Sphere Entertainment Co. — fact timeline

Sphere Entertainment Co. shareholders voted on Advisory (non-binding) vote on frequency of stockholder votes on executive compensation at the 2026-06-10 meeting.

“4. The Company’s Class A stockholders and Class B stockholders, voting together as a single class, voted on an advisory (non-binding) basis, on the frequency of stockholder votes on executive compensation. The votes regarding this proposal were as follows: Three Years Two Years One Year Abstain Broker Non-Votes 77,957,012 13,803 12,574,218 67,224 3,058,144”

Sphere Entertainment Co. shareholders approved Advisory (non-binding) vote on compensation of named executive officers at the 2026-06-10 meeting.

“3. The Company’s Class A stockholders and Class B stockholders, voting together as a single class, approved in an advisory (non-binding) vote the compensation of the Company’s named executive officers. The votes regarding this proposal were as follows: For Against Abstain Broker Non-Votes 85,248,065 5,299,126 65,066 3,058,144”

Sphere Entertainment Co. shareholders approved Ratification of appointment of independent registered public accounting firm at the 2026-06-10 meeting.

“2. The Company’s Class A stockholders and Class B stockholders, voting together as a single class, ratified the appointment of the Company’s independent registered public accounting firm for the year ending December 31, 2026. The votes regarding this proposal were as follows: For Against Abstain Broker Non-Votes 93,553,873 46,648 69,880 0”

Sphere Entertainment Co. shareholders approved Election of Directors at the 2026-06-10 meeting.

“1. The Company’s Class A stockholders elected the four directors listed below to the Board of Directors for a term to expire at the 2027 annual meeting and until their successors have been elected and qualified. The votes regarding this proposal were as follows: For Withheld Broker Non-Votes Joseph J. Lhota 13,723,204 8,226,042 3,053,615 Joel M. Litvin 17,918,465 4,030,781 3,053,615 Debra G. Perelman 17,926,501 4,022,745 3,053,615 John L. Sykes 13,571,974 8,377,272 3,053,615 The Company’s Class B stockholders elected the eleven directors listed below to the Board of Directors for a term to expire at the 2027 annual meeting and until their successors have been elected and qualified. The votes regarding this proposal were as follows: For Withheld Broker Non-Votes James L. Dolan 68,667,540 0 0 Charles P. Dolan 68,667,540 0 0 Kristin A. Dolan 68,667,540 0 0 Marianne Dolan Weber 68,667,540 0 0 Paul J. Dolan 68,667,540 0 0 Quentin F. Dolan 68,667,540 0 0 Ryan T. Dolan 68,667,540 0 0 Thomas C”

Sphere Entertainment Co. reported first quarter ended March 31, 2026 results: revenue $386.4 million.

“sponsors, including the announcement in April of a new multi-year sponsorship agreement with Evian. For the three months ended March 31, 2026, the Company reported revenues of $386.4 million, an increase of $105.8 million, or 38%, as compared to the prior year quarter. In addition, the Company reported operating income of $7.2 million, an increase of $85.8 million,”

Sphere Entertainment Co. entered into Credit Agreement with JPMorgan Chase Bank, N.A., as Administrative Agent and L/C Issuer, and the lenders party thereto (effective 2026-01-29).

“On January 29, 2026, MSG Las Vegas, LLC (“MSG LV”), an indirect, wholly-owned subsidiary of Sphere Entertainment Co. (the “Company”), entered into a credit agreement with JPMorgan Chase Bank, N.A., as Administrative Agent and L/C Issuer, and the lenders party thereto, providing for (i) a $275 million senior secured term loan facility (the “Term Loan Facility”) to refinance the existing term loan and (ii) a senior secured revolving credit facility in the maximum principal amount of $275 million (the “Revolving Credit Facility” and collectively, the “Sphere Facilities”), the proceeds of which are expected to be used for working capital and general corporate purposes, including distributions to Sphere Entertainment Group, LLC (“Sphere Entertainment Group”).”

Sphere Entertainment Co. incurred term loan of $210 million with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto at SOFR plus 5.00% maturing December 2029.

“the Borrower’s existing credit facility has been replaced with a new $210 million term loan facility (the “New Term Loan Facility”), which matures in December 2029.”

Sphere Entertainment Co.: Adopted Nevada Bylaws upon redomestication from Delaware to Nevada (effective 2025-06-04).

“The Company also adopted new bylaws (the "Nevada Bylaws") in connection with the Redomestication.”

Sphere Entertainment Co.: Adopted Nevada Charter upon redomestication from Delaware to Nevada (effective 2025-06-04).

“On June 4, 2025, the Company effected the Redomestication pursuant to the Plan of Conversion by filing”

Sphere Entertainment Co. amended credit facility with JPMorgan Chase Bank, N.A..

“(the “Company”), the guarantors identified therein (the “Guarantors”), JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (the “Supporting Lenders”) entered into a Forbearance Agreement (as amended from time to time, the “Forbearance Agreement”) pursuant to which the Supporting Lenders agreed, subject to the terms of the Forbearance Agreement, to forbear, during the Forbearance Period (as defined in the Forbearance Agreement), from exercising certain of their available remedies under the Amended and Restated Credit Agreement, dated as of October 11, 2019, by and among MSGN L.P., the Guarantors, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders from time to time party thereto (as amended, the “MSGN Credit Agreement”) with respect to or arising out of (i) MSGN L.P.’s failure to make payment on the outstanding principal amount under the term”

Carl E. Vogel departed as director at Sphere Entertainment Co..

“On March 24, 2025, Mr. Carl E. Vogel, a director elected by holders of the Class A Common Stock of Sphere Entertainment Co. (the “Company”), notified the Company of his intention not to stand for re-election when his term expires at the Company’s upcoming 2025 Annual Meeting of Stockholders anticipated to be held on June 4, 2025 (the “Annual Meeting”).”

Robert Langer was appointed as Executive Vice President, Chief Financial Officer and Treasurer at Sphere Entertainment Co..

“appointed Robert Langer, 60, as Executive Vice President, Chief Financial Officer and Treasurer effective as of January 13, 2025.”

David F. Byrnes departed as Executive Vice President, Chief Financial Officer and Treasurer at Sphere Entertainment Co..

“On October 8, 2024, Sphere Entertainment Co. (the “Company”) announced that Mr. David F. Byrnes, the Company’s Executive Vice President, Chief Financial Officer and Treasurer, will be leaving the Company.”

Sphere Entertainment Co. reported the third quarter ended March 31, 2024 results: revenue $321.3 million.

“the second round of the postseason for both the Knicks and Rangers across its linear and digital platforms. For the fiscal 2024 third quarter, the Company reported revenues of $321.3 million, an increase of $159.3 million, as compared to the prior year quarter. In addition, the Company reported an operating loss of $40.4 million, an improvement of $61.5 million as”

Sphere Entertainment Co. reported fiscal second quarter ended December 31, 2023 results: revenue $314.2 million.

“For the fiscal 2024 second quarter, the Company reported revenues of $314.2 million”

Sphere Entertainment Co. shareholders approved Advisory vote on compensation of named executive officers at the 2023-12-08 meeting.

“The Company’s Class A stockholders and Class B stockholders, voting together as a single class, approved in an advisory (non-binding) vote the compensation of the Company’s named executive officers. The votes regarding this proposal were as follows: For Against Abstain Broker Non-Votes 82,115,751 8,111,012 41,757 3,608,520”

Sphere Entertainment Co. shareholders approved Approval of 2020 Stock Plan for Non-Employee Directors, as amended at the 2023-12-08 meeting.

