STOCK TITAN

MSGS Spinco CEO Dolan receives 102,460 Class A shares

The three RSU tranches are scheduled to vest and settle across dates from September 15, 2027, through September 15, 2029.

(Neutral)

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Form Type
4

Rhea-AI Filing Summary

MSGR reported acquisitions and dispositions involving Executive Chairman / CEO and director James Lawrence Dolan in connection with the spin-off and distribution. On October 20, 2026, MSGR’s issued and outstanding common stock was recapitalized into Class A and Class B common stock. On October 26, 2026, MSG Knickerbockers Corp. distributed one share of each MSGR class for every two shares of the corresponding MSGK class.

That day, MSG Knickerbockers Corp. and its subsidiaries disposed of 9,794,568 Class A shares and 2,264,754 Class B shares held indirectly. Dolan reported direct acquisitions of 102,460 Class A shares and 25,725 Class B shares; those amounts are also reported as his resulting direct holdings. The Class A figure includes 208 shares held jointly with his spouse. He also received 3,244, 6,509 and 4,875 restricted stock units in connection with the distribution; each represents a right to receive one Class A share or its cash equivalent.

Insider DOLAN JAMES LAWRENCE
Role Executive Chairman / CEO
Type Security Shares Price Value
Other Class B Common Stock F1, F9 2,264,754 -- --
Other Class B Common Stock F10, F9, F4 25,725 -- --
Other Restricted Stock Units F11, F12, F13 3,244 $0.00 $0.00
Other Restricted Stock Units F11, F12, F14 6,509 $0.00 $0.00
Other Restricted Stock Units F11, F12, F15 4,875 $0.00 $0.00
Other Class A Common Stock F1 9,794,568 -- --
Other Class A Common Stock F2, F3, F4 102,460 -- --
Other Class A Common Stock F5, F4, F6, F7 2,505 -- --
Other Class A Common Stock F5, F4, F8 245 -- --
Other Class B Common Stock F1, F9 2,264,754 -- --
Other Common Stock, par value $0.01 per share F1 100 -- --
Other Class A Common Stock F1 9,794,568 -- --
Holdings After Transaction: Class B Common Stock — 0 contracts (Indirect, By MSG Knickerbockers Corp. and its subsidiaries); Class B Common Stock — 25,725 contracts (Direct); Restricted Stock Units — 14,628 contracts (Direct); Common Stock, par value $0.01 per share — 0 shares (Indirect, By MSG Knickerbockers Corp. and its subsidiaries); Class A Common Stock — 0 shares (Indirect, By MSG Knickerbockers Corp. and its subsidiaries); Class A Common Stock — 102,460 shares (Direct); Class A Common Stock — 2,505 shares (Indirect, By Spouse); Class A Common Stock — 245 shares (Indirect, By Minor Child and Household Member)
Footnotes (15)
  1. 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.
  2. F2. Represents Class A Common Stock received in connection with the Distribution in a transaction exempt under Rules 16a-9 and 16b-3.
  3. F3. Includes 208 shares held jointly with spouse.
  4. F4. Reflects a transfer of shares previously owned directly by MSGK and its subsidiaries exempt under Rule 16a-13.
  5. F5. Represents Class A Common Stock received in connection with the Distribution in a transaction exempt under Rule 16a-9.
  6. F6. Securities held directly by Reporting Person's spouse and indirectly by Reporting Person.
  7. F7. Reporting Person disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that he is, for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose, the beneficial owner of such securities.
  8. F8. Reporting Person disclaims beneficial ownership of all shares of MSGR beneficially owned or deemed to be beneficially owned by his minor children and household members, and this filing shall not be deemed an admission that Reporting Person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose, the beneficial owner of such securities.
  9. F9. Class B Common Stock is convertible at the option of the holder on a share for share basis into Class A Common Stock.
