Filing Details

Accession Number:
0001193125-19-326598
Form Type:
13D Filing
Publication Date:
2019-12-31 16:01:33
Filed By:
Dolan Charles F
Company:
Madison Square Garden Sports Corp. (NYSE:MSGS)
Filing Date:
2019-12-31
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Charles F. Dolan, individually, and as Trustee of the Charles F. Dolan 112,693 2,755,641 112,693 2,755,641 2,868,334 13.0%
Helen A. Dolan, individually and as Trustee of the Helen A. Dolan 112,692 2,755,642 112,692 2,755,642 2,868,334 13.0%
James L. Dolan 294,150 641,593 294,150 641,593 935,743 4.7%
Thomas C. Dolan 19,752 322,281 19,752 322,281 342,033 1.7%
Kathleen M. Dolan, individually and as Trustee of the Ryan Dolan 1989 Trust and the Tara Dolan 1989 Trust and as a Trustee of each of the Charles F. Dolan Children Trusts 12,288 1,945,837 12,288 1,945,837 1,958,125 9.2%
Marianne Dolan Weber 8,063 345,937 8,063 345,937 354,000 1.8%
Deborah A. Dolan-Sweeney 6,872 373,282 6,872 373,282 380,154 1.9%
Corby Dolan Leinauer, as a Trustee of each of the 540 2,484,605 540 2,484,605 2,485,145 11.4%
Mary S. Dolan, as a Trustee of the Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney and each of the 2,274 2,808,590 2,274 2,808,590 2,810,864 12.7%
Charles F. Dolan 33,572 0 33,572 0 33,572 0.2%
Charles F. Dolan Children Trust FBO Kathleen M. Dolan 322,281 0 322,281 0 322,281 1.6%
Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney 322,281 0 322,281 0 322,281 1.6%
Charles F. Dolan Children Trust FBO Marianne Dolan Weber 312,888 0 312,888 0 312,888 1.6%
Charles F. Dolan Children Trust FBO Thomas C. Dolan 322,281 9. 322,281 0 322,281 1.6%
Charles F. Dolan Children Trust FBO James L. Dolan 633,573 0 633,573 0 633,573 3.2%
Charles F. Dolan 828,908 0 828,908 0 828,908 4.1%
Charles F. Dolan 434,833 0 434,833 0 434,833 2.2%
Charles F. Dolan 409,833 0 409,833 0 409,833 2.1%
Charles F. Dolan 430,833 0 430,833 0 430,833 2.2%
Charles F. Dolan 374,833 0 374,833 0 374,833 1.9%
Ryan Dolan 1989 Trust 5,052 0 5,052 0 5,052 0.0%
Tara Dolan 1989 Trust 5,052 0 5,052 0 5,052 0.0%
Charles F. Dolan 56,637 0 56,637 0 56,637 0.3%
Helen A. Dolan 56,636 0 56,636 0 56,636 0.3%
Charles F. Dolan 56,056 0 56,056 0 56,056 0.3%
Helen A. Dolan 56,056 0 56,056 0 56,056 0.3%
Filing

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 5)

 

 

The Madison Square Garden Company

(Name of Issuer)

Class A Common Stock, par value $.01 per share

(Title of Class of Securities)

55825T 10 3

(CUSIP Number)

Elizabeth Pagel Serebransky

Debevoise & Plimpton LLP

919 Third Avenue

New York, NY 10022

212-909-6000

(Name, Address and Telephone Number of Person Authorized to

Receive Notices and Communications)

December 23, 2019

(Date of Event Which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ☐

 

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7 for other parties to whom copies are to be sent.

 

 

 

*

The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan, individually, and as Trustee of the Charles F. Dolan 2018 Grantor Retained Annuity Trust #1M and the Charles F. Dolan 2019 Grantor Retained Annuity Trust #1M, and a Trustee of the Charles F. Dolan 2009 Revocable Trust

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

112,693

     8.  

Shared Voting Power

 

2,755,641

     9.  

Sole Dispositive Power

 

112,693

   10.   

Shared Dispositive Power

 

2,755,641

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

2,868,334

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

13.0%

14.   

Type of Reporting Person

 

IN

 

*

Excludes 1,847,047 shares of The Madison Square Garden Company Class A Common Stock, par value $0.01 per share (Class A Common Stock), issuable upon conversion of an equal number of shares of The Madison Square Garden Company Class B Common Stock, par value $0.01 per share (Class B Common Stock), held by other Reporting Persons hereto as to which Charles F. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 2 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Helen A. Dolan, individually and as Trustee of the Helen A. Dolan 2018 Grantor Retained Annuity Trust #1M and the Helen A. Dolan 2019 Grantor Retained Annuity Trust #1M

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

112,692

     8.  

Shared Voting Power

 

2,755,642

     9.  

Sole Dispositive Power

 

112,692

   10.   

Shared Dispositive Power

 

2,755,642

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

2,868,334

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

13.0%

14.   

Type of Reporting Person

 

IN

 

*

Excludes 1,847,047 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Helen A. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 3 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

James L. Dolan

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00, BK See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

294,150

     8.  

Shared Voting Power

 

641,593

     9.  

Sole Dispositive Power

 

294,150

   10.   

Shared Dispositive Power

 

641,593

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

935,743

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

4.7%

14.   

Type of Reporting Person

 

IN

 

*

Excludes 3,911,148 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which James L. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 4 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Thomas C. Dolan

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

19,752

     8.  

Shared Voting Power

 

322,281

     9.  

Sole Dispositive Power

 

19,752

   10.   

Shared Dispositive Power

 

322,281

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

342,033

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

1.7%

14.   

Type of Reporting Person

 

IN

 

*

Excludes 4,220,531 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Thomas C. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 5 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Kathleen M. Dolan, individually and as Trustee of the Ryan Dolan 1989 Trust and the Tara Dolan 1989 Trust and as a Trustee of each of the Charles F. Dolan Children Trusts

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

12,288

     8.  

Shared Voting Power

 

1,945,837

     9.  

Sole Dispositive Power

 

12,288

   10.   

Shared Dispositive Power

 

1,945,837

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

1,958,125

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

9.2%

14.   

Type of Reporting Person

 

IN

 

*

Excludes 2,696,515 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Kathleen M. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 6 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Marianne Dolan Weber

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

8,063

     8.  

Shared Voting Power

 

345,937

     9.  

Sole Dispositive Power

 

8,063

   10.   

Shared Dispositive Power

 

345,937

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

354,000

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

1.8%

14.   

Type of Reporting Person

 

IN

 

*

Excludes 4,232,583 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Marianne Dolan Weber disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 7 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Deborah A. Dolan-Sweeney

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

6,872

     8.  

Shared Voting Power

 

373,282

     9.  

Sole Dispositive Power

 

6,872

   10.   

Shared Dispositive Power

 

373,282

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

380,154

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

1.9%

14.   

Type of Reporting Person

 

IN

 

*

Excludes 4,223,190 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Deborah A. Dolan-Sweeney disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 8 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Corby Dolan Leinauer, as a Trustee of each of the 2009 Family Trusts

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

540

     8.  

Shared Voting Power

 

2,484,605

     9.  

Sole Dispositive Power

 

540

   10.   

Shared Dispositive Power

 

2,484,605

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

2,485,145

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

11.4%

14.   

Type of Reporting Person

 

IN

 

*

Excludes 2,072,432 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Corby Dolan Leinauer disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 9 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Mary S. Dolan, as a Trustee of the Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney and each of the 2009 Family Trusts

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

2,274

     8.  