“The Company’s Class A stockholders and Class B stockholders, voting together as a single class, approved the Company’s 2020 Stock Plan for Non-Employee Directors, as amended. The votes regarding this proposal were as follows: For Against Abstain Broker Non-Votes 83,833,709 6,398,846 35,965 3,608,520”

Sphere Entertainment Co. shareholders approved Approval of 2020 Employee Stock Plan, as amended at the 2023-12-08 meeting.

“The Company’s Class A stockholders and Class B stockholders, voting together as a single class, approved the Company’s 2020 Employee Stock Plan, as amended. The votes regarding this proposal were as follows: For Against Abstain Broker Non-Votes 80,463,991 9,789,431 15,098 3,608,520”

Sphere Entertainment Co. shareholders approved Ratification of independent registered public accounting firm for 2024 fiscal year at the 2023-12-08 meeting.

“The Company’s Class A stockholders and Class B stockholders, voting together as a single class, ratified the appointment of the Company’s independent registered public accounting firm for the 2024 fiscal year. The votes regarding this proposal were as follows: For Against Abstain Broker Non-Votes 93,808,948 53,947 14,145 0”

Sphere Entertainment Co. shareholders approved Election of Directors (Class A stockholders elected four directors; Class B stockholders elected twelve directors) at the 2023-12-08 meeting.

“The Company’s Class A stockholders elected the four directors listed below to the Board of Directors. The votes regarding this proposal were as follows: For Withheld Broker Non-Votes Joseph J. Lhota 13,733,103 7,867,877 3,608,520 Joel M. Litvin 16,125,307 5,475,673 3,608,520 John L. Sykes 13,511,086 8,089,894 3,608,520 Carl E. Vogel 17,902,439 3,698,541 3,608,520 The Company’s Class B stockholders elected the twelve directors listed below to the Board of Directors. The votes regarding this proposal were as follows: For Withheld Broker Non-Votes James L. Dolan 68,667,540 0 0 Charles F. Dolan 68,667,540 0 0 Charles P. Dolan 68,667,540 0 0 Kristin A. Dolan 68,667,540 0 0 Marianne Dolan Weber 68,667,540 0 0 Paul J. Dolan 68,667,540 0 0 Quentin F. Dolan 68,667,540 0 0 Ryan T. Dolan 68,667,540 0 0 Thomas C. Dolan 68,667,540 0 0 Brian G. Sweeney 68,667,540 0 0 Vincent Tese 68,667,540 0 0 Isiah L. Thomas III 68,667,540 0 0”

Sphere Entertainment Co. incurred convertible notes of $258.75 million aggregate principal amount with U.S. Bank Trust Company, National Association at 3.50% per year maturing December 1, 2028.

“Item 1.01 Entry into a Material Definitive Agreement. On December 8, 2023, Sphere Entertainment Co. (the “Company”) completed a private unregistered offering (the “Offering”) of $258.75 million aggregate principal amount of its 3.50% convertible senior notes due 2028 (the “Notes”), which amount includes the full exercise of the initial purchasers’ option to purchase”

Sphere Entertainment Co. entered into Capped Call Option Transactions with certain of the initial purchasers of the Notes or their respective affiliates and other financial institutions valued at Capped call transactions with a cap price initially equal to approximately $42.62 per share (effective 2023-12-05).

“On December 5, 2023, in connection with the pricing of the Notes, and on December 6, 2023, in connection with the exercise in full by the initial purchasers of their option to purchase additional Notes, the Company entered into capped call transactions with certain of the initial purchasers of the Notes or their respective affiliates and other financial institutions, pursuant to capped call confirmations in substantially the form filed as Exhibit 10.1 to this Current Report on Form 8-K, which is incorporated herein by reference (and this description is qualified in its entirety by reference to such document).”

Sphere Entertainment Co. entered into Indenture for 3.50% Convertible Senior Notes due 2028 with U.S. Bank Trust Company, National Association valued at $258,750,000 aggregate principal amount of 3.50% convertible senior notes due 2028 (effective 2023-12-08).

