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MSGS Spinco: Paul Joseph Dolan receives 2,656 shares

MSG Knickerbockers Corp. distributed one MSGR Class A share and one Class B share for every two corresponding shares.

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Form Type
4

Rhea-AI Filing Summary

MSGR’s reported transactions relate to its spin-off from MSG Knickerbockers Corp. Paul Joseph Dolan, identified as a trustee of a 13(d) Group Member, reported indirect transactions by MSG Knickerbockers Corp. and its subsidiaries: they acquired 9,794,568 Class A shares and 2,264,754 Class B shares on October 20, 2026, then disposed of those respective amounts on October 26, 2026. They also disposed of 100 common shares on October 20, with 0 shares reported afterward. Dolan directly received 2,656 Class A shares tied to vested MSGK restricted stock units.

On October 20, MSGR’s issued and outstanding common stock was recapitalized into Class A and Class B Common Stock. On October 26, MSG Knickerbockers Corp. distributed one share of each MSGR class for every two corresponding MSGK shares. Class B Common Stock is convertible at the holder’s option, share for share, into Class A Common Stock.

Insider DOLAN PAUL JOSEPH
Role Insider
Type Security Shares Price Value
Other Class B Common Stock F1, F3 2,264,754 -- --
Other Class A Common Stock F1 9,794,568 -- --
Other Class A Common Stock F2 2,656 -- --
Other Class B Common Stock F1, F3 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); 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 — 2,656 shares (Direct)
Footnotes (3)
  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 pursuant to vested MSGK restricted stock units ("RSUs"), in a transaction exempt under Rule 16a-9. 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.
  3. F3. Class B Common Stock is convertible at the option of the holder on a share for share basis into Class A Common Stock.
Indirect Class A Common Stock acquired 9,794,568 shares October 20, 2026
Indirect Class B Common Stock acquired 2,264,754 shares October 20, 2026
Common Stock disposed; resulting shares reported 100 shares disposed; 0 shares October 20, 2026
Indirect Class A Common Stock disposed 9,794,568 shares October 26, 2026
Indirect Class B Common Stock disposed 2,264,754 shares October 26, 2026
Direct Class A Common Stock received 2,656 shares In connection with the October 26, 2026 distribution and vested MSGK RSUs
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.
Rule 16a-9 regulatory
"in a transaction exempt under Rule 16a-9"
restricted stock units ("RSUs") financial
"pursuant to vested MSGK restricted stock units"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
share for share basis technical
"on a share for share basis into Class A Common Stock"

FAQ

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

What happened to MSGR common stock on October 20?

MSGR’s issued and outstanding common stock was recapitalized into Class A Common Stock and Class B Common Stock on October 20, 2026. Class B Common Stock is convertible at the holder’s option on a share-for-share basis into Class A Common Stock.

How were MSGR shares distributed in the spin-off?

On October 26, 2026, MSG Knickerbockers Corp. distributed one share of MSGR Class A Common Stock and one share of MSGR Class B Common Stock for every two MSGK Class A and Class B shares, respectively.

How were Paul Joseph Dolan’s 2,656 MSGR shares connected to RSUs?

Paul Joseph Dolan received 2,656 Class A Common Stock shares in connection with the distribution for vested MSGK RSUs, at one share for every two vested MSGK RSUs. The shares were granted under the MSGR 2026 Stock Plan for Non-Employee Directors.

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

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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 PAUL JOSEPH

(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)
Director10% Owner
Officer (give title below)XOther (specify below)
Trustee of 13(d) Group Member
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)V2,656(2)A(2)2,656D
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) (3) (3)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) (3) (3)Class A Common Stock2,264,754(1)0(1)IBy MSG Knickerbockers Corp. and its subsidiaries
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 pursuant to vested MSGK restricted stock units ("RSUs"), in a transaction exempt under Rule 16a-9. 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.
3. Class B Common Stock is convertible at the option of the holder on a share for share basis into Class A Common Stock.
/s/ Brian G. Sweeney, Attorney-in-Fact for Paul J. 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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