MSGS Spinco: Dolan trust receives 233,982 Class B shares
Class B Common Stock is convertible at the holder’s option on a share-for-share basis into Class A Common Stock.
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Rhea-AI Filing Summary
MSGS Spinco, Inc. (MSGR) reported a spin-off-related recapitalization and distribution. On October 20, 2026, its 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 corresponding MSGK shares. MSG Knickerbockers Corp. and its subsidiaries reported indirect acquisitions of 9,794,568 Class A shares and 2,264,754 Class B shares on October 20, followed by dispositions of those amounts on October 26. The Charles F. Dolan 2009 Family Trust FBO Thomas C. Dolan, identified as a member of the MSGK 13(d) group, reported direct acquisitions on October 26 of 2,215 Class A shares and 233,982 Class B shares, with reported post-transaction holdings at those amounts.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class B Common Stock F1, F4 | 2,264,754 | -- | -- |
| Other | Class B Common Stock F5, F4, F3 | 233,982 | -- | -- |
| Other | Class A Common Stock F1 | 9,794,568 | -- | -- |
| Other | Class A Common Stock F2, F3 | 2,215 | -- | -- |
| Other | Class B Common Stock F1, F4 | 2,264,754 | -- | -- |
| Other | Common Stock, par value $0.01 per share F1 | 100 | -- | -- |
| Other | Class A Common Stock F1 | 9,794,568 | -- | -- |
Footnotes (5)
- 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. Class B Common Stock is convertible at the option of the holder on a share for share basis into Class A Common Stock.
- F5. Represents Class B Common Stock received in connection with the Distribution in a transaction exempt under Rule 16a-9.
Key Figures
Key Terms
recapitalized technical
Rule 16b-7 regulatory
Rule 16a-9 regulatory
convertible at the option of the holder technical
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