SEC FORM 4

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).

1. Name and Address of Reporting Person^*

DOLAN KATHLEEN MARGARET

(Last)

(First)

(Middle)

C/O RICHARD BACCARI

MLC VENTURES LLC, PO BOX 1014

(Street)

YORKTOWN HEIGHTS

10598

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MSG NETWORKS INC. [ MSGN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of 13D Group

3. Date of Earliest Transaction (Month/Day/Year)
09/12/2016

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	09/12/2016		S⁽¹⁾		47,864	D	$16.8	271,228	I⁽²⁾	By Trusts
Class A Common Stock	09/12/2016		P⁽¹⁾		47,864	A	$16.8	271,228	I⁽²⁾	By Trusts
Class A Common Stock								4,705	D
Class A Common Stock								1,850	I⁽³⁾	By Children

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	⁽⁴⁾	09/12/2016		S⁽⁵⁾			886,015	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	886,015	$16.8	5,468,695	I⁽²⁾	By Trusts
Class B Common Stock	⁽⁴⁾	09/12/2016		P⁽⁵⁾		886,015		⁽⁴⁾	⁽⁴⁾	Class A Common Stock	886,015	$16.8	5,468,695	I⁽²⁾	By Trusts

Explanation of Responses:

1. On September 12, 2016, the Charles F. Dolan Children Trust FBO Patrick F. Dolan, sold, and the Charles F. Dolan Children Trust FBO James L. Dolan purchased, the number of shares of the Issuer's Class A Common Stock at a purchase price of $16.80 per share.

2. Reflects securities held by trusts for which the Reporting Person serves as co-trustee. The Reporting Person disclaims beneficial ownership of all shares of MSG Networks Inc. beneficially owned or deemed to be beneficially owned by the trusts and this report shall not be deemed to be an admission that she is, for purposes of Section 16 or for any other purpose, the beneficial owner of such securities.

3. The Reporting Person disclaims beneficial ownership of all shares of MSG beneficially owned or deemed to be beneficially owned by the Reporting Person as custodian for her children and this filing shall not be deemed an admission that she is, for purposes of Section 16 or for any other purpose, the beneficial owner of such securities.

4. MSG Networks Inc. Class B Common Stock (the "Class B Common Stock") is convertible at the option of the holder on a share for share basis into MSG Networks Inc. Class A Common Stock (the "Class A Common Stock").

5. On September 12, 2016, the Charles F. Dolan Children Trust FBO Patrick F. Dolan sold, and the Charles F. Dolan Children Trust FBO James L. Dolan purchased, the number of shares of the Issuer's Class B Common Stock at a purchase price of $16.80 per share.

Remarks:

	By: /s/ Richard Baccari, Attorney-in-fact for Kathleen M. Dolan	09/13/2016
	** 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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