Form Type: 4

SEC EDGAR Link
Acccession Number:0001209191-19-049848
Date:2019-09-13
Issuer: MADISON SQUARE GARDEN CO (MSG)
Original Submission Date:

Reporting Person:

DOLAN JAMES LAWRENCE
TWO PENN PLAZA
NEW YORK, NY 10121-0091

Reporting Person:

DOLAN KRISTIN A
TWO PENN PLAZA
NEW YORK, NY 10121-0091

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2019-09-13 M 812 a $0.00 162,484 f3 direct
CLASS A COMMON STOCK 2019-09-13 F 397 d $268.64 162,087 f3 direct
CLASS A COMMON STOCK 2019-09-13 M 4,070 a $0.00 166,157 f3 direct
CLASS A COMMON STOCK 2019-09-13 F 1,993 d $268.64 164,164 f3 direct
CLASS A COMMON STOCK 2019-09-13 M 7,087 a $0.00 171,251 f3 direct
CLASS A COMMON STOCK 2019-09-13 F 3,470 d $268.64 167,781 f3 direct
CLASS A COMMON STOCK 0 $0.00 7,604 f7 indirect
CLASS A COMMON STOCK 0 $0.00 491 f8 indirect
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
RESTRICTED STOCK UNITS 0.0 2019-09-13 deemed execution date M 812 (d) 2021-09-15 class a common stock 812 $0.00 1,624 direct
RESTRICTED STOCK UNITS 0.0 2019-09-13 deemed execution date M 4,070 (d) 2021-09-15 class a common stock 4,070 $0.00 8,141 direct
RESTRICTED STOCK UNITS 0.0 2019-09-13 deemed execution date M 7,087 (d) 2019-09-13 class a common stock 7,087 $0.00 0 direct
Footnotes
IDfootnote
f1 each restricted stock unit ("rsu") was granted on october 3, 2018 under the madison square garden company ("msg") 2015 employee stock plan (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 september 13, 2019. the remaining two-thirds of the rsus will vest on september 15, 2020 and september 15, 2021.
f2 includes shares held jointly with spouse.
f3 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.
f4 represents rsus of msg withheld to satisfy tax withholding obligations in connection with the vesting of rsus described in footnotes 1, 5 and 6, exempt under rule 16b-3.
f5 each rsu was granted on august 29, 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. one-third of the rsus vested and were settled on september 13, 2019. the remaining two-thirds of the rsus will vest on september 15, 2020 and september 15, 2021.
f6 each rsu was granted on september 26, 2016 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 september 26, 2017. one-third of the rsus vested and were settled on september 14, 2018. the remaining one-third of the rsus vested and were settled on september 13, 2019.
f7 securities held 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 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.
f8 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.

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