What share transactions were reported for MSGR's spin-off?

The Form 4 reports that MSG Knickerbockers Corp. and its subsidiaries indirectly acquired 9,794,568 Class A shares on October 20, 2026, and disposed of that number on October 26. It also reports acquisition and subsequent disposition of 2,264,754 Class B derivative securities on those dates.

MSGS Spinco: 9.79M Class A shares acquired, disposed

The October 26 distribution provided one Class A and one Class B share for every two corresponding MSG Knickerbockers Corp. shares.

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

MSGS Spinco, Inc. (MSGR) reported mixed acquisitions and dispositions in transactions related to its spin-off from MSG Knickerbockers Corp. On October 20, 2026, MSG Knickerbockers Corp. and its subsidiaries indirectly acquired 9,794,568 Class A shares and 2,264,754 Class B derivative securities, and disposed of 100 common shares, with zero reported afterward. Class B Common Stock is convertible share-for-share into Class A Common Stock.

On October 26, those entities indirectly disposed of 9,794,568 Class A shares and 2,264,754 Class B derivative securities. The records also report a direct acquisition of 4,501 Class B shares, with 4,501 reported following the transfer. The reporting person is Marianne E. Dolan Weber 2012 Descendants Trust, identified as a member of a 13(d) group; the indirect holdings are attributed to MSG Knickerbockers Corp. and its subsidiaries.

Insider Trade Summary

Other: 24,123,245 shares

Other 6 txns

Insider Marianne E. Dolan Weber 2012 Descendants Trust

Role Insider

Type	Security	Shares	Price	Value
Other	Class B Common Stock ^{F1, F2}	2,264,754	--	--
Other	Class B Common Stock ^{F3, F2, F4}	4,501	--	--
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	--	--

Holdings After Transaction: Class B Common Stock — 0 contracts (Indirect, By MSG Knickerbockers Corp. and its subsidiaries); Class B Common Stock — 4,501 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)

Footnotes (4)

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.

Key Figures

Class A Common Stock acquired indirectly: 9,794,568 shares Class B derivative securities acquired indirectly: 2,264,754 shares Common Stock disposed of indirectly: 100 shares +3 more

6 metrics

Class A Common Stock acquired indirectly 9,794,568 shares October 20, 2026

Class B derivative securities acquired indirectly 2,264,754 shares October 20, 2026

Common Stock disposed of indirectly 100 shares October 20, 2026; zero shares reported following the transaction

Class A Common Stock disposed of indirectly 9,794,568 shares October 26, 2026

Class B derivative securities disposed of indirectly 2,264,754 shares October 26, 2026

Class B Common Stock acquired directly 4,501 shares October 26, 2026; 4,501 shares reported following the transfer

Key Terms

spin-off, recapitalized, Rule 16a-9

3 terms

spin-off technical

"Relates to the spin-off of MSG Rangers Corp."

A spin-off happens when a company creates a new, independent business by separating part of itself, like splitting off a division into its own company. This often happens so the new company can focus better on its own goals or attract different investors. It matters because it can lead to more growth opportunities and clearer focus for both companies.

recapitalized technical

"the issued and outstanding common stock of MSGR was recapitalized"

Rule 16a-9 regulatory

"in a transaction exempt under Rule 16a-9"

FAQ

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

What was the MSGR spin-off distribution ratio?

On October 26, 2026, MSG Knickerbockers Corp. distributed one Class A share and one Class B share for every two shares of its corresponding Class A and Class B classes.

Can MSGR Class B Common Stock be converted into Class A Common Stock?

Yes. Class B Common Stock is convertible at the holder's option on a share-for-share basis into Class A Common Stock.

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

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Available on EDGAR 10/28/2026 - 04:36 PM EDT Accepted by SEC EDGAR 10/28/2026 - 04:35 PM EDT

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^*

Marianne E. Dolan Weber 2012 Descendants Trust

(Last)

(First)

(Middle)

C/O RICHARD BACCARI

MLC VENTURES LLC, PO BOX 1014

(Street)

YORKTOWN HEIGHTS

NEW YORK

10598

(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)

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member 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)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01 per share	10/20/2026		J⁽¹⁾	V	100⁽¹⁾	D	⁽¹⁾	0⁽¹⁾	I	By MSG Knickerbockers Corp. and its subsidiaries
Class A Common Stock	10/20/2026		J⁽¹⁾	V	9,794,568⁽¹⁾	A	⁽¹⁾	9,794,568⁽¹⁾	I	By MSG Knickerbockers Corp. and its subsidiaries
Class A Common Stock	10/26/2026		J⁽¹⁾		9,794,568⁽¹⁾	D	⁽¹⁾	0⁽¹⁾	I	By MSG Knickerbockers Corp. and its subsidiaries

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	⁽¹⁾	10/20/2026		J⁽¹⁾	V	2,264,754⁽¹⁾		⁽²⁾	⁽²⁾	Class A Common Stock	2,264,754	⁽¹⁾	2,264,754⁽¹⁾	I	By MSG Knickerbockers Corp. and its subsidiaries
Class B Common Stock	⁽¹⁾	10/26/2026		J⁽¹⁾			2,264,754⁽¹⁾	⁽²⁾	⁽²⁾	Class A Common Stock	2,264,754	⁽¹⁾	0⁽¹⁾	I	By MSG Knickerbockers Corp. and its subsidiaries
Class B Common Stock	⁽³⁾	10/26/2026		J⁽³⁾	V	4,501⁽³⁾		⁽²⁾	⁽²⁾	Class A Common Stock	4,501⁽³⁾	⁽³⁾	4,501⁽⁴⁾	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. Class B Common Stock is convertible at the option of the holder on a share for share basis into Class A Common Stock.

3. Represents Class B Common Stock received in connection with the Distribution in a transaction exempt under Rule 16a-9.

4. Reflects a transfer of shares previously owned directly by MSGK and its subsidiaries exempt under Rule 16a-13.

	Marianne E. Dolan Weber 2012 Descendants Trust By: /s/ Richard Baccari, Trustee	10/28/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR