Madison Square Garden Sports Amends 8-K to Detail Post-Spin Executive Overlap

Madison Square Garden Sports Corp. filed an amendment to its Form 8-K on September 28, 2026, to clarify the extent of executive and director overlap between the company and its spin-off entities following the planned distribution of MSGS Spinco, Inc. The filing, identified by Commission File Number 001-36900, serves as Amendment No. 1 to the original Current Report filed regarding the spin-off transaction.

The amendment specifically revises Item 8.01 to provide a more detailed account of the "Certain Relationships and Potential Conflicts of Interest" that will exist among the entities. Upon the completion of the Distribution, Madison Square Garden Sports Corp. will change its name to MSG Knickerbockers Corp. and its New York Stock Exchange ticker symbol from MSGS to MSGK. The filing outlines that significant leadership continuity will remain across the newly separated corporate structures.

James L. Dolan is designated to serve as Executive Chairman and Chief Executive Officer for both the Registrant and MSGS Spinco, in addition to holding the same titles at MSG Entertainment and Sphere Entertainment. Mr. Dolan also currently serves as Non-Executive Chairman of AMC Global Media Inc. Other key executives will hold dual roles across multiple entities. David Granville-Smith will serve as Executive Vice President for the Registrant, MSGS Spinco, Sphere Entertainment, and AMC Global Media. Paul DiCicco will act as Executive Vice President, Chief Financial Officer, and Treasurer for both the Registrant and MSGS Spinco. Jamaal T. Lesane will serve as Executive Vice President and Chief Legal Officer for the same two entities.

Board composition will also show significant overlap immediately following the Distribution. The filing states that three members of the Registrant's Board of Directors will also serve on the board of MSGS Spinco. Seven board members are expected to serve on the board of MSG Entertainment, while nine will serve on the board of Sphere Entertainment. Four members of the Registrant's Board will also serve as directors of AMC Global Media. The document notes that there will be no overlap of Class A Directors between the Registrant and MSGS Spinco.

The company's articles of incorporation acknowledge that directors and officers may serve in capacities with MSG Entertainment, Sphere Entertainment, and AMC Global Media, collectively referred to as Overlap Persons. To manage potential conflicts of interest arising from these shared roles, the Registrant has renounced its rights to certain business opportunities. The articles provide that Overlap Persons are not liable for breach of fiduciary duty if they direct corporate opportunities to these other entities rather than to the Registrant, provided the opportunities do not fall within specific restricted categories where the Registrant is directly engaged.

In connection with the Distribution, the Board of Directors adopted an Overlap Policy to extend these provisions to directors and officers serving with MSGS Spinco or its subsidiaries. This policy revises the definition of restricted corporate opportunities to include those relating exclusively to the ownership of NBA franchises in New York, New Jersey, or Connecticut, or exclusively to NFL, MLB, or MLS franchises in those same regions. Additionally, the Registrant will amend its Related Party Transaction Approval Policy to classify MSGS Spinco as an affiliate for transaction approval purposes.