MSGS Spinco: Two Dolan trusts receive 5,500 shares each
MSGK's distribution ratio was one MSGR share of each class for every two shares of the corresponding MSGK class.
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Rhea-AI Filing Summary
MSGS Spinco, Inc. (MSGR) had its issued and outstanding common stock recapitalized into Class A and Class B common stock on October 20, 2026, as part of its spin-off from MSG Knickerbockers Corp. (MSGK). Transaction records show MSGK and its subsidiaries acquiring 9,794,568 Class A shares and 2,264,754 Class B shares, then disposing of those same amounts in the October 26 distribution. MSGK distributed one share of each MSGR class for every two corresponding MSGK shares. The reporting trusts, CFD 2021 GC Trust FBO Kevyn A. Dolan and CFD 2021 GC Trust FBO Tara E. Dolan, each received 5,500 Class B shares; both are listed as members of a 13(d) group.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class B Common Stock F1, F2 | 2,264,754 | -- | -- |
| Other | Class B Common Stock F3, F2, F4, F5 | 5,500 | -- | -- |
| Other | Class B Common Stock F3, F2, F4, F6 | 5,500 | -- | -- |
| Other | Class A Common Stock F1 | 9,794,568 | -- | -- |
| Other | Class B Common Stock F1, F2 | 2,264,754 | -- | -- |
| Other | Common Stock, par value $0.01 per share F1 | 100 | -- | -- |
| Other | Class A Common Stock F1 | 9,794,568 | -- | -- |
Footnotes (6)
- F1. Relates to the spin-off of MSG Rangers Corp. (formerly MSGS Spinco, Inc., and referred to herein as "MSGR") from MSG Knickerbockers Corp. (formerly Madison Square Garden Sports Corp., and referred to herein as "MSGK"). To effect the spin-off, on October 20, 2026, the issued and outstanding common stock of MSGR was recapitalized into MSGR's Class A common stock ("Class A Common Stock") and MSGR's Class B common stock ("Class B Common Stock") in a transaction exempt under Rule 16b-7. On October 26, 2026, MSGK distributed one share of Class A Common Stock and Class B Common Stock to its stockholders for every two shares of MSGK Class A common stock and MSGK Class B common stock, respectively (the "Distribution"), in a transaction exempt under Rule 16a-9.
- F2. Class B Common Stock is convertible at the option of the holder on a share for share basis into Class A Common Stock.
- F3. Represents Class B Common Stock received in connection with the Distribution in a transaction exempt under Rule 16a-9.
- F4. Reflects a transfer of shares previously owned directly by MSGK and its subsidiaries exempt under Rule 16a-13.
- F5. These securities are owned solely by the CFD 2021 GC Trust FBO Kevyn A. Dolan, which is a member of a "group" with the other Reporting Person for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The other Reporting Person disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the other Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
- F6. These securities are owned solely by the CFD 2021 GC Trust FBO Tara E. Dolan, which is a member of a "group" with the other Reporting Person for purposes of Section 13(d) of the Exchange Act. The other Reporting Person disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the other Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
Key Figures
Key Terms
recapitalized technical
Rule 16b-7 regulatory
Rule 16a-9 regulatory
Rule 16a-13 regulatory
13(d) group regulatory
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