UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

FORM 10-Q

________________________

(Mark One)


			☑			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, ~~2022~~2023


			☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 1-36900

MADISON SQUARE GARDEN SPORTS CORP.

(Exact name of registrant as specified in its charter)


Delaware						47-3373056
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

Two Penn Plaza

New York

10121

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (212) 465-4111

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock	MSGS	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☑ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☑ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☑

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☑ No

Number of shares of common stock outstanding as of February ~~3, 2023:~~2, 2024:


Class A Common Stock par value $0.01 per share	—	~~19,352,356~~19,416,405
Class B Common Stock par value $0.01 per share	—	4,529,517

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.

INDEX TO FORM 10-Q


			Page
PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Consolidated Balance Sheets as of December 3 1 ~~, 2022~~ 31, 2023 (unaudited) and June 30, ~~2022~~2023			1

Consolidated Statements of Operations for the three and six months ended December 31, 2023 and 2022 ~~and2021~~ (unaudited)			3

Consolidated Statements of Comprehensive Income (Loss) for the three and six ~~months~~months ended December 31, ~~2022~~2023 and ~~2021~~2022 (unaudited)			4

Consolidated Statements of Cash Flows for the six months ended December 31, 2023 and 2022 ~~and 2021~~(unaudited)			5

Consolidated Statements of Equity for the three and six months ended December 31, 20 222023 and ~~2021~~2022 (unaudited)			6

Notes to Consolidated Financial Statements (unaudited)			10

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			2627

Item 3. Quantitative and Qualitative Disclosures About Market Risk			36

Item 4. Controls and Procedures			3637

PART II. OTHER INFORMATION

Item 1. Legal Proceedings			3738



Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			3738



Item 6. Exhibits			3839

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

MADISON SQUARE GARDEN SPORTS CORP.

CONSOLIDATED BALANCE SHEETS

(in thousands, except per share data)

December 31,
2022

June 30,
2022

(Unaudited)

December 31,
2023

June 30,
2023

(Unaudited)

ASSETS

Current Assets:

Cash and cash equivalents

43,912

91,018

Restricted cash

1,246

—

Accounts receivable, net of allowance for doubtful accounts of $0 and $0 as of December 31, 2022 and June 30, 2022, respectively

74,976

47,240

Accounts receivable, net of allowance for doubtful accounts of $0 and $0 as of December 31, 2023 and June 30, 2023, respectively

Net related party receivables

23,584

28,333

Prepaid expenses

43,502

18,810

Other current assets

20,717

19,868

Other current assets

Total current assets

207,937

205,269

Property and equipment, net of accumulated depreciation and amortization of $48,519 and $46,794 as of December 31, 2022 and June 30, 2022, respectively

32,125

32,892

Property and equipment, net of accumulated depreciation and amortization of $50,701 and $49,117 as of December 31, 2023 and June 30, 2023, respectively

Right-of-use lease assets

678,110

686,782

Amortizable intangible assets, net

498

636

Indefinite-lived intangible assets

112,144

Goodwill

226,955

Investments

Other assets

43,098

37,288

Total assets

1,300,867

1,301,966

See accompanying notes to consolidated financial statements.

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.

CONSOLIDATED BALANCE SHEETS (Continued)

(in thousands, except per share data)


			December 31, 2022		June 30, 2022
			(Unaudited)
		December 31, 2023						December 31, 2023	June 30, 2023
		(Unaudited)						(Unaudited)
LIABILITIES AND EQUITY	LIABILITIES AND EQUITY
Current Liabilities:	Current Liabilities:
Current Liabilities:
Current Liabilities:
Accounts payable
Accounts payable
Accounts payable	Accounts payable		$	7,924	$	11,263
Net related party payables	Net related party payables		8,030		19,624
Debt	Debt		30,000		30,000

Accrued liabilities:	Accrued liabilities:
Accrued liabilities:
Accrued liabilities:
Employee related costs
Employee related costs
Employee related costs	Employee related costs		96,231		119,279
League-related accruals	League-related accruals		97,560		75,269
Other accrued liabilities	Other accrued liabilities		11,190		6,796
Operating lease liabilities, current	Operating lease liabilities, current		43,751		43,699

