0001209191-20-025131.txt : 20200420 0001209191-20-025131.hdr.sgml : 20200420 20200420172936 ACCESSION NUMBER: 0001209191-20-025131 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200417 FILED AS OF DATE: 20200420 DATE AS OF CHANGE: 20200420 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHARLES F. DOLAN CHILDREN TRUST FBO DEBORAH DOLAN-SWEENEY CENTRAL INDEX KEY: 0001505845 STATE OF INCORPORATION: IL FISCAL YEAR END: 1210 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39245 FILM NUMBER: 20803457 BUSINESS ADDRESS: STREET 1: DOLAN FAMILY OFFICE STREET 2: 340 CROSSWAYS PARK DRIVE CITY: WOODBURY STATE: NY ZIP: 11797 BUSINESS PHONE: 5168039200 MAIL ADDRESS: STREET 1: DOLAN FAMILY OFFICE STREET 2: 340 CROSSWAYS PARK DRIVE CITY: WOODBURY STATE: NY ZIP: 11797 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHARLES F. DOLAN CHILDREN TRUST FBO JAMES L. DOLAN CENTRAL INDEX KEY: 0001505850 STATE OF INCORPORATION: IL FISCAL YEAR END: 1210 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39245 FILM NUMBER: 20803458 BUSINESS ADDRESS: STREET 1: KNICKERBOCKER GROUP LLC STREET 2: PO BOX 420 CITY: OYSTER BAY STATE: NY ZIP: 11771 BUSINESS PHONE: 2124653922 MAIL ADDRESS: STREET 1: KNICKERBOCKER GROUP LLC STREET 2: PO BOX 420 CITY: OYSTER BAY STATE: NY ZIP: 11771 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHARLES F. DOLAN CHILDREN TRUST FBO THOMAS C. DOLAN CENTRAL INDEX KEY: 0001505848 STATE OF INCORPORATION: IL FISCAL YEAR END: 1210 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39245 FILM NUMBER: 20803459 BUSINESS ADDRESS: STREET 1: DOLAN FAMILY OFFICE STREET 2: 340 CROSSWAYS PARK DRIVE CITY: WOODBURY STATE: NY ZIP: 11797 BUSINESS PHONE: 5168039200 MAIL ADDRESS: STREET 1: DOLAN FAMILY OFFICE STREET 2: 340 CROSSWAYS PARK DRIVE CITY: WOODBURY STATE: NY ZIP: 11797 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHARLES F. DOLAN CHILDREN TRUST FBO KATHLEEN M. DOLAN CENTRAL INDEX KEY: 0001505843 STATE OF INCORPORATION: IL FISCAL YEAR END: 1210 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39245 FILM NUMBER: 20803460 BUSINESS ADDRESS: STREET 1: DOLAN FAMILY OFFICE STREET 2: 340 CROSSWAYS PARK DRIVE CITY: WOODBURY STATE: NY ZIP: 11797 BUSINESS PHONE: 5168039200 MAIL ADDRESS: STREET 1: DOLAN FAMILY OFFICE STREET 2: 340 CROSSWAYS PARK DRIVE CITY: WOODBURY STATE: NY ZIP: 11797 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHARLES F. DOLAN CHILDREN TRUST FBO MARIANNE DOLAN WEBER CENTRAL INDEX KEY: 0001505849 STATE OF INCORPORATION: IL FISCAL YEAR END: 1210 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39245 FILM NUMBER: 20803461 BUSINESS ADDRESS: STREET 1: DOLAN FAMILY OFFICE STREET 2: 340 CROSSWAYS PARK DRIVE CITY: WOODBURY STATE: NY ZIP: 11797 BUSINESS PHONE: 5168039200 MAIL ADDRESS: STREET 1: DOLAN FAMILY OFFICE STREET 2: 340 CROSSWAYS PARK DRIVE CITY: WOODBURY STATE: NY ZIP: 11797 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Madison Square Garden Entertainment Corp. CENTRAL INDEX KEY: 0001795250 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: TWO PENNSYLVANIA PLAZA CITY: NEW YORK STATE: NY ZIP: 10121 BUSINESS PHONE: (212) 465-6000 MAIL ADDRESS: STREET 1: TWO PENNSYLVANIA PLAZA CITY: NEW YORK STATE: NY ZIP: 10121 FORMER COMPANY: FORMER CONFORMED NAME: MSG ENTERTAINMENT SPINCO, INC. DATE OF NAME CHANGE: 20191126 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-04-17 0 0001795250 Madison Square Garden Entertainment Corp. MSGE 0001505845 CHARLES F. DOLAN CHILDREN TRUST FBO DEBORAH DOLAN-SWEENEY C/O DOLAN FAMILY OFFICE 340 CROSSWAYS PARK DRIVE WOODBURY NY 11797 0 0 0 1 Member of 13(d) Group 0001505850 CHARLES F. DOLAN CHILDREN TRUST FBO JAMES L. DOLAN KNICKERBOCKER GROUP LLC PO BOX 420 OYSTER BAY NY 11771 0 0 0 1 Member of 13(d) Group 0001505848 CHARLES F. DOLAN CHILDREN TRUST FBO THOMAS C. DOLAN C/O DOLAN FAMILY OFFICE 340 CROSSWAYS PARK DRIVE WOODBURY NY 11797 0 0 0 1 Member of 13(d) Group 0001505843 CHARLES F. DOLAN CHILDREN TRUST FBO KATHLEEN M. DOLAN C/O RICHARD BACCARI MLC VENTURES LLC, PO BOX 1014 YORKTOWN HEIGHTS NY 10598 0 0 0 1 Member of 13(d) Group 0001505849 CHARLES F. DOLAN CHILDREN TRUST FBO MARIANNE DOLAN WEBER C/O RICHARD BACCARI MLC VENTURES LLC, PO BOX 1014 YORKTOWN HEIGHTS NY 10598 0 0 0 1 Member of 13(d) Group Common Stock 2020-04-17 4 J 0 1000 D 0 I By Madison Square Garden Sports Corp. and its subsidiaries Class A Common Stock 2020-04-17 5 J 0 E 15954 A 15954 D Class A Common Stock 2020-04-17 5 J 0 E 29249 A 29249 D Class A Common Stock 2020-04-17 5 J 0 E 13295 A 13295 