Shared Voting Power

 

2,808,590

     9.  

Sole Dispositive Power

 

2,274

   10.   

Shared Dispositive Power

 

2,808,590

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

2,810,864

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

12.7%

14.   

Type of Reporting Person

 

IN

 

*

Excludes 1,766,105 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Mary S. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 10 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan 2009 Revocable Trust

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

33,572

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

33,572

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

33,572

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

0.2%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,529,517 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Charles F. Dolan 2009 Revocable Trust disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 11 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan Children Trust FBO Kathleen M. Dolan

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

322,281

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

322,281

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

322,281

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

1.6%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,223,190 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Charles F. Dolan Children Trust FBO Kathleen M. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 12 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

322,281

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

322,281

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

322,281

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

1.6%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,223,190 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 13 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan Children Trust FBO Marianne Dolan Weber

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

312,888

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

312,888

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

312,888

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

1.6%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,232,583 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Charles F. Dolan Children Trust FBO Marianne Dolan Weber disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 14 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan Children Trust FBO Thomas C. Dolan

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

322,281

     8.  

Shared Voting Power

 

     9.  

Sole Dispositive Power

 

322,281

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

322,281

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

1.6%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,220,531 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Charles F. Dolan Children Trust FBO Thomas C. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 15 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan Children Trust FBO James L. Dolan

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00, BK See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

633,573

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

633,573

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

633,573

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

3.2%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 3,925,193 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Charles F. Dolan Children Trust FBO James L. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 16 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan 2009 Family Trust FBO James L. Dolan

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00, BK See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

828,908

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

828,908

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

828,908

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

4.1%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 3,705,040 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Charles F. Dolan 2009 Family Trust FBO James L. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 17 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan 2009 Family Trust FBO Thomas C. Dolan

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

434,833

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

434,833

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

434,833

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

2.2%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,099,115 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Charles F. Dolan 2009 Family Trust FBO Thomas C. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 18 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan 2009 Family Trust FBO Kathleen M. Dolan

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

409,833

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

409,833

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

409,833

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

2.1%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,124,115 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Charles F. Dolan 2009 Family Trust FBO Kathleen M. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 19 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan 2009 Family Trust FBO Marianne Dolan Weber

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

430,833

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

430,833

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

430,833

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

2.2%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,103,115 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Charles F. Dolan 2009 Family Trust FBO Marianne Dolan Weber disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 20 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan 2009 Family Trust FBO Deborah A. Dolan-Sweeney

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

374,833

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

374,833

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

374,833

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

1.9%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,159,115 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Charles F. Dolan 2009 Family Trust FBO Deborah A. Dolan-Sweeney disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 21 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Ryan Dolan 1989 Trust

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

5,052

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

5,052

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

5,052

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

0.0%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,524,465 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Ryan Dolan 1989 Trust disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 22 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Tara Dolan 1989 Trust

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

5,052

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

5,052

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

5,052

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

0.0%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,524,465 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Tara Dolan 1989 Trust disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 23 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan 2018 Grantor Retained Annuity Trust #1M

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

56,637

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

56,637

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

56,637

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

0.3%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,472,880 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Charles F. Dolan 2018 Grantor Retained Annuity Trust #1M disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 24 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Helen A. Dolan 2018 Grantor Retained Annuity Trust #1M

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

56,636

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

56,636

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

56,636

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

0.3%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,472,881 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Helen A. Dolan 2018 Grantor Retained Annuity Trust #1M disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 25 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Charles F. Dolan 2019 Grantor Retained Annuity Trust #1M

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

56,056

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

56,056

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

56,056

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

0.3%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,473,461 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Charles F. Dolan 2019 Grantor Retained Annuity Trust #1M disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 26 of 48


CUSIP NO. 55825T 10 3

 

  1.    

Name of Reporting Person

 

Helen A. Dolan 2019 Grantor Retained Annuity Trust #1M

  2.  

Check the Appropriate Box if a Member of a Group

(a)          (b)  

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

00 See Item 3 of Statement

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

  6.   

Citizenship or Place of Organization

 

U.S.A.

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

     7.   

Sole Voting Power

 

56,056

     8.  

Shared Voting Power

 

0

     9.  

Sole Dispositive Power

 

56,056

   10.   

Shared Dispositive Power

 

0

11.    

Aggregate Amount Beneficially Owned by Each Reporting Person

 

56,056

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

*

13.  

Percent of Class Represented by Amount in Row (11)

 

0.3%

14.   

Type of Reporting Person

 

OO

 

*

Excludes 4,473,461 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which the Helen A. Dolan 2018 Grantor Retained Annuity Trust #1M disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

 

Page 27 of 48


AMENDMENT NO. 5 TO SCHEDULE 13D

This Amendment No. 5 to Schedule 13D (Amendment No.5) is being filed jointly by the individuals (in their individual capacity and/or as trustee or co-trustee of specified trusts) and trusts listed in Item 2(a) below (the Group Members) who may be deemed to beneficially own all of the shares of Class B Common Stock of The Madison Square Garden Company (the Issuer), par value $.01 per share (the Class B Common Stock), which are convertible share for share at the option of the holder into Class A Common Stock of the Issuer, par value $.01 per share (the Class A Common Stock, and together with the Class B Common Stock, the Common Stock), and a certain number of shares of Class A Common Stock, in each case as described herein to add two new trusts, the Charles F. Dolan 2019 Grantor Retained Annuity Trust #1M and Helen A. Dolan 2019 Grantor Retained Annuity Trust #1M, as Group Members (the New Group Members).

The Schedule 13D (the Schedule) filed by the original Group Members on October 9, 2015, as amended and supplemented by Amendment No. 1 filed on September 13, 2016, Amendment No. 2 filed on December 26, 2017, Amendment No. 3 filed on December 11, 2018 and Amendment No. 4 filed on September 24, 2019, is hereby amended and supplemented by the Reporting Persons as set forth below in this Amendment No. 5.

 

Item 2

Identity and Background

The disclosure in Item 2(a) is hereby amended to read in its entirety as follows:

(a) The names of the Reporting Persons who are Group Members are: Charles F. Dolan, individually and as Trustee of the Charles F. Dolan 2018 Grantor Retained Annuity Trust #1M (the CFD 2018 GRAT #1M) and the Charles F. Dolan 2019 Grantor Retained Annuity Trust #1M (the CFD 2019 GRAT #1M), and as a Trustee of the Charles F. Dolan 2009 Revocable Trust (the CFD 2009 Trust); Helen A. Dolan, individually and as Trustee of the Helen A. Dolan 2018 Grantor Retained Annuity Trust #1M (the HAD 2018 GRAT #1M) and the Helen A. Dolan 2019 Grantor Retained Annuity Trust #1M (the HAD 2019 GRAT #1M), and as a Trustee of the Helen A. Dolan 2009 Revocable Trust (the HAD 2009 Trust); James L. Dolan; Thomas C. Dolan; Kathleen M. Dolan, individually and as a Trustee of the Charles F. Dolan Children Trust FBO Kathleen M. Dolan, the Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney, the Charles F. Dolan Children Trust FBO Marianne Dolan Weber, the Charles F. Dolan Children Trust FBO Thomas C. Dolan and the Charles F. Dolan Children Trust FBO James L. Dolan (hereinafter collectively referred to as the Dolan Children Trusts and individually, a Dolan Children Trust), and as sole Trustee of the Ryan Dolan 1989 Trust and Tara Dolan 1989 Trust; Marianne E. Dolan Weber; Deborah A. Dolan-Sweeney; CFD 2009 Trust; HAD 2009 Trust; Dolan Children Trust FBO Kathleen M. Dolan; Dolan Children Trust FBO Marianne Dolan Weber; Dolan Children Trust FBO Deborah Dolan-Sweeney; Dolan Children Trust FBO James L. Dolan; Dolan Children Trust FBO Thomas C. Dolan; the Charles F. Dolan 2009 Family Trust FBO James L. Dolan; the Charles F. Dolan 2009 Family Trust FBO Thomas C. Dolan; the Charles F. Dolan 2009 Family Trust FBO Kathleen M. Dolan; the Charles F. Dolan 2009 Family Trust FBO Marianne E. Dolan Weber; the Charles F. Dolan 2009 Family Trust FBO Deborah A. Dolan-Sweeney; Ryan Dolan 1989 Trust; Tara Dolan 1989 Trust; CFD 2018 GRAT #1M; HAD 2018 GRAT #1M; CFD 2019 GRAT #1M; and HAD 2019 GRAT #1M. The Reporting Persons also include Corby Dolan Leinauer, as a Trustee of the Charles F. Dolan 2009 Family Trust FBO Thomas C. Dolan, the Charles F. Dolan 2009 Family Trust FBO James L. Dolan, the Charles F. Dolan 2009 Family Trust FBO Marianne E. Dolan Weber, the Charles F. Dolan 2009 Family Trust FBO Kathleen M. Dolan and the Charles F. Dolan 2009 Family Trust FBO Deborah A. Dolan-Sweeney (collectively, the 2009 Family Trusts and individually, a 2009 Family Trust) and Mary S. Dolan, as a Trustee of the Dolan Children Trusts FBO Deborah Dolan-Sweeney and each of the 2009 Family Trusts.

 

Page 28 of 48


The disclosure in Item 2(b) is hereby amended by adding the New Group Members at the end thereof as follows:

Trusts:

CFD 2019 GRAT #1M is a trust established under the laws of the State of New York for the benefit of Charles F. Dolan and has an address of c/o Dolan Family Office, attention: President, 340 Crossways Park Drive, Woodbury, New York 11797. Charles F. Dolan is the sole trustee of the CFD 2019 GRAT #1M.

HAD 2019 GRAT #1M is a trust established under the laws of the State of New York for the benefit of Helen A. Dolan and has an address of c/o Dolan Family Office, attention: President, 340 Crossways Park Drive, Woodbury, New York 11797. Helen A. Dolan is the sole trustee of the HAD 2019 GRAT #1M.

The disclosure in Item 2(d) is hereby amended by adding the following at the end thereof:

Neither New Group Member, during the last five years, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

The disclosure in Item 2(e) is hereby amended by adding the following at the end thereof:

Neither New Group Member, during the last five years, has been a party to a civil proceeding of a judicial body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

Item 3

Source and Amount of Funds or Other Consideration

The disclosure in Item 3 is hereby amended by adding the following at the end thereof:

The CFD 2019 GRAT #1M was formed by Charles F. Dolan on December 20, 2019, and on December 23, 2019, the CFD 2009 Trust contributed the number of shares of the Issuers Class B Common Stock indicated as owned by the GRAT in Item 5 of this Amendment No. 5 to Schedule 13D to the GRAT.

The HAD 2019 GRAT #1M was formed by Helen A. Dolan on December 20, 2019, and on December 23, 2019, the HAD 2009 Trust contributed the number of shares of the Issuers Class B Common Stock indicated as owned by the GRAT in Item 5 of this Amendment No. 5 to Schedule 13D to the GRAT.

No funds were exchanged in connection with any of the foregoing transfers of shares of the Issuers Class B Common Stock.

Please see Item 5(c) for additional information regarding the transactions effected on December 23, 2019. The information with respect to these transactions is incorporated by reference herein.

 

Item 4

Purpose of Transaction

The disclosure in Item 4 is hereby amended by adding the following to the end thereof:

Each of the transactions described in Item 3 above effected by Charles F. Dolan and Helen A. Dolan on December 23, 2019 was effected for estate planning purposes for Charles F. Dolan and Helen A. Dolan.

 

Item 5

Interest in Securities of the Issuer

The disclosure in Item 5(a) and (b) is hereby amended and restated to read in its entirety as follows:

(a) and (b) the Group Members may be deemed to beneficially own an aggregate of 5,213,794 shares of Class A Common Stock as a result of their beneficial ownership of (i) 684,277 shares of Class A Common Stock, and (ii) 4,529,517 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 21.7% of the total shares of the Issuers common stock currently outstanding. Group Members in the aggregate may be deemed to have the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 4,529,517 shares of Class A Common Stock issuable upon conversion of

 

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an equal number of shares of Class B Common Stock (representing all outstanding Class B Common Stock) because of the terms of the Class B Stockholders Agreement. Reporting Persons and individuals who are not Group Members but are trustees of trusts that are Group Members may be deemed to beneficially own an additional 39,671 shares of Class A Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities held by the other Reporting Persons, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities.

The percentages used herein are calculated based on the shares of Class A Common Stock issued and outstanding on October 31, 2019, as reported in the Issuers quarterly report on Form 10-Q for the quarterly period ended September 30, 2019 filed by the Issuer with the Securities and Exchange Commission.

Charles F. Dolan may be deemed to beneficially own an aggregate of 2,868,334 shares of Class A Common Stock, including (i) 185,864 shares of Class A Common Stock and (ii) 2,682,470 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 13.0% of the shares of Class A Common Stock currently outstanding. He may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 112,693 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock (including 56,637 shares of Class B Common Stock owned of record by the CFD 2018 GRAT #1M and 56,056 shares of Class B Common Stock owned of record by the CFD 2019 GRAT #1M), and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 2,755,641 shares of Class A Common Stock (including 33,572 shares of Class A Common Stock owned of record by the CFD 2009 Trust, 130,137 shares of Class A Common Stock owned of record by the Dolan Family Foundation, 22,155 shares of Class A Common Stock owned of record by the 2009 Family Trusts, and 2,569,777 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock, including 56,636 shares of Class B Common Stock owned of record by the HAD 2018 GRAT #1M, 56,056 shares of Class B Common Stock owned of record by the HAD 2019 GRAT #1M and 2,457,085 shares of Class B Common Stock owned of record by the 2009 Family Trusts). He disclaims beneficial ownership of 33,572 shares of Class A Common Stock owned of record by the CFD 2009 Trust, 130,137 shares of Class A Common Stock owned of record by the Dolan Family Foundation and 22,155 shares of Class A Common Stock owned of record by the 2009 Family Trusts, and 2,569,777 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock, including 56,636 shares of Class B Common Stock owned of record by the HAD 2018 GRAT #1M, 56,056 shares of Class B Common Stock owned of record by the HAD 2019 GRAT #1M and 2,457,085 shares of Class B Common Stock owned of record by the 2009 Family Trusts, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities.

