8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): July 14, 2015

THE MADISON SQUARE GARDEN COMPANY

(Exact name of registrant as specified in its charter)

Delaware	1-34434	No. 27-0624498
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)

Two Penn Plaza, New York, NY	10121
(Address of principal executive offices)	(Zip Code)

(212) 465-6000

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On July 14, 2015, The Madison Square Garden Company (the “Company”), acting pursuant to authorization from its Board of Directors, provided written notice to The NASDAQ Stock Market (“NASDAQ”) that the Company expects to transfer the listing of its Class A common stock, par value $0.01 per share (the “Class A Common Stock”), from NASDAQ to the New York Stock Exchange (the “NYSE”). The notice stated that the Company expects to voluntarily delist the Class A Common Stock from NASDAQ effective as of the close of trading on July 24, 2015. The Class A Common Stock has been approved for listing on the NYSE and is expected to commence trading on the NYSE the following business day, July 27, 2015. The Class A Common Stock will continue to trade under its current stock symbol, “MSG.”

A copy of the press release issued by the Company on July 14, 2015 in connection with the transfer of the listing of its Class A Common Stock from NASDAQ to the NYSE is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description of Exhibit
99.1	Press Release, dated July 14, 2015.

Forward-Looking Statements

This Current Report on Form 8-K may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that any such forward-looking statements are not guarantees of future performance, results or events and involve risks and uncertainties, and that actual results or developments may differ materially from those in the forward-looking statements as a result of various factors, including NYSE authorizing the Class A Common Stock to be listed on the NYSE. The Company disclaims any obligation to update any forward-looking statements contained herein.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: July 14, 2015	THE MADISON SQUARE GARDEN COMPANY
		By:	/s/ Lawrence J. Burian
		Name:	Lawrence J. Burian
		Title:	Executive Vice President, General Counsel and Secretary

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EXHIBIT INDEX

Exhibit No.	Description of Exhibit
99.1	Press Release, dated July 14, 2015.

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EX-99.1

Exhibit 99.1

The Madison Square Garden Company Announces Transfer to NYSE

NEW YORK, NY, July 14, 2015 — The Madison Square Garden Company today announced that it is transferring the listing of its Class A common stock to the New York Stock Exchange (NYSE) from the NASDAQ Global Market. The Company’s common stock will begin trading on the NYSE on July 27, 2015 under its current ticker symbol “MSG.” The stock will continue to trade on NASDAQ until the transfer is complete.

Donna Coleman, chief financial officer of The Madison Square Garden Company said, “We are pleased to be joining the NYSE’s lineup of world-class companies as we continue to pursue opportunities to generate value for our shareholders. This includes our proposed spin-off of our sports and entertainment businesses from our media business, which we expect to complete in 2015.”

Tom Farley, president of the NYSE said, “We look forward to a long-term relationship with The Madison Square Garden Company. With a portfolio of legendary brands and a reputation for creating world-class experiences, MSG is a great addition to our community of leading companies and we welcome the opportunity to support MSG’s continued growth.”

The Madison Square Garden Company is comprised of three business segments: MSG Sports, MSG Media and MSG Entertainment and is built on a foundation of iconic venues and compelling content that the company creates, produces, presents and/or distributes through its programming networks and other media assets. MSG Sports owns and operates the following sports franchises: the New York Knicks (NBA), the New York Rangers (NHL), the New York Liberty (WNBA), the Westchester Knicks (NBADL) and the Hartford Wolf Pack (AHL). MSG Sports also features the presentation of a wide variety of live sporting events including professional boxing, college basketball, bull riding and tennis. MSG Media is a leader in production and content development for multiple distribution platforms, including content originating from the Company’s venues. MSG Media’s television networks consist of regional sports networks, MSG Network and MSG+, collectively referred to as MSG Networks. MSG Entertainment is one of the country’s leaders in live entertainment. MSG Entertainment creates, produces and/or presents a variety of live productions, including the Radio City Christmas Spectacular and the New York Spring Spectacular, both featuring the Rockettes. MSG Entertainment also presents or hosts other live entertainment events such as concerts, family shows and special events in the Company’s diverse collection of venues. These venues consist of Madison Square Garden, The Theater at Madison Square Garden, Radio City Music Hall, the Beacon Theatre, the Forum in Inglewood, CA, The Chicago Theatre, and the Wang Theatre in Boston, MA. More information is available at www.themadisonsquaregardencompany.com.

This press release may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties, and that actual results, developments and events may differ materially from those in the forward-looking statements as a result of various factors, including financial community and rating agency perceptions of the Company and its business, operations, financial condition and the industry in which it operates and the factors described in the Company’s filings with the Securities and Exchange Commission, including the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein. The Company disclaims any obligation to update any forward-looking statements contained herein.

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Contacts:

Kimberly Kerns / Communications / Kimberly.kerns@msg.com / 212-465-6442

Ari Danes / Investor Relations / Ari.danes@msg.com / 212-465-6072