13D Filings
Sphere Entertainment Co.
SPHR
Amendment
Ownership

13.10%

Total Shares

4,280,651

Issuer CIK

1795250

CUSIP

55826T102

Event Date

Sep 7, 2025

Accepted

Sep 10, 2025, 09:10 PM

Reporting Persons (25)
Joint Filing

This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.

NameType% of ClassAggregateSole VotingShared Voting
Mary S. Dolan, as Trustee of certain trusts described herein
Individual
13.10%4,280,6513,4534,277,198
James L. Dolan
Individual
11.80%3,667,4641,638,9332,028,531
Corby Dolan Leinauer, as Trustee of certain trusts described herein
Individual
11.50%3,682,0591923,681,867
Kathleen M. Dolan, individually and as Trustee of certain trusts described herein
Individual
11.50%3,693,47918,6323,674,847
Paul J. Dolan, as a Trustee of certain trusts described herein
Individual
5.20%1,552,63146,6071,506,024
Thomas C. Dolan
Individual
4.20%1,234,09029,3551,204,735
Marianne Dolan Weber
Individual
4.20%1,245,35711,6061,233,751
Deborah A. Dolan-Sweeney
Individual
3.90%1,150,03410,4191,139,615
Charles F. Dolan 2009 Family Trust FBO James L. Dolan
Other
3.60%1,053,2831,053,2830
Charles F. Dolan Children Trust FBO James L. Dolan
Other
3.30%960,498960,4980
Charles F. Dolan 2009 Family Trust FBO Thomas C. Dolan
Other
2.50%716,156716,1560
Charles F. Dolan 2009 Family Trust FBO Marianne E. Dolan Weber
Other
2.20%653,144653,1440
Charles F. Dolan 2009 Family Trust FBO Kathleen M. Dolan
Other
2.10%621,308621,3080
Charles F. Dolan 2009 Family Trust FBO Deborah A. Dolan-Sweeney
Other
2.00%578,498578,4980
Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney
Other
1.80%535,276535,2760
Charles F. Dolan Children Trust FBO Thomas C. Dolan
Other
1.70%488,579488,5790
Charles F. Dolan Children Trust FBO Kathleen M. Dolan
Other
1.70%488,579488,5790
Charles F. Dolan Children Trust FBO Marianne Dolan Weber
Other
1.60%474,339474,3390
Patrick F. Dolan
Individual
0.20%58,0221,07556,947
Charles F. Dolan 2009 Family Trust FBO Patrick F. Dolan
Other
0.20%56,94756,9470
Kathleen M. Dolan 2012 Descendants Trust
Other
0.20%56,94756,9470
Marianne E. Dolan Weber 2012 Descendants Trust
Other
0.20%56,94856,9480
Ryan Dolan 1989 Trust
Other
0.10%7,6597,6590
Tara Dolan 1989 Trust
Other
0.10%7,6597,6590
Charles F. Dolan 2009 Revocable Trust
Other
0.00%000
Disclosure Items (7)

Security Title

Class A Common Stock, par value $.01 per share

Issuer Name

Sphere Entertainment Co.