Helen A. Dolan may be deemed to beneficially own an aggregate of 2,868,334 shares of Class A Common Stock, including (i) 185,864 shares of Class A Common Stock and (ii) 2,682,470 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 13.0% of the shares of Class A Common Stock currently outstanding. She may be deemed to have(a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 112,692 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock (including 56,636 shares of Class B Common Stock owned of record by the HAD 2018 GRAT #1M and 56,056 shares of Class B Common Stock owned of record by the HAD 2019 GRAT #1M), and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 2,755,642 shares of Class A Common Stock (including 130,137 shares of Class A Common Stock owned of record by the Dolan Family Foundation, 22,155 shares of Class A Common Stock owned of record by the 2009 Family Trusts, 33,572 shares of Class A Common Stock owned of record by the CFD 2009 Trust, and 2,569,778 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock, including 56,637 shares of Class B Common Stock owned of record by the CFD 2018 GRAT #1M, 56,056 shares of Class B Common Stock owned of record by the CFD 2019 GRAT #1M and 2,457,085 shares of Class B Common Stock owned of record by the 2009 Family Trusts). She disclaims beneficial ownership of 130,137 shares of Class A Common Stock owned of record by the Dolan Family Foundation, 22,155 shares of Class A Common Stock owned of record by

 

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the 2009 Family Trusts, 33,572 shares of Class A Common Stock owned of record by the CFD 2009 Trust, and 2,569,778 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock, including 56,637 shares of Class B Common Stock owned of record by the CFD 2018 GRAT #1M, 56,056 shares of Class B Common Stock owned of record by the CFD 2019 GRAT #1M and 2,457,085 shares of Class B Common Stock owned of record by the 2009 Family Trusts, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities.

James L. Dolan may be deemed to beneficially own an aggregate of 935,743 shares of Class A Common Stock, including (i) 317,374 shares of Class A Common Stock (including options to purchase 112,249 of Class A Common Stock that are exercisable within sixty days of this filing) and (ii) 618,369 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 4.7% of the shares of Class A Common Stock currently outstanding. He may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 294,150 shares of Class A Common Stock (including 167,365 shares of Class A Common Stock owned of record personally, options to purchase 112,249 of Class A Common Stock that are exercisable within sixty days of this filing, 491 shares of Class A Common Stock held as custodian for one or more minor children, and 14,045 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record personally) and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 641,593 shares of Class A Common Stock (including 416 shares of Class A Common Stock owned jointly with his spouse, 7,604 shares of Class A Common Stock owned of record personally by his spouse, and 29,249 shares of Class A Common Stock owned of record by the Dolan Children Trust for his benefit and 604,324 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trust for his benefit). He disclaims beneficial ownership of 491 shares of Class A Common Stock held as custodian for one or more minor children, 7,604 shares of Class A common Stock owned of record personally by his spouse, and 29,249 shares of Class A Common Stock and 604,324 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trust for his benefit, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities. See Exhibit A.

Thomas C. Dolan may be deemed to beneficially own 342,033 shares of Class A Common Stock, including (i) 33,047 shares of Class A Common Stock and (ii) 308,986 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This amount represents approximately 1.7% of the shares of Class A Common Stock currently outstanding. He may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 19,752 shares of Class A Common Stock owned of record personally and (b) the current shared power to vote or direct the vote of and to dispose of or to direct the disposition of 13,295 shares of Class A Common Stock and 308,986 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trust for his benefit. He disclaims beneficial ownership of 13,295 shares of Class A Common Stock and 308,986 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trust for his benefit, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities. See Exhibit A.

Kathleen M. Dolan may be deemed to beneficially own an aggregate of 1,958,125 shares of Class A Common Stock, including (i) 125,123 shares of Class A Common Stock and (ii) 1,833,002 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 9.2% of the shares of Class A Common Stock currently outstanding. She may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 12,288 shares of Class A Common Stock (including 1,568 shares of Class A Common Stock owned of record personally and 616 shares of Class A Common Stock held as custodian for one or more minor children and an aggregate of 10,104 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Ryan Dolan 1989 Trust and the Tara Dolan 1989 Trust) and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 1,945,837 shares

 

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of Class A Common Stock (including 32,533 shares of Class A Common Stock owned of record by the Green Mountain Foundation Inc., an aggregate of 90,406 shares of Class A Common Stock owned of record by the Dolan Children Trusts and an aggregate of 1,822,898 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trusts). She disclaims beneficial ownership of 616 shares of Class A Common Stock held as custodian for one or more minor children, 32,533 shares of Class A Common Stock owned of record by the Green Mountain Foundation Inc., an aggregate of 90,406 shares of Class A Common Stock owned of record by the Dolan Children Trusts and an aggregate of 1,833,002 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trusts, the Ryan Dolan 1989 Trust and the Tara Dolan 1989 Trust, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities. See Exhibit A.

Marianne Dolan Weber may be deemed to beneficially own an aggregate of 354,000 shares of Class A Common Stock, including (i) 57,066 shares of Class A Common Stock and (ii) 296,934 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 1.8% of the shares of Class A Common Stock currently outstanding. She may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 8,063 shares of Class A Common Stock owned of record personally, and (b) the current shared power to vote or direct the vote of and to dispose of or to direct the disposition of 345,937 shares of Class A Common Stock (including 208 shares of Class A Common Stock held of record personally by her spouse, 308 shares of Class A Common Stock held by a member of her household, 32,533 shares of Class A Common Stock owned of record by the Heartfelt Wings Foundation Inc., 15,954 shares of Class A Common Stock owned by the Dolan Children Trust for her benefit and 296,934 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trust for her benefit). She disclaims beneficial ownership of 208 shares of Class A Common Stock held of record personally by her spouse, 308 shares of Class A Common Stock held by a member of her household, 32,533 shares of Class A Common Stock owned of record by the Heartfelt Wings Foundation Inc., and 15,954 shares of Class A Common Stock and 296,934 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trust for her benefit, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities. See Exhibit A.

Deborah A. Dolan-Sweeney may be deemed to beneficially own an aggregate of 380,154 shares of Class A Common Stock, including (i) 73,827 shares of Class A Common Stock and (ii) 306,327 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 1.9% of the shares of Class A Common Stock currently outstanding. She may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 6,872 shares of Class A Common Stock owned of record personally, and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 373,282 shares of Class A Common Stock (including 15,182 shares of Class A Common Stock owned of record personally by her spouse, 2,247 shares of Class A Common Stock held by trusts for which her spouse serves as co-trustee, 33,572 shares of Class A Common Stock owned of record by the CFD 2009 Trust for which her spouse serves as co-trustee and 15,954 shares of Class A Common Stock owned of record by the Dolan Children Trust for her benefit and 306,327 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trust for her benefit). She disclaims beneficial ownership of 15,182 shares of Class A Common Stock owned of record personally by her spouse, 2,247 shares of Class A Common Stock held by trusts for which her spouse serves as co-trustee, 33,572 shares of Class A Common Stock owned of record by the CFD 2009 Trust for which her spouse serves as co-trustee and 15,954 shares of Class A Common Stock owned of record by the Dolan Children Trust for her benefit, and 306,327 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trust for her benefit, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities. See Exhibit A.

 

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Corby Dolan Leinauer may be deemed to beneficially own an aggregate of 2,485,145 shares of Class A Common Stock, including (i) 28,060 shares of Class A Common Stock and (ii) 2,457,085 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 11.4% of the shares of Class A Common Stock currently outstanding. She may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 540 shares of Class A Common Stock held as custodian for one or more minor children and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 2,484,605 shares of Class A Common Stock (including 214 shares of Class A Common Stock owned jointly with her spouse, 685 shares of Class A Common Stock owned of record by the Leinauer Family Education Trust, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Aidan J. Dolan, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Quentin F. Dolan, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Marianne R. Dolan, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Kevyn A. Dolan, 3,350 shares of Class A Common Stock owned of record by the CFD 2012 Descendants Trust, an aggregate of 22,155 shares of Class A Common Stock owned of record by the 2009 Family Trusts, and an aggregate of 2,457,085 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the 2009 Family Trusts). She disclaims beneficial ownership of 540 shares of Class A Common Stock held as custodian for one or more minor children, 685 shares of Class A Common Stock owned of record by the Leinauer Family Education Trust, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Aidan J. Dolan, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Quentin F. Dolan, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Marianne R. Dolan, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Kevyn A. Dolan, 3,350 shares of Class A Common Stock owned of record by the CFD 2012 Descendants Trust, an aggregate of 22,155 shares of Class A Common Stock owned of record by the 2009 Family Trusts, and an aggregate of 2,457,085 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the 2009 Family Trusts, and this report shall not be deemed to be an admission that she is the beneficial owner of such securities. See Exhibit A.