Deferred revenue	Deferred revenue		188,274		132,369
Deferred revenue
Deferred revenue
Total current liabilities	Total current liabilities		482,960		438,299

Long-term debt
Long-term debt
Long-term debt	Long-term debt		405,000		220,000
Operating lease liabilities, noncurrent	Operating lease liabilities, noncurrent		702,667		699,587
Defined benefit obligations	Defined benefit obligations		5,001		5,005
Other employee related costs	Other employee related costs		47,777		43,411
Deferred tax liabilities, net	Deferred tax liabilities, net		12,926		8,917
Deferred revenue, noncurrent	Deferred revenue, noncurrent		30,948		31,122
Other liabilities			—		1,002

Total liabilities	Total liabilities		1,687,279		1,447,343
Commitments and contingencies (see Note 10)
Total liabilities
Total liabilities
Commitments and contingencies (see Note 11)							Commitments and contingencies (see Note 11)
Madison Square Garden Sports Corp. Stockholders’ Equity:	Madison Square Garden Sports Corp. Stockholders’ Equity:
Class A Common stock, par value $0.01, 120,000 shares authorized; 19,415 and 19,697 shares outstanding as of December 31, 2022 and June 30, 2022, respectively			204		204
Class B Common stock, par value $0.01, 30,000 shares authorized; 4,530 shares outstanding as of December 31, 2022 and June 30, 2022			45		45
Preferred stock, par value $0.01, 15,000 shares authorized; none outstanding as of December 31, 2022 and June 30, 2022			—		—
Class A Common Stock, par value $0.01, 120,000 shares authorized; 19,412 and 19,364 shares outstanding as of December 31, 2023 and June 30, 2023, respectively
Class A Common Stock, par value $0.01, 120,000 shares authorized; 19,412 and 19,364 shares outstanding as of December 31, 2023 and June 30, 2023, respectively
Class A Common Stock, par value $0.01, 120,000 shares authorized; 19,412 and 19,364 shares outstanding as of December 31, 2023 and June 30, 2023, respectively
Class B Common Stock, par value $0.01, 30,000 shares authorized; 4,530 shares outstanding as of December 31, 2023 and June 30, 2023
Preferred stock, par value $0.01, 15,000 shares authorized; none outstanding as of December 31, 2023 and June 30, 2023
Additional paid-in capital	Additional paid-in capital		—		17,573
Treasury stock, at cost, 1,033 and 751 shares as of December 31, 2022 and June 30, 2022, respectively			(169,772)		(128,026)
Treasury stock, at cost, 1,036 and 1,084 shares as of December 31, 2023 and June 30, 2023, respectively
Accumulated deficit	Accumulated deficit		(217,047)		(35,699)
Accumulated other comprehensive loss	Accumulated other comprehensive loss		(1,180)		(1,186)
Total Madison Square Garden Sports Corp. stockholders’ equity			(387,750)		(147,089)
Nonredeemable noncontrolling interests			1,338		1,712

Total equity

Total equity

Total equity	Total equity		(386,412)		(145,377)
Total liabilities and equity	Total liabilities and equity		$	1,300,867	$	1,301,966

See accompanying notes to consolidated financial statements.

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(in thousands, except per share data)


			Three Months Ended				Six Months Ended				Three Months Ended			Six Months Ended
			December 31,				December 31,					December 31,
			2022		2021		2022		2021		2023		2022		2023	2022
Revenues (a)	Revenues (a)		$	353,694	$	289,581	$	377,783	$	308,375