Issuer Address

TWO PENNSYLVANIA PLAZA, New York, NY, 10121

Filing Persons

The disclosure in Item 2(a) is hereby amended and restated to read in its entirety as follows: The names of the Reporting Persons who are Group Members are: James L. Dolan; Thomas C. Dolan; Kathleen M. Dolan, individually and as a Trustee of the Charles F. Dolan Children Trust FBO Kathleen M. Dolan, the Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney, the Charles F. Dolan Children Trust FBO Marianne Dolan Weber, the Charles F. Dolan Children Trust FBO Thomas C. Dolan and the Charles F. Dolan Children Trust FBO James L. Dolan (hereinafter collectively referred to as the "Dolan Children Trusts" and individually, a "Dolan Children Trust"), and as sole Trustee of the Ryan Dolan 1989 Trust and the Tara Dolan 1989 Trust; Marianne Dolan Weber; Deborah A. Dolan-Sweeney; Patrick F. Dolan; the Dolan Children Trust FBO Kathleen M. Dolan; the Dolan Children Trust FBO Marianne Dolan Weber; the Dolan Children Trust FBO Deborah Dolan-Sweeney; the Dolan Children Trust FBO James L. Dolan; the Dolan Children Trust FBO Thomas C. Dolan; the Charles F. Dolan 2009 Family Trust FBO James L. Dolan; the Charles F. Dolan 2009 Family Trust FBO Thomas C. Dolan; the Charles F. Dolan 2009 Family Trust FBO Kathleen M. Dolan; the Charles F. Dolan 2009 Family Trust FBO Marianne E. Dolan Weber; the Charles F. Dolan 2009 Family Trust FBO Deborah A. Dolan-Sweeney; the Charles F. Dolan 2009 Family Trust FBO Patrick F. Dolan; the Ryan Dolan 1989 Trust; the Tara Dolan 1989 Trust; the Marianne E. Dolan Weber 2012 Descendants Trust and the Kathleen M. Dolan 2012 Descendants Trust. The Reporting Persons also include Corby Dolan Leinauer, as a Trustee of the Charles F. Dolan 2009 Family Trust FBO Thomas C. Dolan, the Charles F. Dolan 2009 Family Trust FBO James L. Dolan, the Charles F. Dolan 2009 Family Trust FBO Marianne E. Dolan Weber, the Charles F. Dolan 2009 Family Trust FBO Kathleen M. Dolan, the Charles F. Dolan 2009 Family Trust FBO Deborah A. Dolan-Sweeney and the Charles F. Dolan 2009 Family Trust FBO Patrick F. Dolan (collectively, the "2009 Family Trusts" and individually, a "2009 Family Trust") and Mary S. Dolan, as a Trustee of the Dolan Children Trust FBO Deborah Dolan-Sweeney, each of the 2009 Family Trusts and the Kathleen M. Dolan 2012 Descendants Trust, and Paul J. Dolan, as a Trustee of the Dolan Children Trusts FBO Kathleen M. Dolan and James L. Dolan.

Business Address

The disclosure in Item 2(b) is hereby amended by removing the information related to the CFD 2009 Trust and adding the New Group Members at the end thereof as follows: The business address of Patrick F. Dolan is c/o Dolan Family Office, attention: President, 340 Crossways Park Drive, Woodbury, New York 11797. Charles F. Dolan 2009 Family Trust FBO Patrick F. Dolan is a trust established under the laws of the State of New York for the benefit of Patrick F. Dolan and has an address of c/o Dolan Family Office, attention: President, 340 Crossways Park Drive, Woodbury, New York 11797. Marianne E. Dolan Weber 2012 Descendants Trust is a trust established under the laws of the State of New York for the benefit of the descendants of Marianne Dolan Weber and has an address of c/o MLC Ventures LLC, Attention: Richard Baccari, PO Box 1014, Yorktown Heights, New York 10598. Kathleen M. Dolan 2012 Descendants Trust is a trust established under the laws of the State of Vermont for the benefit of the descendants of Kathleen M. Dolan and has an address of c/o MLC Ventures LLC, Attention: Richard Baccari, PO Box 1014, Yorktown Heights, New York 10598.

Principal Occupation

The disclosure in Item 2(c) is hereby amended by adding the following at the end thereof: Patrick F. Dolan is a director of AMC Networks Inc. ("AMC"). AMC's principal business address is 11 Penn Plaza, New York, New York 10001.

Convictions

The disclosure in Item 2(e) is hereby amended by adding the following at the end thereof: No New Group Member has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Citizenship

The disclosure in Item 2(f) is hereby amended by adding the following at the end thereof: Patrick F. Dolan is a citizen of the United States. The New Group Members that are trusts are organized in the jurisdiction set forth in Item 2(b).

The disclosure in Item 3 is hereby amended by adding the following at the end thereof: On September 8, 2025, the CFD 2009 Trust transferred an aggregate of 341,684 shares of Class B Common Stock to certain Group Members, as indicated in the table below, in partial repayment of promissory notes. The transferred shares constituted all of the shares of Common Stock held by the CFD 2009 Trust. For purposes of repayment of the promissory notes, the transferred shares were valued at $52.2025 per share, the mean of the high and low trading price for the Class A Common Stock on September 8, 2025. Number of Shares of Class B Common Stock Transferred Transferee to Transferee James L. Dolan 56,947 Charles F. Dolan 2009 Family Trust FBO Thomas C. Dolan 56,948 Charles F. Dolan 2009 Family Trust FBO Patrick F. Dolan 56,947 Charles F. Dolan 2009 Family Trust FBO Deborah A. Dolan-Sweeney 10,250 Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney 46,697 Marianne E. Dolan Weber 2012 Descendants Trust 56,948 Kathleen M. Dolan 2012 Descendants Trust 56,947

The disclosure in Item 4 is hereby amended by adding the following at the end thereof: The information contained in Item 3 of this Amendment No. 6 is incorporated by reference.