“Item 1.01 Entry into a Material Definitive Agreement. On December 8, 2023, Sphere Entertainment Co. (the “Company”) completed a private unregistered offering (the “Offering”) of $258.75 million aggregate principal amount of its 3.50% convertible senior notes due 2028 (the “Notes”), which amount includes the full exercise of the initial purchasers’ option to purchase additional Notes.”

David F. Byrnes was appointed as Executive Vice President, Chief Financial Officer and Treasurer at Sphere Entertainment Co..

“On December 8, 2023, the Board of Directors of Sphere Entertainment Co. (the “Company”) appointed David F. Byrnes, 53, as Executive Vice President, Chief Financial Officer and Treasurer effective as of December 8, 2023.”

Sphere Entertainment Co. announced a impairment with charges of approximately $80 million affecting Sphere venue in Stratford, London.

“In connection with this decision, the Company expects to record a non-cash impairment charge for project costs (primarily related to professional fees) of approximately $80 million in the quarter ending December 31, 2023.”

Sphere Entertainment Co. reported fiscal first quarter ended September 30, 2023 results: revenue $118.0 million.

“Jersey Devils and will continue to distribute a full schedule of Devils games across MSG Networks’ platforms. For the fiscal 2024 first quarter, the Company reported revenues of $118.0 million, a decrease of $5.1 million, as compared to the prior year quarter. In addition, the Company reported an operating loss of $69.8 million, an increase of $18.7 million, and an”

Greg Brunner was appointed as principal financial officer at Sphere Entertainment Co..

“In connection with Mr. Ranji’s resignation, Greg Brunner, the Company’s Senior Vice President, Controller and Principal Accounting Officer, assumed the responsibilities of principal financial officer on an interim basis, effective as of November 3, 2023.”

Gautam Ranji resigned as Executive Vice President, Chief Financial Officer and Treasurer at Sphere Entertainment Co..

“On October 30, 2023, Gautam Ranji, Executive Vice President, Chief Financial Officer and Treasurer of Sphere Entertainment Co. (the “Company”), resigned effective as of November 3, 2023.”

Sphere Entertainment Co. reported fourth quarter and fiscal year ended June 30, 2023 results: revenue $129.1 million.

“For the fiscal 2023 fourth quarter, the Company reported revenues of $129.1 million”

Sphere Entertainment Co. reported fiscal third quarter ended March 31, 2023 results: revenue revenues of $363.3 million.

“For the fiscal 2023 third quarter, the Company reported revenues of $363.3 million, an increase of $10.8 million, or 3%, as compared to the prior year quarter.”

Sphere Entertainment Co.: Amendment to by-laws to change name from Madison Square Garden Entertainment Corp. to Sphere Entertainment Co (effective 2023-04-20).

“The Registrant amended its by-laws to change its name from Madison Square Garden Entertainment Corp. to Sphere Entertainment Co. effective as of 11:59 p.m. on April 20, 2023 (the “Amended By-Laws”).”

Sphere Entertainment Co.: Amendment to certificate of incorporation to change name from Madison Square Garden Entertainment Corp. to Sphere Entertainment Co (effective 2023-04-20).

“On April 20, 2023, the Registrant filed with the Secretary of State of the State of Delaware an amendment (the “Amendment”) to its amended and restated certificate of incorporation to change its name from Madison Square Garden Entertainment Corp. to Sphere Entertainment Co. effective as of 11:59 p.m. on April 20, 2023.”

Sphere Entertainment Co. completed a disposition involving Madison Square Garden Entertainment Corp. (closed 2023-04-20).

“On April 20, 2023, Sphere Entertainment Co. (formerly Madison Square Garden Entertainment Corp. and referred to herein as the “Registrant”) distributed approximately 67% of the issued and outstanding shares of the common stock of Madison Square Garden Entertainment Corp. (formerly MSGE Spinco, Inc. and referred to herein as “MSG Entertainment”) to its stockholders (the “Distribution”).”

