Form 4: Dolan Trust Acquires SPHR Class B Shares in Note Repayment

A trust associated with Sphere Entertainment Director Kathleen Dolan received 46,697 Class B shares valued at $52.2025 each as partial repayment of a promissory note.

Summary

• Kathleen Margaret Dolan, a Director, 10% Owner, and Member of a 13(d) Group for Sphere Entertainment Co. (SPHR), reported a transaction.
• On September 8, 2025, a trust for which Ms. Dolan serves as a trustee received 46,697 shares of Sphere Entertainment Co. Class B Common Stock.
• These shares were received as partial repayment of a promissory note.
• For the purpose of this repayment, the shares were valued at $52.2025 per share, which was the mean of the high and low trading price for Class A Common Stock on September 8, 2025.
• Class B Common Stock is convertible into Class A Common Stock on a share-for-share basis at the option of the holder.
• Following this transaction, trusts for which Ms. Dolan serves as co-trustee indirectly beneficially own 2,810,212 shares of Class B Common Stock.
• Ms. Dolan disclaims beneficial ownership of all securities held by these trusts.

Sentiment

Score: 5

Explanation: The filing reports a routine insider transaction involving a trust's acquisition of shares as repayment for a promissory note, which is a neutral event in terms of company performance and does not inherently indicate positive or negative operational developments.

Positives

• A trust associated with a significant insider (Director and 10% Owner Kathleen Dolan) acquired additional shares, which could be interpreted as a structured financial arrangement or a vote of confidence in the company's long-term value, despite the disclaimer of beneficial ownership.

Future Outlook

This Form 4 filing is a disclosure of a past transaction and does not contain forward-looking statements or guidance regarding the company's future performance or outlook.

Management Comments

• Kathleen Margaret Dolan disclaims beneficial ownership of all securities of Sphere Entertainment Co. beneficially owned or deemed to be beneficially owned by the trusts, and this filing shall not be deemed to be an admission that she is, for purposes of Section 16 or for any other purpose, the beneficial owner of such securities.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction, specifically an acquisition of shares by a trust associated with a director and significant shareholder. Such transactions are common and typically reflect internal financial arrangements or investment strategies rather than direct operational performance indicators for the company or broader industry trends.

Related Party Transactions

• The transaction involves a trust for which Kathleen Margaret Dolan, a Director and 10% Owner of Sphere Entertainment Co., serves as a trustee, receiving shares from the issuer as partial repayment of a promissory note. This constitutes a related party transaction.

Stakeholder Impact

• Shareholders: The transaction increases the indirect beneficial ownership of Class B Common Stock by trusts associated with a significant insider, which could be viewed as a structured financial arrangement by a key stakeholder, though beneficial ownership is disclaimed by the reporting person.

Key Dates

Keywords

Sphere Entertainment Co., SPHR, Kathleen Dolan, Insider Transaction, Form 4, Class B Common Stock, Promissory Note, Beneficial Ownership