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Sphere Entertainment Co. — Director's Dealing 2024
Sep 17, 2024
31842_dirs_2024-09-17_f5610a2b-7648-4085-be6e-c326ab1e0f67.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Sphere Entertainment Co. (SPHR)
CIK: 0001795250
Period of Report: 2024-09-13
Reporting Person: Byrnes David F. (N/A)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2024-09-13 | Class A Common Stock | M | 2472 | $0.00 | Acquired | 2472 | Direct |
| 2024-09-13 | Class A Common Stock | M | 4663 | $0.00 | Acquired | 7135 | Direct |
| 2024-09-13 | Class A Common Stock | M | 374 | $0.00 | Acquired | 7509 | Direct |
| 2024-09-13 | Class A Common Stock | F | 3831 | $42.23 | Disposed | 3678 | Direct |
| 2024-09-13 | Class A Common Stock | M | 7415 | $0.00 | Acquired | 11093 | Direct |
| 2024-09-13 | Class A Common Stock | F | 3785 | $42.23 | Disposed | 7308 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2024-09-13 | Restricted Stock Units | $ | M | 2472 | Disposed | 2024-09-13 | Class A Common Stock (2472) | Direct |
| 2024-09-13 | Restricted Stock Units | $ | M | 4663 | Disposed | 2025-09-15 | Class A Common Stock (4663) | Direct |
| 2024-09-13 | Restricted Stock Units | $ | M | 374 | Disposed | 2026-09-15 | Class A Common Stock (374) | Direct |
| 2024-09-13 | Performance Restricted Stock Units | $ | M | 7415 | Disposed | 2024-09-13 | Class A Common Stock (7415) | Direct |
Footnotes
F1: Each restricted stock unit ("RSU") was granted on April 20, 2022 under the Sphere Entertainment Co. ("SPHR") 2020 Employee Stock Plan, as amended (the "2020 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 15, 2022. One-third of the RSUs vested and were settle on September 15, 2023. The remaining one-third of the RSUs vested and were settled on September 13, 2024.
F2: Each RSU was granted on August 31, 2022 under the 2020 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 15, 2023. One-third of the RSUs vested and were settled on September 13, 2024. The remaining one-third of the RSUs are scheduled to vest and settle on September 15, 2025.
F3: Each RSU was granted on April 22, 2024 under the 2020 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, 2024. One-third of the RSUs are scheduled to vest and settle on September 15, 2025. The remaining one-third of the RSUs are scheduled to vest and settle on September 15, 2026.
F4: Represents RSUs of SPHR withheld to satisfy tax withholding obligations in connection with the vesting and settlement of RSUs described in footnotes 1, 2 and 3, exempt under Rule 16b-3.
F5: Each performance restricted stock unit ("PSU") was granted on April 20, 2022 under the 2020 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof. The Compensation Committee of the Board of Directors of SPHR deemed such PSUs earned at 100% of target on March 27, 2024. The PSUs vested and were settled on September 13, 2024.
F6: Represents PSUs of SPHR withheld to satisfy tax withholding obligations in connection with the vesting and settlement of PSUs described in footnote 5, exempt under Rule 16b-3.