Sphere Entertainment Co. incurred term loan of up to $65 million with MSG Entertainment Holdings, LLC at a variable rate equal to either, at the option of the Registrant, (a) a base rat maturing October 20, 2024.

“On April 20, 2023, MSG Entertainment Holdings, LLC (“MSG Entertainment Holdings”) entered into a delayed draw term loan facility (the “DDTL Facility”) with the Registrant. Pursuant to the DDTL Facility, MSG Entertainment Holdings has committed to lend up to $65 million in delayed draw term loans to the Registrant on an unsecured basis for a period of 18 months following the consummation of the Distribution. The DDTL Facility will mature and any unused commitments thereunder will expire on October 20, 2024.”

Gautam Ranji was appointed as Executive Vice President, Chief Financial Officer and Treasurer at Sphere Entertainment Co..

“On April 20, 2023, the Registrant entered into an employment agreement with Gautam Ranji, effective as of the Distribution, which provides for Mr. Ranji’s employment as the Executive Vice President, Chief Financial Officer and Treasurer of the Registrant following the Distribution”

Sphere Entertainment Co. entered into Transaction Agreement with Disco Ball Intermediate, LLC valued at $550,000,000 enterprise value (effective 2023-04-17).

“The sale is being made pursuant to the Transaction Agreement (the “ Transaction Agreement ”) dated as of April 17, 2023, by and among TAO Group Hospitality, the Buyer, the Sellers and MSG Entertainment Group, LLC, solely for the purposes set forth therein, and such other parties named in the Transaction Agreement, pursuant to which, among other things, the Sellers are selling all of the issued and outstanding limited liability company interests of Tao Group Hospitality (other than rollovers by certain members of management of a portion of their interests) to the Buyer in a transaction valuing TAO Group Hospitality at $550.0 million, subject to certain customary purchase price adjustments.”

Sphere Entertainment Co. entered into Transition Services Agreement with MSGE Spinco valued at Entry into a Material Definitive Agreement (effective 2023-03-29).

“On March 29, 2023, the Registrant and MSGE Spinco entered into a Transition Services Agreement under which, in exchange for the fees specified in such agreement, MSGE Spinco has agreed to provide certain corporate and other services to the Registrant, including with respect to such areas as information technology, accounts payable, payroll, tax, certain legal functions, human resources, insurance and risk management, government affairs, investor relations, corporate communications, benefit plan administration and reporting, and internal audit functions as well as certain marketing functions.”

Sphere Entertainment Co. entered into Contribution Agreement with MSGE Spinco and MSG Entertainment Group, LLC valued at Entry into a Material Definitive Agreement (effective 2023-03-29).

“On March 29, 2023, the Registrant, MSGE Spinco and MSG Entertainment Group, LLC (to be renamed Sphere Entertainment Group, LLC), a direct wholly-owned subsidiary of the Registrant, entered into a Contribution Agreement pursuant to which the Registrant will contribute the Contributed Assets to MSGE Spinco prior to the Distribution (such transaction, the “Contribution”).”

Sphere Entertainment Co. entered into Distribution Agreement with MSGE Spinco valued at Entry into a Material Definitive Agreement (effective 2023-03-29).

“On March 29, 2023, the Registrant entered into the Distribution Agreement with MSGE Spinco as part of a series of transactions pursuant to which MSGE Spinco will receive prior to the Distribution the subsidiaries, businesses and other assets described in the Form 10 that formerly comprised of the Registrant’s live entertainment and booking businesses (the “Contributed Assets”).”

Carl E. Vogel was appointed as Director at Sphere Entertainment Co..

“The following individual has been appointed, effective as of the Distribution date, to the Board of Directors of the Registrant as a director elected by holders of Registrant Class A Common Stock to fill one of the two vacancies created by the resignation of the director elected by holders of Registrant Class A Common Stock: • Carl E. Vogel, age 65.”