Mary S. Dolan may be deemed to beneficially own an aggregate of 2,810,864 shares of Class A Common Stock, including (i) 47,452 shares of Class A Common Stock and (ii) 2,763,412 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 12.7% of the shares of Class A Common Stock currently outstanding. She may be deemed to have (a) the sole power to vote or direct the vote and to dispose of or direct the disposition of 2,274 shares of Class A Common Stock held as custodian for one or more minor children and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 2,808,590 shares of Class A Common Stock (including 2,603 shares of Class A Common Stock owned jointly with her spouse, 15,954 shares of Class A Common Stock owned of record by the Dolan Children Trust for the benefit of Deborah Dolan-Sweeney, 306,327 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trust for the benefit of Deborah Dolan-Sweeney, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Aidan J. Dolan, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Quentin F. Dolan, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Marianne R. Dolan, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Kevyn A. Dolan, 3,350 shares of Class A Common Stock owned of record by the CFD 2012 Descendants Trust, an aggregate of 22,155 shares of Class A Common Stock owned of record by the 2009 Family Trusts, and an aggregate of 2,457,085 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the 2009 Family Trusts). She disclaims beneficial ownership of 2,274 shares of Class A Common Stock held as custodian for one or more minor children, 15,954 shares of Class A Common Stock owned of record by the Dolan Children Trust for the benefit of Deborah Dolan-Sweeney, 306,327 shares of Class A Common Stock issuable upon the conversion of Class B Common Stock owned of record by the Dolan Children Trust for the benefit of Deborah Dolan-Sweeney, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Aidan J. Dolan, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Quentin F. Dolan, 279 shares of Class A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Marianne R. Dolan, 279 shares of Class

 

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A Common Stock owned of record by the CFD 2012 Grandchildren Trust FBO Kevyn A. Dolan, 3,350 shares of Class A Common Stock owned of record by the CFD 2012 Descendants Trust, an aggregate of 22,155 shares of Class A Common Stock owned of record by the 2009 Family Trusts, and an aggregate of 2,457,085 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the 2009 Family Trusts, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities. See Exhibit A.

The Charles F. Dolan 2009 Revocable Trust may be deemed to beneficially own an aggregate of 33,572 shares of Class A Common Stock. Charles F. Dolan and Brian G. Sweeney are the trustees and have the shared power to vote and dispose of the shares held by the trust. The information contained on page 11 of this Schedule 13D is hereby incorporated by reference. See Exhibit A.

The Charles F. Dolan Children Trust FBO Kathleen M. Dolan may be deemed to beneficially own an aggregate of 322,281 shares of Class A Common Stock, including (i) 15,954 shares of Class A Common Stock and (ii) 306,327 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Kathleen M. Dolan and Paul J. Dolan are the trustees and have the shared power to vote and dispose of the shares held by the trust. The information contained on page 12 of this Schedule 13D is hereby incorporated by reference.

The Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney may be deemed to beneficially own an aggregate of 322,281 shares of Class A Common Stock, including (i) 15,954 shares of Class A Common Stock and (ii) 306,327 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Kathleen M. Dolan and Mary S. Dolan are the trustees and have the shared power to vote and dispose of the shares held by the trust. The information contained on page 13 of this Schedule 13D is hereby incorporated by reference.

The Charles F. Dolan Children Trust FBO Marianne Dolan Weber may be deemed to beneficially own an aggregate of 312,888 shares of Class A Common Stock, including (i) 15,954 shares of Class A Common Stock and (ii) 296,934 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Kathleen M. Dolan and Matthew J. Dolan are the trustees and have the shared power to vote and dispose of the shares held by the trust. The information contained on page 14 of this Schedule 13D is hereby incorporated by reference.

The Charles F. Dolan Children Trust FBO Thomas C. Dolan may be deemed to beneficially own an aggregate of 322,281 shares of Class A Common Stock, including (i) 13,295 shares of Class A Common Stock and (ii) 308,986 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Kathleen M. Dolan and Matthew J. Dolan are the trustees and have the shared power to vote and dispose of the shares held by the trust. The information contained on page 15 of this Schedule 13D is hereby incorporated by reference.

The Charles F. Dolan Children Trust FBO James L. Dolan may be deemed to beneficially own an aggregate of 633,573 shares of Class A Common Stock, including (i) 29,249 shares of Class A Common Stock and (ii) 604,324 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Kathleen M. Dolan and Paul J. Dolan are the trustees and have the shared power to vote and dispose of the shares held by the trust. The information contained on page 16 of this Schedule 13D is hereby incorporated by reference.

The 2009 Family Trust FBO James L. Dolan may be deemed to beneficially own an aggregate of 828,908 shares of Class A Common Stock, including (i) 4,431 shares of Class A Common Stock and (ii) 824,477 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Corby Dolan Leinauer and Mary S. Dolan are the trustees and have the shared power to vote and dispose of the shares held by the trust. Charles F. Dolan may be deemed to share power to direct the disposition of the shares held by the trust because he has the right to substitute assets with the trust, subject to the trustees reasonable satisfaction that the substitute assets received by the trust are of equal value to the trust property exchanged therefor. The information contained on page 17 of this Schedule 13D is hereby incorporated by reference.

 

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The 2009 Family Trust FBO Thomas C. Dolan may be deemed to beneficially own an aggregate of 434,833 shares of Class A Common Stock, including (i) 4,431 shares of Class A Common Stock and (ii) 430,402 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Corby Dolan Leinauer and Mary S. Dolan are the trustees and have the shared power to vote and dispose of the shares held by the trust. Charles F. Dolan may be deemed to share power to direct the disposition of the shares held by the trust because he has the right to substitute assets with the trust, subject to the trustees reasonable satisfaction that the substitute assets received by the trust are of equal value to the trust property exchanged therefor. The information contained on page 18 of this Schedule 13D is hereby incorporated by reference.

The 2009 Family Trust FBO Kathleen M. Dolan may be deemed to beneficially own an aggregate of 409,833 shares of Class A Common Stock, including (i) 4,431 shares of Class A Common Stock and (ii) 405,402 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Corby Dolan Leinauer and Mary S. Dolan are the trustees and have the shared power to vote and dispose of the shares held by the trust. Charles F. Dolan may be deemed to share power to direct the disposition of the shares held by the trust because he has the right to substitute assets with the trust, subject to the trustees reasonable satisfaction that the substitute assets received by the trust are of equal value to the trust property exchanged therefor. The information contained on page 19 of this Schedule 13D is hereby incorporated by reference.

The 2009 Family Trust FBO Marianne E. Dolan Weber may be deemed to beneficially own an aggregate of 430,833 shares of Class A Common Stock, including (i) 4,431 shares of Class A Common Stock and (ii) 426,402 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Corby Dolan Leinauer and Mary S. Dolan are the trustees and have the shared power to vote and dispose of the shares held by the trust. Charles F. Dolan may be deemed to share power to direct the disposition of the shares held by the trust because he has the right to substitute assets with the trust, subject to the trustees reasonable satisfaction that the substitute assets received by the trust are of equal value to the trust property exchanged therefor. The information contained on page 20 of this Schedule 13D is hereby incorporated by reference.