Operating expenses:	Operating expenses:
Operating expenses:
Operating expenses:
Direct operating expenses (b)
Direct operating expenses (b)
Direct operating expenses (b)	Direct operating expenses (b)		225,702		192,847		229,383		201,425
Selling, general and administrative expenses (c)	Selling, general and administrative expenses (c)		75,636		59,600		130,917		103,328
Depreciation and amortization	Depreciation and amortization		838		1,215		1,863		2,641
Operating income	Operating income		51,518		35,919		15,620		981
Other income (expense):	Other income (expense):
Interest income	Interest income		567		43		923		93
Interest income
Interest income
Interest expense	Interest expense		(6,079)		(3,585)		(9,391)		(6,688)
Miscellaneous income (expense), net	Miscellaneous income (expense), net		385		(64)		219		(127)
			(5,127)		(3,606)		(8,249)		(6,722)
Income (loss) from operations before income taxes			46,391		32,313		7,371		(5,741)
		(3,809)
Income (loss) before income taxes
Income tax (expense) benefit	Income tax (expense) benefit		(24,555)		(17,115)		(4,062)		4,054
Net income (loss)	Net income (loss)		21,836		15,198		3,309		(1,687)
Less: Net loss attributable to nonredeemable noncontrolling interests	Less: Net loss attributable to nonredeemable noncontrolling interests		(655)		(647)		(1,362)		(1,127)
Net income (loss) attributable to Madison Square Garden Sports Corp.’s stockholders	Net income (loss) attributable to Madison Square Garden Sports Corp.’s stockholders		$	22,491	$	15,845	$	4,671	$	(560)

Basic earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders	Basic earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders		$	0.85	$	0.65	$	0.11	$	(0.02)
Basic earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders
Basic earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders
Diluted earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders	Diluted earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders		$	0.84	$	0.65	$	0.11	$	(0.02)
Weighted-average number of common shares outstanding:	Weighted-average number of common shares outstanding:
Basic	Basic		24,130		24,261		24,213		24,217
Basic
Basic
Diluted	Diluted		24,189		24,373		24,306		24,217

_________________

(a)Includes revenues from related parties of ~~$74,950~~$77,658 and ~~$70,131~~$74,950 for the three months ended December 31, 2023 and 2022, ~~and 2021,~~ respectively, and ~~$83,124~~$86,475 and ~~$77,378~~$83,124 for the six months ended December 31, 2023 and 2022, ~~and 2021,~~ respectively.

(b)Includes net charges from related parties of ~~$45,485~~$35,683 and ~~$37,874~~$45,485 for the three months ended December 31, ~~2022~~2023 and ~~2021,~~2022, respectively, and ~~$47,669~~$38,299 and ~~$40,032~~$47,669 for the six months ended December 31, 2023 and 2022, ~~and 2021,~~ respectively.

(c)Includes net charges from related parties of ~~$17,433~~$16,630 and ~~$18,880~~$17,433 for the three months ended December 31, ~~2022~~2023 and ~~2021,~~2022, respectively, and ~~$30,741~~$28,755 and ~~$31,127~~$30,741 for the six months ended December 31, 2023 and 2022, ~~and 2021,~~ respectively.

See accompanying notes to consolidated financial statements.

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)

(in thousands)


	Three Months Ended														Three Months Ended		Six Months Ended
	December 31,														December 31,		December 31,
	2023													2023	2022	2023	2022
Net income (loss)
Other comprehensive income, before income taxes:
Pension plans:
Pension plans:
Pension plans:
Amounts reclassified from accumulated other comprehensive loss:
Amounts reclassified from accumulated other comprehensive loss:
Amounts reclassified from accumulated other comprehensive loss:
Amortization of actuarial loss included in net periodic benefit cost
Amortization of actuarial loss included in net periodic benefit cost
Amortization of actuarial loss included in net periodic benefit cost

		Three Months Ended						Six Months Ended
		December 31,						December 31,
Other comprehensive income, before income taxes
		2022			2021			2022			2021
Net income (loss)			$	21,836		$	15,198		$	3,309		$	(1,687)
Other comprehensive income, before income taxes:
Pension plans:
Amounts reclassified from accumulated other comprehensive loss:
Amortization of actuarial loss included in net periodic benefit cost			5			33			9			66

Other comprehensive income, before income taxes

Other comprehensive income, before income taxes	Other comprehensive income, before income taxes		5			33			9			66
Income tax expense related to items of other comprehensive income	Income tax expense related to items of other comprehensive income		(2)			(11)			(3)			(22)
Other comprehensive income, net of income taxes	Other comprehensive income, net of income taxes		3			22			6			44
Comprehensive income (loss)	Comprehensive income (loss)		21,839			15,220			3,315			(1,643)
Less: Comprehensive loss attributable to nonredeemable noncontrolling interests	Less: Comprehensive loss attributable to nonredeemable noncontrolling interests		(655)			(647)			(1,362)			(1,127)
Comprehensive income (loss) attributable to Madison Square Garden Sports Corp.’s stockholders	Comprehensive income (loss) attributable to Madison Square Garden Sports Corp.’s stockholders		$	22,494		$	15,867		$	4,677		$	(516)

See accompanying notes to consolidated financial statements.