Percentage of Class

The disclosure in Item 5(a) and (b) is hereby amended and supplemented as follows: (a) and (b) As of September 8, 2025, the Group Members may be deemed to beneficially own an aggregate of 8,787,042 shares of Class A Common Stock as a result of their beneficial ownership of (i) 1,920,288 shares of Class A Common Stock (inclusive of exercisable options, restricted stock units vesting within 60 days of the date hereof and shares held by the Dolan Family Foundation, for which certain Group Members serve as director), and (ii) 6,866,754 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 24.6% of the total shares of Common Stock deemed to be currently outstanding. Group Members in the aggregate may be deemed to have the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 6,866,754 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock (representing all outstanding Class B Common Stock) because of the terms of the Class B Stockholders' Agreement (as previously defined in the Schedule 13D). Reporting Persons and individuals who are not Group Members but are trustees of trusts that are Group Members may be deemed to beneficially own an additional 58,744 shares of Class A Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities held by the other Reporting Persons, and this report shall not be deemed to be an admission that each such person is the beneficial owner of such securities. The percentages used herein with respect to the ownership of Class A Common Stock are calculated based on 28,503,635 outstanding shares of Class A Common Stock as of September 3, 2025, which is based on (i) 29,132,663 outstanding shares of Class A Common Stock as of July 31, 2025, as reported by the Issuer in its Quarterly Report on Form 10-Q that was filed with the SEC on August 11, 2025, adjusted to reflect (ii) the Issuer's repurchase of 629,028 shares of Class A Common Stock, as reported by the Issuer in a press release dated September 3, 2025. See the responses to Items 7 through 13 of each cover page to this Amendment No. 6, which are incorporated by reference. See Exhibit A for supplemental information regarding the beneficial ownership of Class A Common Stock by the Group Members and the other individuals who are not Group Members but are trustees of trusts that are Group Members. See Exhibit B for additional information regarding the Reporting Persons that are trusts.

Number of Shares

See Item 5(a) above, Exhibit A and Exhibit B.

Transactions

Other than as disclosed herein, there were no transactions in the Class A Common Stock effected during the past sixty days by the persons named in response to Item 5(a).

Date of 5% Ownership

As further described in Item 3, as of September 8, 2025, the CFD 2009 Trust ceased to be a beneficial owner of Common Stock and a Group Member.

The disclosure in the section of Item 6 entitled "THE CLASS B STOCKHOLDERS AGREEMENT" is hereby amended by adding the following sentence after the last paragraph of such subsection: As of September 8, 2025, the CFD 2009 Trust ceased to be a party to the Class B Stockholders' Agreement and the New Group Members became parties to such agreement. The disclosure in the section of Item 6 entitled "REGISTRATION RIGHTS AGREEMENTS" is hereby amended by adding the following sentence after the last paragraph of such subsection: As of September 8, 2025, the Charles F. Dolan 2009 Family Trust FBO Patrick F. Dolan, the Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney, the Marianne E. Dolan Weber 2012 Descendants Trust and the Kathleen M. Dolan 2012 Descendants Trust each became a party to the Dolan Affiliates Agreement with respect to the shares of Class B Common Stock received from the CFD 2009 Trust, provided that the shares of Class B Common Stock received by the Charles F. Dolan Children Trust FBO Deborah Dolan-Sweeney are subject to the additional restrictions contained in the Dolan Children Trusts Agreement.

The disclosure in Item 7 is hereby amended by replacing all exhibits in the series of exhibits related to Exhibit A and Exhibit B and adding Exhibit C.2 and Exhibit D in appropriate order as follows: Exhibit A: Supplemental Beneficial Ownership Information Exhibit B: Amended and Restated Trust and Beneficiary List Exhibit C.2: Power of Attorney for each of Patrick F. Dolan, the Charles F. Dolan 2009 Family Trust FBO Patrick F. Dolan, the Marianne E. Dolan Weber 2012 Descendants Trust and the Kathleen M. Dolan 2012 Descendants Trust Exhibit D: Joint Filing Agreement, dated September 10, 2025.