The 2009 Family Trust FBO Deborah A. Dolan-Sweeney may be deemed to beneficially own an aggregate of 374,833 shares of Class A Common Stock, including (i) 4,431 shares of Class A Common Stock and (ii) 370,402 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Corby Dolan Leinauer and Mary S. Dolan are the trustees and have the shared power to vote and dispose of the shares held by the trust. Charles F. Dolan may be deemed to share power to direct the disposition of the shares held by the trust because he has the right to substitute assets with the trust, subject to the trustees reasonable satisfaction that the substitute assets received by the trust are of equal value to the trust property exchanged therefor. The information contained on page 21 of this Schedule 13D is hereby incorporated by reference.

The Ryan Dolan 1989 Trust may be deemed to beneficially own an aggregate of 5,052 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Kathleen M. Dolan is the trustee and has the sole power to vote and dispose of the shares held by the trust. The information contained on page 22 of this Schedule 13D is hereby incorporated by reference.

The Tara Dolan 1989 Trust may be deemed to beneficially own an aggregate of 5,052 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Kathleen M. Dolan is the trustee and has the sole power to vote and dispose of the shares held by the trust. The information contained on page 23 of this Schedule 13D is hereby incorporated by reference.

The Charles F. Dolan 2018 Grantor Retained Annuity Trust #1M may be deemed to beneficially own an aggregate of 56,637 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Charles F. Dolan is the trustee and has the sole power to vote and dispose of the shares held by the trust. The information contained on page 24 of this Schedule 13D is hereby incorporated by reference.

The Helen A. Dolan 2018 Grantor Retained Annuity Trust #1M may be deemed to beneficially own an aggregate of 56,636 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Helen A. Dolan is the trustee and has the sole power to vote and dispose of the shares held by the trust. The information contained on page 25 of this Schedule 13D is hereby incorporated by reference.

 

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The Charles F. Dolan 2019 Grantor Retained Annuity Trust #1M may be deemed to beneficially own an aggregate of 56,056 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Charles F. Dolan is the trustee and has the sole power to vote and dispose of the shares held by the trust. The information contained on page 26 of this Schedule 13D is hereby incorporated by reference.

The Helen A. Dolan 2019 Grantor Retained Annuity Trust #1M may be deemed to beneficially own an aggregate of 56,056 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. Helen A. Dolan is the trustee and has the sole power to vote and dispose of the shares held by the trust. The information contained on page 27 of this Schedule 13D is hereby incorporated by reference.

Paul J. Dolan may be deemed to beneficially own an aggregate of 987,882 shares of Class A Common Stock, including (i) 77,231 shares of Class A Common Stock, and (ii) 910,651 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 4.9% of the shares of Class A Common Stock currently outstanding. He may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 32,028 shares of Class A Common Stock (including 1,548 shares of Class A Common Stock held as custodian for one or more minor children and 30,480 shares of Class A Common Stock owned of record by the CFD Trust No. 10) and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 955,854 shares of Class A Common Stock (including an aggregate of 45,203 shares of Class A Common Stock owned of record by the Dolan Children Trusts for the benefit of Kathleen M. Dolan and James L. Dolan, and an aggregate of 910,651 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trusts for the benefit of Kathleen M. Dolan and James L. Dolan). He disclaims beneficial ownership of 1,548 shares of Class A Common Stock held as custodian for one or more minor children, 30,480 shares of Class A Common Stock owned of record by the CFD Trust No. 10, an aggregate of 45,203 shares of Class A Common Stock owned of record by the Dolan Children Trusts for the benefit of Kathleen M. Dolan and James L. Dolan, and an aggregate of 910,651 shares of Class B Common Stock owned of record by the Dolan Children Trusts for the benefit of Kathleen M. Dolan and James L. Dolan, and this report shall not be deemed to be an admission that he is the beneficial owner of such securities. See Exhibit A.

Matthew J. Dolan may be deemed to beneficially own an aggregate of 636,496 shares of Class A Common Stock, including (i) 30,576 shares of Class A Common Stock and (ii) 605,920 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 3.2% of the shares of Class A Common Stock currently outstanding. He may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 795 shares of Class A Common Stock (including 408 shares of Class A Common Stock owned of record personally and 387 shares of Class A Common Stock held as custodian for a minor child) and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 635,701 shares of Class A Common Stock (including 316 shares of Class A Common Stock owned jointly with his spouse, 216 shares of Class A Common Stock held by his spouse as custodian for a minor child and an aggregate of 29,249 shares of Class A Common stock owned of record by the Dolan Children Trusts for the benefit of Marianne Dolan Weber and Thomas C. Dolan and an aggregate of 605,920 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trusts for the benefit of Marianne Dolan Weber and Thomas C. Dolan). He disclaims beneficial ownership of 387 shares of Class A Common Stock held as custodian for a minor child, 216 shares of Class A Common Stock held by his spouse as custodian for a minor child and an aggregate of 29,249 shares of Class A Common Stock owned of record by the Dolan Children Trusts for the benefit of Marianne Dolan Weber and Thomas C. Dolan and an aggregate of 605,920 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trusts for the benefit of Marianne Dolan Weber and Thomas C. Dolan, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities. See Exhibit A.

 

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Brian G.-Sweeney may be deemed to beneficially own an aggregate of 380,154 shares of Class A Common Stock, including (i) 73,827 shares of Class A Common Stock and (ii) 306,327 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 1.9% of the shares of Class A Common Stock currently outstanding. He may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 15,182 shares of Class A Common Stock owned of record personally, and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 364,972 shares of Class A Common Stock (including 6,872 shares of Class A Common Stock owned of record personally by his spouse, 2,247 shares of Class A Common Stock held by trusts for which he serves as co-trustee, 33,572 shares of Class A Common Stock owned of record by the CFD 2009 Trust for which he serves as co-trustee and 15,954 shares of Class A Common Stock owned of record by the Dolan Children Trust for the benefit of his spouse, and 306,327 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Dolan Children Trust for the benefit of his spouse). He disclaims beneficial ownership of 6,872 shares of Class A Common Stock owned of record personally by his spouse, 2,247 shares of Class A Common Stock held by trusts for which he serves as co-trustee, 33,572 shares of Class A Common Stock owned of record by the CFD 2009 Trust for which he serves as co-trustee and 15,954 shares of Class A Common Stock owned of record by the Dolan Children Trust for the benefit of his spouse, and 306,327 shares of Class B Common Stock owned of record by the Dolan Children Trust for the benefit of his spouse, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities. See Exhibit A.

(c) The following transactions in the Issuers Securities have been effected by Group Members within the 60 days prior to this filing:

On December 11, 2019, each of Charles F. Dolan, Thomas C. Dolan, Marianne Dolan Weber, Kristin A. Dolan, James L. Dolans spouse, Brian G. Sweeney, Deborah A. Dolan-Sweeneys spouse, and Paul J. Dolan received a grant of 398 restricted stock units. The restricted stock units are fully vested on the date of the grant and will be settled in stock or in cash on the first business day 90 days after service on the Board of Directors ceases.

On December 17, 2019, the trusts set forth in the table below distributed the number of shares of the Issuers Class B Common Stock set forth in the table below to the CFD 2009 Trust and the HAD 2009 Trust, as indicated in the table below.