  10. F10. Represents Class B Common Stock received in connection with the Distribution in a transaction exempt under Rules 16a-9 and 16b-3.
  11. F11. Each restricted stock unit ("RSU") is granted under the MSGR 2026 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof.
  12. F12. Reflects the acquisition of RSUs in connection with the Distribution in a transaction exempt under Rules 16a-9, 16b-6 and 16b-3. Reporting Person received one MSGR RSU in respect of every two MSGK RSUs.
  13. F13. Pursuant to the terms of Reporting Person's MSGK RSU award dated August 29, 2024, the RSUs are scheduled to vest and settle on September 15, 2027.
  14. F14. Pursuant to the terms of Reporting Person's MSGK RSU awards dated August 21, 2025, the RSUs are scheduled to vest and settle in two equal installments on September 15, 2027 and September 15, 2028.
  15. F15. Pursuant to the terms of Reporting Person's MSGK RSU award dated August 26, 2026, the RSUs are scheduled to vest and settle in three equal installments on September 15, 2027, September 15, 2028 and September 15, 2029.
Indirect Class A shares disposed 9,794,568 shares Held by MSG Knickerbockers Corp. and its subsidiaries; October 26, 2026
Indirect Class B shares disposed 2,264,754 shares Held by MSG Knickerbockers Corp. and its subsidiaries; October 26, 2026
Direct Class A shares acquired 102,460 shares October 26, 2026; reported resulting direct holdings
Direct Class B shares acquired 25,725 shares October 26, 2026; reported resulting direct holdings
Restricted stock units 3,244 RSUs Scheduled to vest and settle September 15, 2027
Restricted stock units 6,509 RSUs Scheduled to vest and settle in two equal installments, September 15, 2027 and September 15, 2028
Restricted stock units 4,875 RSUs Scheduled to vest and settle in three equal installments, September 15, 2027, September 15, 2028 and September 15, 2029
recapitalized financial
"was recapitalized into MSGR's Class A common stock and MSGR's Class B common stock"
Restricted stock unit financial
"Each restricted stock unit ("RSU") is granted under the MSGR 2026 Employee Stock Plan"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
share for share basis financial
"convertible at the option of the holder on a share for share basis"
Rule 16a-9 regulatory
"in a transaction exempt under Rule 16a-9"
Rule 16b-7 regulatory
"in a transaction exempt under Rule 16b-7"
A U.S. Securities and Exchange Commission safe-harbor rule that shields corporate insiders (officers, directors and large shareholders) from automatic short-swing profit claims when they buy or sell their company’s stock under a pre-approved, written plan that follows specific timing and nondiscretionary rules. For investors, the rule matters because it distinguishes routine, formula-driven insider transactions from opportunistic trades that could trigger automatic profit recoveries—think of it as an approved autopilot for insider trading that reduces legal uncertainty when the plan’s conditions are met.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many MSGR shares did James Lawrence Dolan receive?

James Lawrence Dolan reported direct acquisitions of 102,460 Class A shares and 25,725 Class B shares on October 26, 2026. The reported post-transaction direct holdings were the same amounts; the Class A figure includes 208 shares held jointly with his spouse.

What was the MSGR spin-off distribution ratio?

On October 26, 2026, MSG Knickerbockers Corp. distributed one MSGR Class A share and one MSGR Class B share for every two shares of the respective MSGK class held by its stockholders.

When are James Lawrence Dolan’s MSGR RSUs scheduled to vest and settle?

The 3,244 RSUs are scheduled to vest and settle on September 15, 2027. The 6,509 RSUs are scheduled in two equal installments on September 15, 2027 and September 15, 2028; the 4,875 RSUs are scheduled in three equal installments on September 15, 2027, September 15, 2028 and September 15, 2029.

