FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5                       
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

DOLAN JAMES LAWRENCE
2. Issuer Name and Ticker or Trading Symbol

Madison Square Garden Co [ MSG ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    __X__ Other (specify below)
Executive Chairman / Member of 13(d) Group
(Last)          (First)          (Middle)

TWO PENN PLAZA
3. Date of Earliest Transaction (MM/DD/YYYY)

8/29/2019
(Street)

NEW YORK, NY 10121-0091
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock  8/29/2019    A    22430  A $0.00 (1) 168619 (2) D (3)  
Class A Common Stock  8/29/2019    F(4)    10407  D $248.11  158212 (2) D (3)  
Class A Common Stock  8/30/2019    M    947  A $0.00 (5) 159159 (2) D (3)  
Class A Common Stock  8/30/2019    F(6)    463  D $252.33  158696 (2) D (3)  
Class A Common Stock  8/30/2019    M    5830  A $0.00 (7) 164526 (2) D (3)  
Class A Common Stock  8/30/2019    F(6)    2854  D $252.33  161672 (2) D (3)  
Class A Common Stock                 7604  I (8) By Spouse 
Class A Common Stock                 491  I (9) By Minor Children 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units   (10) 8/29/2019    A     16197       (11) 9/15/2022  Class A Common Stock  16197  $0.00  16197  D (3)  
Restricted Stock Units   (5) 8/30/2019    M        947    (5) 8/30/2019  Class A Common Stock  947  $0.00  474  D (3)  
Restricted Stock Units   (7) 8/30/2019    M        5830    (7) 8/30/2019  Class A Common Stock  5830  $0.00  5830  D (3)  

Explanation of Responses:
(1)  Each performance restricted stock unit ("PSU") was granted on September 26, 2016 under the The Madison Square Garden Company ("MSG") 2015 Employee Stock Plan (the "2015 Employee Stock Plan"). The PSUs vested on August 29, 2019 upon the achievement of performance criteria established at the time of grant.
(2)  Includes shares held jointly with spouse.
(3)  Securities held directly by James L. Dolan, Kristin A. Dolan's spouse or jointly by James L. Dolan and Kristin A. Dolan. Ms. Dolan disclaims beneficial ownership of these securities beneficially owned or deemed to be beneficially owned by Mr. Dolan (other than securities held jointly with her spouse) and this report shall not be deemed to be an admission that she is, for the purposes of Section 16 or for any other purpose, the beneficial owner of such securities.
(4)  Represents PSUs of MSG withheld to satisfy tax withholding obligations in connection with the vesting of PSUs described in footnote 1 above, exempt under Rule 16b-3.
(5)  Each restricted stock unit ("RSU") was granted on October 3, 2018 under the 2015 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof. Two-thirds of the RSUs vested and were settled on August 30, 2019. The remaining one-third of the RSUs will vest on August 30, 2020.
(6)  Represents RSUs of MSG withheld to satisfy tax withholding obligations in connection with the vesting of RSUs described in footnote 5 and 7, exempt under Rule 16b-3.
(7)  Each RSU was granted on August 30, 2017 under the 2015 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof. One-third of the RSUs vested and were settled on August 30, 2018. One-third of the RSUs vested and were settled on August 30, 2019. The remaining one-third of the RSUs will vest on August 30, 2020.
(8)  Securities held directly by Kristin A. Dolan, James L. Dolan's spouse. Mr. Dolan disclaims beneficial ownership of these securities beneficially owned or deemed to be beneficially owned by Ms. Dolan (other than securities in which he has a direct pecuniary interest) and this report shall not be deemed to be an admission that Mr. Dolan is, for the purposes of Section 16 or for any other purpose, the beneficial owner of such securities.
(9)  Reporting Persons disclaim beneficial ownership of all securities of MSG beneficially owned and deemed to be beneficially owned by their minor children and this filing shall not be deemed an admission that Reporting Persons are, for the purposes of Section 16 or for any other purpose, the beneficial owner of such securities.
(10)  Each RSU was granted under the 2015 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof.
(11)  The RSUs vest and are settled in three equal installments on September 15, 2020, September 15, 2021 and September 15, 2022.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
DOLAN JAMES LAWRENCE
TWO PENN PLAZA
NEW YORK, NY 10121-0091
X
Executive Chairman Member of 13(d) Group
Dolan Kristin A
TWO PENN PLAZA
NEW YORK, NY 10121-0091
X



Signatures
/s/ James L. Dolan 9/3/2019
**Signature of Reporting Person Date

/s/ Mark C. Cresitello, Attorney-in-Fact for Kristin A. Dolan 9/3/2019
**Signature of Reporting Person Date


Madison Square Garden (NYSE:MSG)
Historical Stock Chart
From Sep 2024 to Oct 2024 Click Here for more Madison Square Garden Charts.
Madison Square Garden (NYSE:MSG)
Historical Stock Chart
From Oct 2023 to Oct 2024 Click Here for more Madison Square Garden Charts.
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
{{bbMessage.M_Alias}} {{bbMessage.MSG_Date}} {{bbMessage.HowLongAgo}} {{bbMessage.MSG_ID}} {{bbMessage.MSG_Subject}}

Loading Messages....