Dolan Ryan Thomas 4

What Happened
Ryan Dolan, a director of Sphere Entertainment Co. (SPHR), received three grants of stock appreciation rights (SARs) on October 25, 2023 — each for 14,031 SARs, totaling 42,093 SARs. The awards are derivative rights (reported at $0.00 on the Form 4) that give the holder the right to receive a cash amount tied to the increase in Sphere’s Class A common stock price upon exercise.

Key Details

• Transaction date: October 25, 2023 (reported on Form 4 filed March 13, 2026 — a late filing).
• Grants: 3 awards × 14,031 SARs = 42,093 SARs total; per-line dollar amount reported as $0.00 (derivative award).
• Vesting: SARs vest on October 20, 2026 provided Ryan Dolan remains employed by Sphere or its subsidiaries (see footnote).
• Footnotes: F1 explains SARs pay a cash amount equal to (shares underlying the SARs × (fair market value at exercise − exercise price)). F2 notes the vesting condition tied to continued employment.
• Shares owned after transaction: Not specified on the filing.
• Timeliness: The Form 4 was filed in March 2026 for an October 2023 grant (late filing).

Context
SARs are derivative awards, not immediate stock purchases. They don’t transfer shares now and have value only if Sphere’s stock price exceeds the SARs’ exercise price at exercise; they can be settled in cash per the plan. Because these are awards with multi-year vesting, they reflect a future potential payoff rather than an immediate insider purchase or sale.