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

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Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
DOLAN JAMES LAWRENCE

(Last)(First)(Middle)
TWO PENN PLAZA

(Street)
NEW YORK NEW YORK 10121

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
MSG Rangers Corp. [ MSGR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)XOther (specify below)
Executive Chairman / CEOMember of 13(d) Group
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/26/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock, par value $0.01 per share10/20/2026J(1)V100(1)D(1)0(1)IBy MSG Knickerbockers Corp. and its subsidiaries
Class A Common Stock10/20/2026J(1)V9,794,568(1)A(1)9,794,568(1)IBy MSG Knickerbockers Corp. and its subsidiaries
Class A Common Stock10/26/2026J(1)9,794,568(1)D(1)0(1)IBy MSG Knickerbockers Corp. and its subsidiaries
Class A Common Stock10/26/2026J(2)V102,460(2)A(2)102,460(3)(4)D
Class A Common Stock10/26/2026J(5)V2,505(5)A(5)2,505(4)I(6)(7)By Spouse
Class A Common Stock10/26/2026J(5)V245(5)A(5)245(4)I(8)By Minor Child and Household Member
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Common Stock(1)10/20/2026J(1)V2,264,754(1) (9) (9)Class A Common Stock2,264,754(1)2,264,754(1)IBy MSG Knickerbockers Corp. and its subsidiaries
Class B Common Stock(1)10/26/2026J(1)2,264,754(1) (9) (9)Class A Common Stock2,264,754(1)0(1)IBy MSG Knickerbockers Corp. and its subsidiaries
Class B Common Stock(10)10/26/2026J(10)V25,725(10) (9) (9)Class A Common Stock25,725(10)(10)25,725(4)D
Restricted Stock Units(11)10/26/2026J(12)V3,244(12) (13)09/15/2027Class A Common Stock3,244(12)$03,244(12)D
Restricted Stock Units(11)10/26/2026J(12)V6,509(12) (14)09/15/2028Class A Common Stock6,509(12)$06,509(12)D
Restricted Stock Units(11)10/26/2026J(12)V4,875(12) (15)09/15/2029Class A Common Stock4,875(12)$04,875(12)D
Explanation of Responses:
1. 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.
2. Represents Class A Common Stock received in connection with the Distribution in a transaction exempt under Rules 16a-9 and 16b-3.
3. Includes 208 shares held jointly with spouse.
4. Reflects a transfer of shares previously owned directly by MSGK and its subsidiaries exempt under Rule 16a-13.
5. Represents Class A Common Stock received in connection with the Distribution in a transaction exempt under Rule 16a-9.
6. Securities held directly by Reporting Person's spouse and indirectly by Reporting Person.
7. Reporting Person disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that he is, for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose, the beneficial owner of such securities.
8. Reporting Person disclaims beneficial ownership of all shares of MSGR beneficially owned or deemed to be beneficially owned by his minor children and household members, and this filing shall not be deemed an admission that Reporting Person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose, the beneficial owner of such securities.
9. Class B Common Stock is convertible at the option of the holder on a share for share basis into Class A Common Stock.
10. Represents Class B Common Stock received in connection with the Distribution in a transaction exempt under Rules 16a-9 and 16b-3.
11. Each restricted stock unit ("RSU") is granted under the MSGR 2026 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof.
12. Reflects the acquisition of RSUs in connection with the Distribution in a transaction exempt under Rules 16a-9, 16b-6 and 16b-3. Reporting Person received one MSGR RSU in respect of every two MSGK RSUs.
13. Pursuant to the terms of Reporting Person's MSGK RSU award dated August 29, 2024, the RSUs are scheduled to vest and settle on September 15, 2027.
14. Pursuant to the terms of Reporting Person's MSGK RSU awards dated August 21, 2025, the RSUs are scheduled to vest and settle in two equal installments on September 15, 2027 and September 15, 2028.
15. Pursuant to the terms of Reporting Person's MSGK RSU award dated August 26, 2026, the RSUs are scheduled to vest and settle in three equal installments on September 15, 2027, September 15, 2028 and September 15, 2029.
/s/ James L. Dolan10/28/2026
** 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 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.
* Form 4: SEC 1474 (03-26)

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