DOLAN JAMES LAWRENCE 4

What Happened

• James L. Dolan, a reported 10% owner of Sphere Entertainment Co. (SPHR), exercised stock options on February 17, 2026. The filing shows two option exercises of 54,315 shares each (reported at an exercise-related value of $67.33 per share, $3.66M each). The exercises were processed via a cashless exercise/settlement, and shares were withheld or disposed to cover the exercise price and tax withholding.
• Reported dispositions/withholdings on the same date include multiple entries at a market price of $114.71: 11,599.5 shares (two entries) reported as dispositions to the issuer, and 63,761 and 21,670 shares reported as withheld to satisfy exercise price and tax obligations—together reflecting about $9.8 million withheld/paid.

Key Details

• Transaction date: February 17, 2026 (Form filed Feb 19, 2026). Exercise price reported for the acquired option shares: $67.33; market withholding/disposition price reported: $114.71.
• Reported option exercises: two entries of 54,315 shares each (M = option exercise). There are also reporting entries showing 54,315 shares disposed at $0.00 reflecting derivative reporting mechanics.
• Withheld/Disposed shares: two dispositions of 11,599.5 shares @ $114.71 and withholdings of 63,761 and 21,670 shares @ $114.71 to satisfy exercise price and taxes (F codes), totaling roughly $9.8M.
• Shares owned after the transactions: not specified in the provided excerpt of the filing.
• Notable footnotes: options were granted under the MSG Networks Inc. 2010 Employee Stock Plan (assumed by SPHR) and were exercised via cashless exercise and settled in cash (F1, F4, F5). Filings note joint/spouse holdings and disclaimers (F2, F3, F6, F7). Two‑thirds of the options vested July 9, 2021 and the remainder Aug 29, 2021 (F8).
• Filing timeliness: Form 4 was filed Feb 19, 2026 reporting Feb 17, 2026 transactions (no late-filing flag in provided data).

Context

• For retail investors: this was an exercise of stock options, not an open-market buy. The cashless-exercise mechanics mean some shares were sold/withheld at market to cover the exercise price and taxes; the filing shows those withholdings and cash settlement. As a 10% owner (not an ordinary employee trade), the transactions are regulatory reporting of option exercises and related withholdings rather than a straightforward purchase or open-market sale.