D Class A Common Stock 2020-04-17 5 J 0 E 15954 A 15954 D Class A Common Stock 2020-04-17 5 J 0 E 15954 A 15954 D Class B Common Stock 2020-04-17 5 J 0 E 306327 A Class A Common Stock 306327 306327 D Class B Common Stock 2020-04-17 5 J 0 E 604324 A Class A Common Stock 604324 604324 D Class B Common Stock 2020-04-17 5 J 0 E 308986 A Class A Common Stock 308986 308986 D Class B Common Stock 2020-04-17 5 J 0 E 306327 A Class A Common Stock 306327 306327 D Class B Common Stock 2020-04-17 5 J 0 E 296934 A Class A Common Stock 296934 296934 D Relates to the spin-off of Madison Square Garden Entertainment Corp. (formerly MSG Entertainment Spinco, Inc., and referred to herein as "MSGE") from Madison Square Garden Sports Corp. (formerly The Madison Square Garden Company, and referred to herein as "MSGS"), which occurred on April 17, 2020. To effect the spin-off, the issued and outstanding common stock of MSGE of 1,000 shares of common stock was recapitalized into 19,461,991 shares of MSGE's Class A common stock and 4,529,517 shares of MSGE's Class B common stock in a transaction exempt under Rule 16b-7. MSGS distributed all of the outstanding MSGE common stock to its stockholders (the "Distribution") in a transaction exempt under Rule 16a-9. As a result of the Distribution, MSGS no longer beneficially owns any shares of MSGE and consequently is no longer subject to the requirements of Section 16 of the the Securities Exchange Act of 1934, as amended (the "Exchange Act") with respect to MSGE. The Reporting Persons are members of a "group" with respect to certain securities of MSGS for purposes of Section 13(d) of the Exchange Act. As such, the Reporting Persons may have been deemed to beneficially own MSGE shares held directly by MSGS and its subsidiaries. Represents Class A Common Stock received in connection with the Distribution in a transaction exempt under Rule 16a-9. Reflects transfer of shares previously owned directly by MSGS and its subsidiaries exempt under Rule 16a-13. These securities are owned solely by the Charles F. Dolan Children Trust FBO Deborah A. Dolan-Sweeney, which is a member of a "group" with the other reporting persons for purposes of Section 13(d) of the Exchange Act. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the other reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. These securities are owned solely by the Charles F. Dolan Children Trust FBO James L. Dolan, which is a member of a "group" with the other reporting persons for purposes of Section 13(d) of the Exchange Act. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the other reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. These securities are owned solely by the Charles F. Dolan Children Trust FBO Thomas C. Dolan, which is a member of a "group" with the other reporting persons for purposes of Section 13(d) of the Exchange Act. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the other reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. These securities are owned solely by the Charles F. Dolan Children Trust FBO Kathleen M. Dolan, which is a member of a "group" with the other reporting persons for purposes of Section 13(d) of the Exchange Act. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the other reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. These securities are owned solely by the Charles F. Dolan Children Trust FBO Marianne Dolan Weber, which is a member of a "group" with the other reporting persons for purposes of Section 13(d) of the Exchange Act. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the other reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. MSGE Class B Common Stock (the "Class B Common Stock") is convertible at the option of the holder on a share for share basis into MSGE Class A Common Stock (the "Class A Common Stock"). Represents Class B Common Stock received in connection with the Distribution in a transaction exempt under Rule 16a-9. CHARLES F. DOLAN CHILDREN TRUST FBO DEBORAH DOLAN-SWEENEY By: /s/ Brian G. Sweeney, as Attorney-in-Fact 2020-04-20 CHARLES F. DOLAN CHILDREN TRUST FBO JAMES L. DOLAN By: /s/ Brian G. Sweeney, as Attorney-in-Fact 2020-04-20 CHARLES F. DOLAN CHILDREN TRUST FBO THOMAS C. DOLAN By: /s/ Brian G. Sweeney, as Attorney-in-Fact 2020-04-20 CHARLES F. DOLAN CHILDREN TRUST FBO KATHLEEN M. DOLAN By: /s/ Brian G. Sweeney, as Attorney-in-Fact 2020-04-20 CHARLES F. DOLAN CHILDREN TRUST FBO MARIANNE DOLAN WEBER By: /s/ Brian G. Sweeney, as Attorney-in-Fact 2020-04-20