution, MSGK distributed one share of MSGR's Class A common stock ("Class A Common Stock") and one share of MSGR's Class B common stock to MSGK stockholders for every two shares of MSGK Class A common stock and MSGK Class B common stock, respectively, in a transaction exempt under Rule 16a-9.
2. Represents Class A Common Stock received by the Reporting Person in connection with the Distribution pursuant to vested MSGK restricted stock units ("RSUs"), in a transaction exempt under Rules 16a-9 and 16b-3. The shares of Class A Common Stock were granted pursuant to the MSGR 2026 Stock Plan for Non-Employee Directors. Reporting Person received one share of Class A Common Stock in respect of every two vested MSGK RSUs.
Remarks:
Stephen Mills became a director of MSG Rangers Corp. (formerly MSGS Spinco, Inc.) on October 26, 2026. Exhibit Index: Exhibit 24 - Power of Attorney
/s/ Mark C. Cresitello, Attorney-in-Fact for Stephen Mills10/28/2026
** Signature of Reporting PersonDate
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 5 (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.
* Form 3: SEC 1473 (03-26)

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