Sphere Entertainment (SPHR) Insider Gets 10,250 Class B Shares for Note Repayment

Rhea-AI Filing Summary

Sphere Entertainment Co. (SPHR) reporting person Charles F. Dolan 2009 Family Trust FBO Deborah A. Dolan-Sweeney received 10,250 shares of Class B Common Stock on 09/08/2025 as partial repayment of a promissory note. The Class B shares are convertible on a one-for-one basis into Class A Common Stock. For the repayment, the shares were valued at $52.2025 per share, the mean of the high and low trading price for Class A on that date. After the reported transaction, the reporting person beneficially owned 571,780 shares of Class A Common Stock 09/10/2025. No other transactions or derivative positions are reported in this filing.

Insights

Securities Analyst

TL;DR: Insider received equity via note repayment; ownership increased by 10,250 convertible Class B shares valued at $52.2025 each.

The filing documents a non-derivative acquisition of 10,250 Class B shares issued as partial repayment of a promissory note on 09/08/2025. The Class B shares are explicitly convertible on a share-for-share basis into Class A common stock, preserving voting/economic alignment with Class A when converted. The valuation method used for the repayment is stated as the mean of the high and low trading price for Class A on the transaction date, $52.2025 per share, which provides a clear, contemporaneous price reference. The reporting person's beneficial ownership following the transaction is disclosed as 571,780 Class A shares (direct). This is a routine related-party settlement that increases insider-held equity without a cash purchase.

Corporate Governance Expert

TL;DR: Transaction is a note repayment in shares; convertible structure and post-transaction ownership are clearly disclosed.

The Form 4 cleanly discloses that the transfer of Class B shares was executed to satisfy a promissory note, with an explicit per-share valuation and conversion mechanics. From a governance perspective, the disclosure meets Section 16 requirements: transaction date, number of shares, valuation rationale, and post-transaction beneficial ownership are provided. There is no indication of any option exercise, grant, or sale; the shares were issued as consideration for debt, which can affect insider alignment but does not, by itself, indicate unusual related-party terms based on the information provided.

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

OMB APPROVAL

OMB Number:			3235-0287
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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 FAMILY TRUST FBO DEBORAH A. DOLAN-SWEENEY

(Last) (First) (Middle)

PO BOX 509

(Street)

OYSTER BAY NY 11771

(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)		10,250		(1)	(1)	Class A Common Stock	10,250	(2)	571,780	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 received the shares of Class B Common Stock in partial repayment of a promissory note. 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 FAMILY TRUST FBO DEBORAH A. DOLAN-SWEENEY By: /s/ Brian G. Sweeney, Attorney-in-fact	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).
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FAQ

What transaction did the SPHR reporting person make on 09/08/2025?

The reporting person received 10,250 Class B Common Stock shares as partial repayment of a promissory note on 09/08/2025.

How were the shares valued in the Form 4 for SPHR?

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

Are the reported Class B shares convertible for SPHR?

Yes. The Form 4 states Class B Common Stock is convertible at the option of the holder on a share-for-share basis into Class A Common Stock.

What is the reporting person's beneficial ownership after the transaction?

After the transaction the reporting person beneficially owned 571,780 shares of Class A Common Stock (reported as direct ownership).