Frederic V. Salerno resigned as Director at Sphere Entertainment Co..

“On March 29, 2023, Messrs. Martin Bandier and Frederic V. Salerno tendered their resignations as directors of the Registrant effective as of the Distribution date.”

Martin Bandier resigned as Director at Sphere Entertainment Co..

“On March 29, 2023, Messrs. Martin Bandier and Frederic V. Salerno tendered their resignations as directors of the Registrant effective as of the Distribution date.”

Gautam Ranji was appointed as Executive Vice President, Chief Financial Officer, and Treasurer at Sphere Entertainment Co..

“In addition, effective on the Distribution date, Gautam Ranji will serve as the Executive Vice President, Chief Financial Officer, and Treasurer of the Registrant.”

David F. Byrnes departed as Executive Vice President and Chief Financial Officer at Sphere Entertainment Co..

“Effective on the Distribution date, the following executive officers of the Registrant will, in connection with their becoming executive officers of MSGE Spinco, cease to serve as executive officers of the Registrant: • David F. Byrnes (Executive Vice President and Chief Financial Officer),”

Sphere Entertainment Co. reported fiscal second quarter ended December 31, 2022 results: revenue $642.2 million.

“For the fiscal 2023 second quarter, the Company reported revenues of $642.2 million”

Sphere Entertainment Co. incurred term loan of $275 million with JP Morgan Chase Bank, N.A., as administrative agent at base rate plus a margin of 3.375% per annum or Adjusted Term SOFR plus a margin maturing December 22, 2027.

“On December 22, 2022, MSG Las Vegas, LLC (“MSG LV”), an indirect, wholly-owned subsidiary of Madison Square Garden Entertainment Corp. (the “Company”), entered into a credit agreement with JP Morgan Chase Bank, N.A., as administrative agent and the lenders party thereto, providing for a five-year, $275 million senior secured term loan facility (the “Sphere Facility”).”

Sphere Entertainment Co. entered into Credit Agreement with JP Morgan Chase Bank, N.A., as administrative agent and the lenders party thereto valued at $275 million (effective 2022-12-22).

“On December 22, 2022, MSG Las Vegas, LLC ("MSG LV"), an indirect, wholly-owned subsidiary of Madison Square Garden Entertainment Corp. (the "Company"), entered into a credit agreement with JP Morgan Chase Bank, N.A., as administrative agent and the lenders party thereto, providing for a five-year, $275 million senior secured term loan facility (the "Sphere Facility").”

Sphere Entertainment Co. shareholders approved Advisory Vote on Executive Compensation at the 2022-12-06 meeting.

“5. The Company’s Class A stockholders and Class B stockholders, voting together as a single class, approved in an advisory (non-binding) vote the compensation of the Company’s named executive officers. The votes regarding this proposal were as follows: For Against Abstain Broker Non-Votes 78,479,886 12,046,699 49,533 3,092,278”

Sphere Entertainment Co. shareholders approved Approval of 2020 Stock Plan for Non-Employee Directors, as amended at the 2022-12-06 meeting.

“4. The Company’s Class A stockholders and Class B stockholders, voting together as a single class, approved the Company’s 2020 Stock Plan for Non-Employee Directors, as amended. The votes regarding this proposal were as follows: For Against Abstain Broker Non-Votes 88,316,798 2,216,854 42,466 3,092,278”

Sphere Entertainment Co. shareholders approved Approval of 2020 Employee Stock Plan, as amended at the 2022-12-06 meeting.

“3. The Company’s Class A stockholders and Class B stockholders, voting together as a single class, approved the Company’s 2020 Employee Stock Plan, as amended. The votes regarding this proposal were as follows: For Against Abstain Broker Non-Votes 88,519,366 2,014,689 42,063 3,092,278”