[Form 4] Sphere Entertainment Co. Insider Trading Activity

Rhea-AI Filing Summary

Charles F. Dolan 2009 Revocable Trust transferred multiple blocks of Sphere Entertainment Co. (SPHR) Class B common shares on September 8, 2025 as partial repayment of promissory notes. Each Class B share is convertible on a one-for-one basis into Class A common stock, and for the repayment the shares were valued at $52.2025 per share, the mean of the high and low trading price for the Class A shares that day. The Form 4 lists several transfers totaling reductions in beneficially owned Class A-equivalent shares across multiple reported lines, with the final line showing a transfer that reduced the Trust's Class A-equivalent holding to 0 shares. The filing is signed by Paul J. Dolan as trustee on behalf of the Trust.

Positive

• Transaction disclosed transparently: Form 4 lists transaction dates, share counts, valuation per share, and trustee signature.
• Debt repaid via shares: Shares were used to partially repay promissory notes, showing settlement of obligations.

Negative

• Reduction in beneficial ownership: The Trust transferred multiple blocks of Class B shares, reducing its reported Class A-equivalent holdings, including a line showing 0 shares remaining.
• Shares removed from position: Transfers were disposals (repayments) rather than market sales, reducing the Trust's stake without cash proceeds disclosed.

Insights

Financial Analyst

TL;DR: Insider used Class B shares to repay promissory notes, transferring shares valued at $52.2025 each on 09/08/2025.

The transaction documents a non-market disposition where convertible Class B shares were delivered to satisfy debt obligations rather than sold on the open market. The use of the one-for-one conversion feature is noted only insofar as the filing explains Class B shares convert to Class A on a share-for-share basis; the filing does not show proceeds from any market sale. Valuation is explicit at $52.2025 per share for repayment accounting. This reduces the Trust's beneficial ownership as reported on Form 4 and may alter its stake in SPHR, but the filing provides no additional financial details beyond the share counts and per-share valuation used for the repayment.

Corporate Governance Expert

TL;DR: The filing discloses debt repayment via share transfers and is properly signed by the trustee.

The Form 4 clearly states the nature of the transfers as partial repayment of promissory notes and includes the trustee's signature, fulfilling disclosure requirements under Section 16. It also explains the conversion characteristic of Class B into Class A shares. The filing contains precise transaction dates and the valuation method for the repayment. No further governance actions or changes in managerial roles are disclosed in this document.

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

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X

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^*

Charles F. Dolan 2009 Revocable Trust

(Last) (First) (Middle)

C/O DOLAN FAMILY OFFICE

340 CROSSWAYS PARK DRIVE

(Street)

WOODBURY NY 11797

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Sphere Entertainment Co. [ SPHR ]

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

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(1)	09/08/2025		J(2)			56,947	(1)	(1)	Class A Common Stock	56,947	(2)	284,737	D
Class B Common Stock	(1)	09/08/2025		J(2)			56,948	(1)	(1)	Class A Common Stock	56,948	(2)	227,789	D
Class B Common Stock	(1)	09/08/2025		J(2)			56,947	(1)	(1)	Class A Common Stock	56,947	(2)	170,842	D
Class B Common Stock	(1)	09/08/2025		J(2)			56,948	(1)	(1)	Class A Common Stock	56,948	(2)	113,894	D
Class B Common Stock	(1)	09/08/2025		J(2)			56,947	(1)	(1)	Class A Common Stock	56,947	(2)	56,947	D
Class B Common Stock	(1)	09/08/2025		J(2)			46,697	(1)	(1)	Class A Common Stock	46,697	(2)	10,250	D
Class B Common Stock	(1)	09/08/2025		J(2)			10,250	(1)	(1)	Class A Common Stock	10,250	(2)	0	D

Explanation of Responses:

1. Sphere Entertainment Co. Class B Common Stock ("Class B Common Stock") is convertible at the option of the holder on a share for share basis into Sphere Entertainment Co. Class A Common Stock ("Class A Common Stock").

2. On September 8, 2025, the Reporting Person transferred the shares of Class B Common Stock in partial repayment of promissory notes. For purposes of the repayment, the shares were valued at $52.2025 per share, the mean of the high and low trading price for the Class A Common Stock on September 8, 2025.

	CHARLES F. DOLAN 2009 REVOCABLE TRUST By: /s/ Paul J. Dolan, Trustee	09/10/2025
	** 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.

FAQ

What did the Charles F. Dolan 2009 Revocable Trust report on Form 4 for SPHR?

The Trust reported transfers of Sphere Entertainment Co. (SPHR) Class B common shares on 09/08/2025 as partial repayment of promissory notes.

How were the transferred SPHR shares valued for the repayment?

The shares were valued at $52.2025 per share, the mean of the high and low trading price for SPHR Class A common stock on 09/08/2025.

Did the Form 4 indicate whether Class B shares convert to Class A shares?

Yes. The filing states Class B common stock is convertible at the option of the holder on a share-for-share basis into Class A common stock.

Who signed the Form 4 on behalf of the reporting trust?

The Form 4 was signed by /s/ Paul J. Dolan, Trustee, on 09/10/2025.

Does the filing show cash proceeds from a sale of SPHR shares?

No. The filing shows transfers to repay promissory notes and provides a valuation per share for repayment; it does not report cash sale proceeds.