Sphere COO Koester vests 47,573 stock units
Sphere Entertainment’s president and COO received vested equity in SPHR, with a substantial portion of shares withheld to cover tax obligations.
Rhea-AI Filing Summary
Sphere Entertainment Co. (SPHR) reported that President & COO, Sphere, Jennifer Koester had restricted stock units and performance restricted stock units vest and settle into 47,573 shares of Class A Common Stock on September 15, 2026. In connection with these vestings, 24,284 shares were withheld to satisfy tax withholding obligations, and the reported performance units were deemed earned at 100% of target. No Rule 10b5-1 trading plan is reported.
Positive
- None.
Negative
- None.
Insider Trade Summary
47,573 shares exercised/converted
Exercise
10 txns
Insider
Koester Jennifer
Role
President & COO, Sphere
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units F1 | 11,988 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F1 | 6,829 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F2 | 8,269 | $0.00 | $0.00 |
| Exercise | Performance Restricted Stock Units F4 | 20,487 | $0.00 | $0.00 |
| Exercise | Class A Common Stock F1 | 11,988 | $0.00 | $0.00 |
| Exercise | Class A Common Stock F1 | 6,829 | $0.00 | $0.00 |
| Exercise | Class A Common Stock F2 | 8,269 | $0.00 | $0.00 |
| Tax Withholding | Class A Common Stock F3 | 13,826 | $144.12 | $1.99M |
| Exercise | Class A Common Stock F4 | 20,487 | $0.00 | $0.00 |
| Tax Withholding | Class A Common Stock F5 | 10,458 | $144.12 | $1.51M |
Holdings After Transaction:
Restricted Stock Units — 8,270 contracts (Direct);
Performance Restricted Stock Units — 0 contracts (Direct);
Class A Common Stock — 54,207 shares (Direct)
Footnotes (5)
- F1. Each restricted stock unit ("RSU") was granted on April 22, 2024 under the Sphere Entertainment Co. ("SPHR") 2020 Employee Stock Plan, as amended (the "2020 Employee Stock Plan"), and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof. One-third of the RSUs vested and were settled on September 13, 2024. One-third of the RSUs vested and were settled on September 15, 2025. The remaining one-third of the RSUs vested and were settled on September 15, 2026.
- F2. Each RSU was granted on August 27, 2024 under the 2020 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof. One-third of the RSUs vested and were settled on September 15, 2025. One-third of the RSUs vested and were settled on September 15, 2026. The remaining one-third of the RSUs are scheduled to vest and settle on September 15, 2027.
- F3. Represents RSUs of SPHR withheld to satisfy tax withholding obligations in connection with the vesting and settlement of RSUs described in footnotes 1 and 2, exempt under Rule 16b-3.
- F4. Each performance restricted stock unit ("PSU") was granted on April 22, 2024 under the 2020 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof. The Compensation Committee of the Board of Directors of SPHR deemed such PSUs earned at 100% of target. The PSUs vested and were settled on September 15, 2026.
- F5. Represents PSUs of SPHR withheld to satisfy tax withholding obligations in connection with the vesting and settlement of PSUs described in footnote 4, exempt under Rule 16b-3.
Key Figures
Shares issued from RSU and PSU vesting: 47,573 shares
Shares withheld for tax obligations: 24,284 shares
RSU shares withheld for taxes: 13,826 shares
+4 more
7 metrics
Shares issued from RSU and PSU vesting
47,573 shares
Class A Common Stock delivered upon vesting and settlement on September 15, 2026
Shares withheld for tax obligations
24,284 shares
Shares withheld to satisfy tax withholding obligations related to RSUs and PSUs
RSU shares withheld for taxes
13,826 shares
Class A Common Stock withheld in connection with RSU vesting, at $144.12 per share
PSU shares withheld for taxes
10,458 shares
Class A Common Stock withheld in connection with PSU vesting, at $144.12 per share
Tax withholding price per share
$144.12 per share
Applied to RSU and PSU shares withheld for tax liabilities on September 15, 2026
PSU achievement level
100%
Performance restricted stock units deemed earned at 100% of target by the Compensation Committee
Derivative exercises
47,573 shares
Total underlying shares from derivative exercises (RSUs and PSUs) reported in the transaction summary
Key Terms
Restricted Stock Units, Performance Restricted Stock Units, 2020 Employee Stock Plan, Rule 16b-3
4 terms
Restricted Stock Units financial
"Each restricted stock unit ("RSU") was granted on April 22, 2024"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance Restricted Stock Units financial
"Each performance restricted stock unit ("PSU") was granted on April 22, 2024"
Performance restricted stock units (PRSUs) are promises to deliver company shares to employees or executives only if the business meets specific performance targets and any time-based holding rules. Think of them as a bonus that converts into stock only after set goals are reached, so investors watch PRSUs for two reasons: they can dilute existing shares if paid out, and they signal how closely management’s pay is tied to company performance.
2020 Employee Stock Plan financial
"under the Sphere Entertainment Co. ("SPHR") 2020 Employee Stock Plan"
Rule 16b-3 regulatory
"withheld to satisfy tax withholding obligations ... exempt under Rule 16b-3"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What equity awards vested for SPHR executive Jennifer Koester on September 15, 2026?
On September 15, 2026, 47,573 shares of Sphere Entertainment Co. Class A Common Stock were issued to Jennifer Koester upon vesting and settlement of RSUs and PSUs granted under the 2020 Employee Stock Plan.
Were the SPHR performance stock units earned at, above, or below target?
The Compensation Committee deemed the performance restricted stock units earned at 100% of target. These PSUs, granted on April 22, 2024, then vested and were settled into shares of Class A Common Stock on September 15, 2026.
Did this SPHR Form 4 report any open-market purchases or sales by the executive?
No. The filing reports exercises and settlements of RSUs and PSUs and the withholding of shares for tax liabilities. It does not report any open-market purchases or sales of Sphere Entertainment Co. stock.
Was a Rule 10b5-1 trading plan used for these SPHR transactions?
No. The Form 4 indicates that the Rule 10b5-1 checkbox is not marked, so no Rule 10b5-1 trading plan is reported in connection with these RSU and PSU vesting transactions.
Under which plan were Jennifer Koester’s SPHR RSUs and PSUs granted?
The RSUs and PSUs reported for Jennifer Koester were granted under the Sphere Entertainment Co. 2020 Employee Stock Plan, as described in the footnotes to the Form 4.
AI-generated analysis. How Rhea-AI works. Not financial advice.
