MSG Knickerbockers Corp. filed a Form 4 with the SEC on October 28, 2026, reporting the completion of a recapitalization and spin-off distribution of MSG Rangers Corp. shares that left MSG Knickerbockers Corp. with zero beneficial ownership in the issuer.

Key Highlights

  • Recapitalization on October 20, 2026: 100 outstanding shares of MSGS Spinco, Inc. (renamed MSG Rangers Corp.) were automatically converted into 9,794,568 shares of Class A Common Stock and 2,264,754 shares of Class B Common Stock.
  • Distribution on October 26, 2026: MSG Knickerbockers Corp. distributed one share of MSG Rangers Corp. Class A and Class B Common Stock to its stockholders for every two shares of MSG Knickerbockers Corp. Class A and Class B Common Stock, respectively.
  • Zero remaining ownership: Following the distribution, MSG Knickerbockers Corp. reported beneficial ownership of 0 shares of Class A Common Stock and 0 shares of Class B Common Stock in MSG Rangers Corp.
  • Section 16 exemptions claimed: The recapitalization was reported as exempt under Rule 16b-7 and the distribution was reported as exempt under Rule 16a-9 of the Exchange Act.
  • Section 16 obligations concluded: According to the filing, as a result of the distribution, MSG Knickerbockers Corp. "is no longer subject to the requirements of Section 16 of the Exchange Act with respect to MSGR."
  • Class B convertibility: Class B Common Stock of MSG Rangers Corp. is convertible at the option of the holder on a one-for-one basis into Class A Common Stock.

MSG Knickerbockers Corp. Completes MSG Rangers Corp. Spin-Off via Recapitalization and Distribution

According to the filing, MSG Knickerbockers Corp. (formerly Madison Square Garden Sports Corp.) was the reporting person and a 10% owner of MSG Rangers Corp. (NASDAQ:MSGR), formerly MSGS Spinco, Inc. The first of two reported transactions occurred on October 20, 2026, when MSGR's Amended and Restated Articles of Incorporation automatically converted 100 outstanding shares of MSGR common stock into 9,794,568 fully-paid and nonassessable shares of Class A Common Stock and 2,264,754 fully-paid and nonassessable shares of Class B Common Stock. The filing described this as the "Recapitalization" and stated it "did not result in a change in the pecuniary interest" of MSG Knickerbockers Corp. in MSGR.

The second transaction, dated October 26, 2026, was described as the "Distribution." The filing states that MSG Knickerbockers Corp. distributed one share of MSGR Class A Common Stock and one share of MSGR Class B Common Stock to its stockholders for every two shares of MSG Knickerbockers Corp. Class A Common Stock and Class B Common Stock held, respectively. Both transactions were coded "J" in the filing, indicating transactions not reportable under Rules 16b-3 or 16b-7, or an exempt non-derivative transaction.

Following the Distribution, the filing reports that MSG Knickerbockers Corp. beneficially owned 0 shares of MSGR Class A Common Stock and 0 shares of MSGR Class B Common Stock. The filing further discloses that because MSG Knickerbockers Corp. no longer holds any shares of MSGR, it is no longer subject to Section 16 reporting obligations with respect to MSGR. The Form 4 was signed by Mark C. Cresitello, identified as SVP, Deputy General Counsel and Secretary of MSG Knickerbockers Corp., on October 28, 2026.

What Was Disclosed

MSG Knickerbockers Corp. reported two exempt transactions in MSG Rangers Corp. shares: a recapitalization on October 20, 2026 converting 100 shares into separate share classes, and a distribution on October 26, 2026 that eliminated its entire ownership stake in MSGR.