Annual Statement of Changes in Beneficial Ownership (5)
15 February 2020 - 12:38AM
Edgar (US Regulatory)
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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Form 3 Holdings Reported
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Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
DOLAN CHARLES F | 2. Issuer Name and Ticker or Trading SymbolMadison Square Garden Co [MSG] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) __X__ Other (specify below) Member of 13D Group |
(Last)
(First)
(Middle)
C/O DOLAN FAMILY OFFICE, 340 CROSSWAYS PARK DRIVE | 3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY) 12/31/2019 |
(Street)
WOODBURY, NY 11797
(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
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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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) |
Amount | (A) or (D) | Price |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 (MM/DD/YYYY) | 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 at End of Issuer's Fiscal Year (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
(A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Class B Common Stock | | 12/17/2019 | | G | | 56056 | (1) | (1) | Class A Common Stock | 56056 | $0.00 (2) | 56637 | I (3)(4) | By CFD 2018 GRAT #1M |
Class B Common Stock | | 12/17/2019 | | G | 56056 | | (1) | (1) | Class A Common Stock | 56056 | $0.00 (2) | 0 | I (3)(5) | By CFD 2009 Revocable Trust |
Class B Common Stock | | 12/17/2019 | | G | | 56056 | (1) | (1) | Class A Common Stock | 56056 | $0.00 (2) | 56636 | I (6)(7) | By HAD 2018 GRAT #1M |
Class B Common Stock | | 12/17/2019 | | G | 56056 | | (1) | (1) | Class A Common Stock | 56056 | $0.00 (2) | 0 | I (6)(8) | By HAD 2009 Revocable Trust |
Class B Common Stock | | 12/23/2019 | | G | | 56056 | (1) | (1) | Class A Common Stock | 56056 | $0.00 (2) | 0 | I (3)(5) | By CFD 2009 Revocable Trust |
Class B Common Stock | | 12/23/2019 | | G | 56056 | | (1) | (1) | Class A Common Stock | 56056 | $0.00 (2) | 56056 | I (3)(9) | By CFD 2019 GRAT #1M |
Class B Common Stock | | 12/23/2019 | | G | | 56056 | (1) | (1) | Class A Common Stock | 56056 | $0.00 (2) | 0 | I (6)(8) | By HAD 2009 Revocable Trust |
Class B Common Stock | | 12/23/2019 | | G | 56056 | | (1) | (1) | Class A Common Stock | 56056 | $0.00 (2) | 56056 | I (6)(10) | By HAD 2019 GRAT #1M |
Explanation of Responses: |
(1) | The Madison Square Garden Company Class B Common Stock (the "Class B Common Stock") of the Issuer is convertible at the option of the holder on a share for share basis into The Madison Square Garden Company Class A Common Stock (the "Class A Common Stock") of the Issuer. |
(2) | Gift. |
(3) | Helen A. Dolan disclaims beneficial ownership of these securities and this report 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. |
(4) | These securities are owned solely by the Charles F. Dolan 2018 Grantor Retained Annuity Trust #1M. Charles F. Dolan is the sole trustee and beneficiary of the trust. |
(5) | Charles F. Dolan is a co-trustee and beneficiary of the Charles F. Dolan 2009 Revocable Trust. |
(6) | Charles F. Dolan disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that he is, for purposes of Section 16 or for any other purpose, the beneficial owner of such securities. |
(7) | These securities are owned solely by the Helen A. Dolan 2018 Grantor Retained Annuity Trust #1M. Helen A. Dolan is the sole trustee and beneficiary of the trust. |
(8) | Helen A. Dolan is a co-trustee and beneficiary of the Helen A. Dolan 2009 Revocable Trust. |
(9) | These securities are owned solely by the Charles F. Dolan 2019 Grantor Retained Annuity Trust #1M. Charles F. Dolan is the sole trustee and beneficiary of the trust. |
(10) | These securities are owned solely by the Helen A. Dolan 2019 Grantor Retained Annuity Trust #1M. Helen A. Dolan is the sole trustee and beneficiary of the trust. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
DOLAN CHARLES F C/O DOLAN FAMILY OFFICE 340 CROSSWAYS PARK DRIVE WOODBURY, NY 11797 | X | X |
| Member of 13D Group |
DOLAN HELEN A C/O DOLAN FAMILY OFFICE 340 CROSSWAYS PARK DRIVE WOODBURY, NY 11797 |
| X |
| Member of 13D Group |
Charles F. Dolan 2009 Revocable Trust C/O DOLAN FAMILY OFFICE 340 CROSSWAYS PARK DRIVE WOODBURY, NY 11797 |
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| Member of 13D Group |
Signatures
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/s/ Dennis H. Javer, as Attorney-in-Fact for Charles F. Dolan | | 2/14/2020 |
**Signature of Reporting Person | Date |
/s/ Dennis H. Javer, as Attorney-in-Fact for Helen A. Dolan | | 2/14/2020 |
**Signature of Reporting Person | Date |
CHARLES F. DOLAN 2009 REVOCABLE TRUST By: /s/ Dennis H. Javer, as Attorney-in-Fact | | 2/14/2020 |
**Signature of Reporting Person | Date |
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