 

Transferor

  

Number of shares of Class B
Common Stock

  

Transferee

Charles F. Dolan 2018 GRAT #1M    56,056    Charles F. Dolan 2009 Revocable Trust
Helen A. Dolan 2018 GRAT #1M    56,056    Helen A. Dolan 2009 Revocable Trust

On December 23, 2019, Charles F. Dolan and Helen A. Dolan (through their respective revocable trusts) contributed the number of shares of Class B Common Stock listed in the table below to the Grantor Retained Annuity Trust listed in the table below. No funds were exchanged in connection with any of the transfers of shares of the Issuers Class B Common Stock.

 

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Transferor

  

Number of shares of Class B
Common Stock

  

Transferee

Charles F. Dolan 2009 Revocable Trust    56,056    Charles F. Dolan 2019 GRAT #1M
Helen A. Dolan 2009 Revocable Trust    56,056    Helen A. Dolan 2019 GRAT #1M

 

Item 6

Contracts, Arrangements, Understandings or Relationships with respect to Securities of the Issuer

Item 6 is hereby amended and supplemented as follows:

On December 23, 2019, the Charles F. Dolan 2019 GRAT #1M and the Helen A. Dolan 2019 GRAT #1M became parties to the Class B Stockholders Agreement.

 

Item 7

Material to be Filed as an Exhibit

The disclosure in Item 7 is hereby supplemented by adding the following in appropriate numerical order:

Exhibit B.5: Joint Filing Agreement, dated December 31, 2019.

Exhibit C.5: Powers of Attorney for each of:

Charles F. Dolan 2019 Grantor Retained Annuity Trust #1M.

Helen A. Dolan 2019 Grantor Retained Annuity Trust #1M.

 

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Signature.

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

Date: December 31, 2019

 

CHARLES F. DOLAN, individually, and as Trustee of the Charles F. Dolan 2018 Grantor Retained Annuity Trust #1M and the Charles F. Dolan 2019 Grantor Retained Annuity Trust #1M, and as a Trustee of the Charles F. Dolan 2009 Revocable Trust
*
Charles F. Dolan
HELEN A. DOLAN, individually, and as Trustee of the Helen A. Dolan 2018 Grantor Retained Annuity Trust #1M and the Helen A. Dolan 2019 Grantor Retained Annuity Trust #1M
*
Helen A. Dolan
JAMES L. DOLAN, individually
    /s/ James L. Dolan
James L. Dolan
THOMAS C. DOLAN, individually
    /s/ Thomas C. Dolan
Thomas C. Dolan
MARIANNE E. DOLAN WEBER, individually
*
Marianne Dolan Weber
DEBORAH A. DOLAN-SWEENEY, individually
*
Deborah A. Dolan-Sweeney
KATHLEEN M. DOLAN, individually, and as a Trustee of the Charles F. Dolan Children Trust FBO Kathleen M. Dolan, the Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney, the Charles F. Dolan Children Trust FBO Marianne Dolan Weber, the Charles F. Dolan

 

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Children Trust FBO Thomas C. Dolan and the Charles F. Dolan Children Trust FBO James L. Dolan, and as Trustee of the Ryan Dolan 1989 Trust and the Tara Dolan 1989 Trust
*
Kathleen M. Dolan
CHARLES F. DOLAN 2009 REVOCABLE TRUST
    /s/ Brian G. Sweeney
By: Brian G. Sweeney, Trustee
*
By: Charles F. Dolan, Trustee
CHARLES F. DOLAN CHILDREN TRUST FBO KATHLEEN M. DOLAN
CHARLES F. DOLAN CHILDREN TRUST FBO JAMES L. DOLAN
*
By: Paul J. Dolan, Trustee
CHARLES F. DOLAN CHILDREN TRUST FBO MARIANNE DOLAN WEBER
CHARLES F. DOLAN CHILDREN TRUST FBO THOMAS C. DOLAN
*
By: Matthew J. Dolan, Trustee
CHARLES F. DOLAN CHILDREN TRUST FBO DEBORAH DOLAN-SWEENEY
*
By: Mary S. Dolan, Trustee
CFD 2009 FAMILY TRUST FBO KATHLEEN M. DOLAN
CFD 2009 FAMILY TRUST FBO DEBORAH A. DOLAN-SWEENEY

 

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CFD 2009 FAMILY TRUST FBO MARIANNE E. DOLAN WEBER
CFD 2009 FAMILY TRUST FBO THOMAS C. DOLAN
CFD 2009 FAMILY TRUST FBO JAMES L. DOLAN
*
By: Mary S. Dolan, Trustee
*
By: Corby Dolan Leinauer, Trustee
CORBY DOLAN LEINAUER, as a Trustee of the Charles F. Dolan 2009 Family Trust FBO James L. Dolan, the Charles F. Dolan 2009 Family Trust FBO Thomas C. Dolan, the Charles F. Dolan 2009 Family Trust FBO Kathleen M. Dolan, the Charles F. Dolan 2009 Family Trust FBO Marianne E. Dolan Weber and the Charles F. Dolan 2009 Family Trust FBO Deborah A. Dolan-Sweeney
*
Corby Dolan Leinauer
MARY S. DOLAN, as a Trustee of the Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney, the Charles F. Dolan 2009 Family Trust FBO James L. Dolan, the Charles F. Dolan 2009 Family Trust FBO Thomas C. Dolan, the Charles F. Dolan 2009 Family Trust FBO Kathleen M. Dolan, the Charles F. Dolan 2009 Family Trust FBO Marianne E. Dolan Weber and the Charles F. Dolan 2009 Family Trust FBO Deborah A. Dolan-Sweeney
*
Mary S. Dolan

 

*By:       /s/ Brian G. Sweeney
  Brian G. Sweeney
  as Attorney-in-Fact

 

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Exhibit A

Kathleen M. Dolan is a co-Trustee of each of the Charles F. Dolan Children Trust FBO James L. Dolan (with Paul J. Dolan as co-Trustee), the Charles F. Dolan Children Trust FBO Thomas C. Dolan (with Matthew J. Dolan as co-Trustee), the Charles F. Dolan Children Trust FBO Kathleen M. Dolan (with Paul J. Dolan as co-Trustee), the Charles F. Dolan Children Trust FBO Marianne Dolan Weber (with Matthew J. Dolan as co-Trustee) and the Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney (with Mary S. Dolan as co-Trustee) (hereinafter referred to, collectively, as the Dolan Children Trusts, and individually, as a Dolan Children Trust).

The following table lists each Dolan Children Trusts name and the name of its beneficiary (each a Current Beneficiary).

 

Name of Trust

  

Current Beneficiary

    

Charles F. Dolan Children Trust FBO James L. Dolan

   James L. Dolan   

Charles F. Dolan Children Trust FBO Thomas C. Dolan

   Thomas C. Dolan   

Charles F. Dolan Children Trust FBO Kathleen M. Dolan

   Kathleen M. Dolan   

Charles F. Dolan Children Trust FBO Marianne Dolan Weber

   Marianne Dolan Weber   

Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney

   Deborah A. Dolan-Sweeney   

For each Dolan Children Trust other than the Dolan Children Trust for the benefit of Kathleen M. Dolan, distributions of income and principal can be made in the discretion of the Trustees to the Current Beneficiary. For the Dolan Children Trust for the benefit of Kathleen M. Dolan, distributions of income and principal can be made in the discretion of the non-beneficiary Trustee to the Current Beneficiary. The Current Beneficiary of each Dolan Children Trust has the power to appoint additional or successor Trustees, including himself or herself, and to remove Trustees with respect to his or her trust. In the event that a Current Beneficiary becomes a Trustee of his or her trust, distributions of income and principal to the Current Beneficiary will be made in the discretion of the non-beneficiary Trustee. For each Dolan Children Trust, the Current Beneficiary has the power during his or her life to appoint all or part of the assets of his or her trust to or for the benefit of one or more of his or her descendants. Any unappointed portion of such trust will pass, in further trust, per stirpes to the Current Beneficiarys then living descendants, or if none, per stirpes to the then living descendants of Charles F. Dolan, or if none, among the heirs-at-law of Charles F. Dolan.

