Sphere Entertainment (SPHR) EVP exercises RSUs; tax withholding reduces net share delivery

Rhea-AI Filing Summary

Sphere Entertainment Co. Executive Vice President David Granville-Smith exercised restricted stock units and settled related taxes through share withholding. On March 13, 2026, 6,704 RSUs converted into the same number of Class A Common shares, part of an award granted on March 12, 2025.

Out of these vested units, 3,688 shares of Class A Common Stock were withheld at $105.70 per share to satisfy tax obligations, a non-market transaction exempt under Rule 16b-3. Following these transactions, he directly holds 56,464 Class A Common shares and 13,410 RSUs scheduled to vest in equal parts on March 15, 2027 and March 15, 2028.

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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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^*

Granville-Smith David

(Last) (First) (Middle)

TWO PENNSYLVANIA PLAZA

(Street)

NEW YORK NY 10121

(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
X	Officer (give title below)		Other (specify below)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026

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
Class A Common Stock	03/13/2026		M		6,704	A	$0.00(1)	60,152	D
Class A Common Stock	03/13/2026		F(2)		3,688	D	$105.7	56,464	D

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
Restricted Stock Units	(1)	03/13/2026		M			6,704	(1)	03/15/2028	Class A Common Stock	6,704	$0	13,410	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") was granted on March 12, 2025 under the Sphere Entertainment Co. ("SPHR") 2020 Employee Stock Plan, as amended 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 March 13, 2026. One-third of the RSUs are scheduled to vest and settle on March 15, 2027. The remaining one-third of the RSUs are scheduled to vest and settle on March 15, 2028.

2. Represents RSUs of SPHR withheld to satisfy tax withholding obligations in connection with the vesting and settlement of RSUs described in footnote 1, exempt under Rule 16b-3.

	/s/ Mark C. Cresitello, Attorney-in-Fact for David Granville-Smith	03/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Sphere Entertainment (SPHR) report for David Granville-Smith?

Sphere Entertainment reported that Executive Vice President David Granville-Smith exercised 6,704 restricted stock units into Class A Common Stock. The transaction reflects routine vesting of compensation, not an open-market purchase, and forms part of a multi-year RSU grant made on March 12, 2025.

How many Sphere Entertainment (SPHR) shares were withheld for taxes in this Form 4?

Sphere Entertainment withheld 3,688 Class A Common shares at $105.70 per share to cover tax obligations. These shares relate to the RSU vesting and are treated as a tax-withholding disposition under Rule 16b-3, not as a market sale by the executive.

How many Sphere Entertainment (SPHR) shares does David Granville-Smith hold after this Form 4?

After the reported transactions, David Granville-Smith directly holds 56,464 Class A Common shares of Sphere Entertainment. This position reflects his equity stake following RSU conversion and tax withholding, as disclosed in the March 13, 2026 Form 4 filing.

What is the vesting schedule of the Sphere Entertainment (SPHR) RSUs reported?

The RSUs were granted March 12, 2025, vesting in three equal installments. One-third vested and settled on March 13, 2026, with remaining thirds scheduled to vest and settle on March 15, 2027 and March 15, 2028, each delivering one Class A share or cash equivalent.

Was the Sphere Entertainment (SPHR) insider transaction an open-market sale or a tax event?

The disposition in this Form 4 was a tax-withholding event, not an open-market sale. Shares were delivered back to Sphere Entertainment to satisfy tax liabilities arising from RSU vesting, classified under code F and exempt under Rule 16b-3.