MSGS Spinco shares go to four Dolan trusts
The distribution allocated one share of each MSGR class for every two shares of the corresponding MSGK class.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
4
Rhea-AI Filing Summary
MSGS Spinco, Inc. (MSGR) was recapitalized into Class A and Class B common stock on October 20, 2026, as part of its spin-off from MSG Knickerbockers Corp. (MSGK). On October 26, MSGK distributed one share of each MSGR class for every two shares of the corresponding MSGK class. Reported transactions include indirect transactions by MSGK and its subsidiaries and direct distributions to Charles F. Dolan Children Trust FBO James L. Dolan, Charles F. Dolan Children Trust FBO Kathleen M. Dolan, Charles F. Dolan Children Trust FBO Marianne Dolan Weber, and Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney.
Insider Trade Summary
Other: 24,922,754 shares
Other
13 txns
Insider
CHARLES F. DOLAN CHILDREN TRUST FBO JAMES L. DOLAN, CHARLES F. DOLAN CHILDREN TRUST FBO KATHLEEN M. DOLAN, CHARLES F. DOLAN CHILDREN TRUST FBO MARIANNE DOLAN WEBER, CHARLES F. DOLAN CHILDREN TRUST FBO DEBORAH DOLAN-SWEENEY
Role
Insider | Insider | Insider | Insider
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class B Common Stock F1, F8 | 2,264,754 | -- | -- |
| Other | Class B Common Stock F9, F8, F3, F4 | 302,162 | -- | -- |
| Other | Class B Common Stock F9, F8, F3, F5 | 153,163 | -- | -- |
| Other | Class B Common Stock F9, F8, F3, F6 | 148,467 | -- | -- |
| Other | Class B Common Stock F9, F8, F3, F7 | 161,663 | -- | -- |
| Other | Class A Common Stock F1 | 9,794,568 | -- | -- |
| Other | Class A Common Stock F2, F3, F4 | 14,624 | -- | -- |
| Other | Class A Common Stock F2, F3, F5 | 7,977 | -- | -- |
| Other | Class A Common Stock F2, F3, F6 | 7,977 | -- | -- |
| Other | Class A Common Stock F2, F3, F7 | 7,977 | -- | -- |
| Other | Class B Common Stock F1, F8 | 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 — 765,455 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 — 7,977 shares (Direct)
Footnotes (9)
- 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. Represents Class A Common Stock received in connection with the Distribution in a transaction exempt under Rule 16a-9.
- F3. Reflects a transfer of shares previously owned directly by MSGK and its subsidiaries exempt under Rule 16a-13.
- F4. These securities are owned solely by the Charles F. Dolan Children Trust FBO James L. Dolan, which is a member of a "group" with the other Reporting Persons for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Each of the other Reporting Persons disclaim beneficial ownership of these securities and this report shall not be deemed to be an admission that the other Reporting Persons are the beneficial owners of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
- F5. These securities are owned solely by the Charles F. Dolan Children Trust FBO Kathleen M. Dolan, which is a member of a "group" with the other Reporting Persons for purposes of Section 13(d) of the Exchange Act. Each of the other Reporting Persons disclaim beneficial ownership of these securities and this report shall not be deemed to be an admission that the other Reporting Persons are the beneficial owners 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 Charles F. Dolan Children Trust FBO Marianne Dolan Weber, which is a member of a "group" with the other Reporting Persons for purposes of Section 13(d) of the Exchange Act. Each of the other Reporting Persons disclaim beneficial ownership of these securities and this report shall not be deemed to be an admission that the other Reporting Persons are the beneficial owners of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
- F7. These securities are owned solely by the Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney, which is a member of a "group" with the other Reporting Persons for purposes of Section 13(d) of the Exchange Act. Each of the other Reporting Persons disclaim beneficial ownership of these securities and this report shall not be deemed to be an admission that the other Reporting Persons are the beneficial owners of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
- F8. Class B Common Stock is convertible at the option of the holder on a share for share basis into Class A Common Stock.
- F9. Represents Class B Common Stock received in connection with the Distribution in a transaction exempt under Rule 16a-9.
Key Figures
Class A Common Stock transactions by MSGK and subsidiaries: 9,794,568 shares
Class B Common Stock transactions by MSGK and subsidiaries: 2,264,754 shares
Class B shares reported for Charles F. Dolan Children Trust FBO James L. Dolan: 302,162 shares
+3 more
6 metrics
Class A Common Stock transactions by MSGK and subsidiaries
9,794,568 shares
Indirectly acquired October 20, 2026, and disposed October 26, 2026.
Class B Common Stock transactions by MSGK and subsidiaries
2,264,754 shares
Indirectly acquired October 20, 2026, and disposed October 26, 2026.
Class B shares reported for Charles F. Dolan Children Trust FBO James L. Dolan
302,162 shares
Reported October 26, 2026.
Class B shares reported for Charles F. Dolan Children Trust FBO Kathleen M. Dolan
153,163 shares
Reported October 26, 2026.
Class B shares reported for Charles F. Dolan Children Trust FBO Marianne Dolan Weber
148,467 shares
Reported October 26, 2026.
Class B shares reported for Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney
161,663 shares
Reported October 26, 2026.
Key Terms
spin-off, recapitalized, Rule 16b-7, Rule 16a-9, +1 more
5 terms
spin-off financial
"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
"common stock of MSGR was recapitalized"
Rule 16b-7 regulatory
"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
"transaction exempt under Rule 16a-9"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did MSGR stockholders receive in the October 26 distribution?
MSGK distributed one share of MSGR Class A and one share of MSGR Class B for every two shares of the corresponding MSGK class on October 26, 2026.
AI-generated analysis. How Rhea-AI works. Not financial advice.