The Current Beneficiary of any Dolan Children Trust can be said to have only a contingent economic interest in the securities of the Issuer held by such Dolan Children Trust because the non-beneficiary Trustee thereof has the sole discretion to distribute or accumulate the income from each Dolan Children Trust and the sole discretion to distribute the principal of each Dolan Children Trust to the Current Beneficiary of such Dolan Children Trust.

Kathleen M. Dolan is the sole Trustee of the Ryan Dolan 1989 Trust and the Tara Dolan 1989 Trust (together, the CFD 1989 Grandchildren Trusts and individually, a CFD 1989 Grandchild Trust). All of the net income of the relevant CFD 1989 Grandchild Trust is distributed to the respective beneficiary. In addition, during the continuance of the relevant CFD 1989 Grandchild Trust, the Trustee in the Trustees discretion may distribute the principal of the relevant CFD 1989 Grandchild Trust to or for the benefit of the respective beneficiary. Upon the respective beneficiary attaining age 40, the relevant CFD 1989 Grandchild Trust for the respective beneficiary terminates and is to be distributed to such beneficiary. If the respective beneficiary dies

 

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before attaining age 40, such beneficiary has a testamentary general power of appointment over the relevant CFD 1989 Grandchild Trust. In default of the exercise of such power of appointment, the relevant CFD 1989 Grandchild Trust will be distributed to the respective beneficiarys then-living issue, per stirpes, or if none, to Charles F. Dolans then-living grandchildren, in equal shares, or if none, to Charles F. Dolans then-living issue, per stirpes.

Each of Mary S. Dolan and Corby Dolan Leinauer (each, a 2009 Family Trustee and together, the 2009 Family Trustees) is currently a trustee of the Charles F. Dolan 2009 Family Trusts (the 2009 Family Trusts). The property held in the 2009 Family Trusts is held in separate trusts, such that there is one trust in respect of each living child of Charles F. Dolan. The beneficiaries of each trust are the child for whom the trust was set apart and his or her descendants (each, a Beneficiary). As a 2009 Family Trustee, Mary S. Dolan has the shared power to vote and dispose of all shares held by the 2009 Family Trusts. Corby Dolan Leinauer, as a 2009 Family Trustee, shares the power to vote and dispose of all shares held by the 2009 Family Trusts.

During the life of each child of Charles F. Dolan, distributions of income and principal of his or her trust can be made in the discretion of Mary S. Dolan and Corby Dolan Leinauer, as 2009 Family Trustees, among the Beneficiaries of each such trust. After the death or incompetence of both Charles F. Dolan and Helen A. Dolan, each child of Charles F. Dolan will have the power to appoint additional or successor Trustees, including himself or herself, and to remove Trustees with respect to his or her 2009 Family Trust. In the event that a Beneficiary becomes a Trustee of his or her 2009 Family Trust, distributions of income and principal from such 2009 Family Trust will be made in the discretion of the non-beneficiary Trustee. Charles F. Dolan has the right to substitute assets with each of the 2009 Family Trusts, subject to the 2009 Family Trustees reasonable satisfaction that the substitute assets received by the trust are of equal value to the trust property exchanged therefor.

Each child of Charles F. Dolan has a testamentary power of appointment over the 2009 Family Trust for his or her benefit, except that any shares of Class B Common Stock can only be appointed in further trust for the benefit of any one or more of the descendants of Charles F. Dolan upon substantially the same terms as the 2009 Family Trusts. Upon the death of a child of Charles F. Dolan, the 2009 Family Trustees will distribute any remaining unappointed trust principal of such trust in continuing trust for such childs then living descendants, per stirpes. If there are no such living descendants, then the 2009 Family Trustees will distribute any remaining trust principal to the other 2009 Family Trusts for the benefit of the then living descendants of Charles F. Dolan. If there are no such living descendants, the trust principal will be distributed to the Dolan Family Foundation or any successor thereto or, if it is not then in existence, then to a charitable organization.

Each Beneficiary has a right of withdrawal with respect to certain contributions made to his or her respective trust that constitute a gift within the meaning of Chapter 12 of the Internal Revenue Code, and that do not exceed the gift tax exclusion found in Section 2503(b) of the Code. If the right of withdrawal is not exercised, such right lapses with respect to all or a certain portion of such gift on each of the following dates: (i) 30 days following Charles F. Dolans death, (ii) the last day of the calendar year in which such gift is made (or 60 days following the gift, if later), and (iii) the first day of the subsequent calendar year. The portion of the right of withdrawal that lapses on each such date is the greater of $5,000 and five percent of the value of the trust principal. A donor may deny any Beneficiary the right of withdrawal with respect to a gift. To the extent of this right of withdrawal, each Beneficiary of such trust may be said to have a direct economic interest in trust assets, including securities of the Issuer held by the 2009 Family Trusts.

Except to the extent of the right of withdrawal, each Beneficiary of the 2009 Family Trusts has only a contingent economic interest in the securities of the Issuer held by the 2009 Family Trusts because Mary S. Dolan and Corby Dolan Leinauer, as 2009 Family Trustees thereof, have the sole discretion to distribute or accumulate the income and the sole discretion to distribute the principal of the 2009 Family Trusts to each Beneficiary.

 

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The following table lists each 2009 Family Trusts name and the names of its beneficiaries (each a Current Beneficiary).

 

Name of Trust

  

Current Beneficiaries

    

CFD 2009 Family Trust FBO James L. Dolan

   James L. Dolan and his descendants   

CFD 2009 Family Trust FBO Thomas C. Dolan

   Thomas C. Dolan   

CFD 2009 Family Trust FBO Kathleen M. Dolan

   Kathleen M. Dolan and her descendants   

CFD 2009 Family Trust FBO Marianne Dolan Weber

   Marianne Dolan Weber and her descendants   

CFD 2009 Family Trust FBO Deborah A. Dolan-Sweeney

   Deborah A. Dolan-Sweeney and her descendants   

Charles F. Dolan is the settlor and a co-Trustee and Brian G. Sweeney is a co-Trustee of The Charles F. Dolan 2009 Revocable Trust (the CFD 2009 Trust). Charles F. Dolan and his spouse are current beneficiaries of the trust. All actions by the CFD 2009 Trust, including acquisitions and dispositions of Issuer securities, voting of Issuer securities and distributions of Issuer securities, require the consent of each co-Trustee. Distributions of income and principal (including distributions of Issuer securities), and investments, can be made in the discretion of the trustees subject, in the case of certain distributions and investments that exceed specified dollar amounts, to the consent of one or more of the settlors children.

The settlor may amend and revoke the trust at any time with the consent of the co-Trustee and, in the case of certain amendments, a majority of the settlors children who do not have a personal interest in such amendment. A Trustee may be removed by a majority of the settlors children.

Brian G. Sweeney is a director of the Issuer. He is a director of AMC and MSGN. MSGNs principal business address is 11 Pennsylvania Plaza, New York, NY 10121.

 

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