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(in thousands)

Six Months Ended

December 31,

2022

2021

Six Months Ended

December 31,

2023

2022

Cash flows from operating activities:

Net income (loss)

3,309

(1,687)

Adjustments to reconcile net loss to net cash used in operating activities:

Net (loss) income

Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:

Depreciation and amortization

1,863

2,641

Provision for (benefit from) deferred income taxes

4,009

(4,054)

Provision for deferred income taxes

Share-based compensation expense

18,839

12,205

Unrealized loss (gain) on equity investments with readily determinable fair value and warrants

Other non-cash adjustments

572

1,261

Change in assets and liabilities:

Accounts receivable, net

(27,736)

(5,540)

Accounts receivable, net

Net related party receivables

4,749

(25,331)

Prepaid expenses and other assets

(31,271)

(27,561)

Investments

Accounts payable

(3,495)

772

Net related party payables

(11,654)

1,380

Accrued and other liabilities

4,866

15,714

Deferred revenue

55,722

45,508

Deferred revenue

Operating lease right-of-use assets and lease liabilities

11,804

8,722

Net cash provided by operating activities

31,577

24,030

Net cash (used in) provided by operating activities

Cash flows from investing activities:

Capital expenditures

(662)

(377)

Other investing activities

(652)

(250)

Capital expenditures

Purchases of investments

Net cash used in investing activities

(1,314)

(627)

Net cash used in investing activities

Cash flows from financing activities:

Accelerated share repurchase

(75,000)

—

Dividends paid

(170,683)

—

Taxes paid in lieu of shares issued for equity-based compensation

(15,440)

(12,142)

Taxes paid in lieu of shares issued for equity-based compensation

Proceeds from revolving credit facilities

215,000

—

Repayment of revolving credit facilities

(30,000)

(25,000)

Repayment of revolving credit facilities

Payments for financing costs

—

(2,737)

Net cash used in financing activities

(76,123)

(39,879)

Net decrease in cash, cash equivalents and restricted cash

(45,860)

(16,476)

Net cash provided by (used in) financing activities

Net increase (decrease) in cash, cash equivalents and restricted cash

Cash, cash equivalents and restricted cash at beginning of period

91,018

72,036

Cash, cash equivalents and restricted cash at end of period

45,158

55,560

Non-cash investing and financing activities:

Capital expenditures incurred but not yet paid

417

385

See accompanying notes to consolidated financial statements.

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.

CONSOLIDATED STATEMENTS OF EQUITY

(Unaudited)

(in thousands)


			Three Months Ended December 31, 2023
			Three Months Ended December 31, 2022
			Three Months Ended December 31, 2023
			Common Stock Issued		Additional Paid-In Capital		Treasury Stock		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Madison Square Garden Sports Corp. Stockholders’ Equity		Non - redeemable Noncontrolling Interests		Total Equity
Balance as of September 30, 2022			$	249	$	—	$	(109,981)	$	(62,447)	$	(1,183)	$	(173,362)	$	1,452	$	(171,910)
Net income (loss)			—		—		—		22,491		—		22,491		(655)		21,836
			Three Months Ended December 31, 2023
		Common Stock Issued																		Common Stock Issued	Additional Paid-In Capital	Treasury Stock	Accumulated Deficit	Accumulated Other Comprehensive Loss	Total Equity
Balance as of September 30, 2023
Net income
Other comprehensive income	Other comprehensive income		—		—		—		—		3		3		—		3
Comprehensive income (loss)			—		—		—		—		—		22,494		(655)		21,839
Comprehensive income
Share-based compensation	Share-based compensation		—		11,619		—		—		—		11,619		—		11,619
Tax withholding associated with shares issued for equity-based compensation	Tax withholding associated with shares issued for equity-based compensation		—		(211)		—		—		—		(211)		—		(211)
Common stock issued under stock incentive plans	Common stock issued under stock incentive plans		—		(209)		209		—		—		—		—		—
Dividends declared ($7.00 per share)	Dividends declared ($7.00 per share)		—		—		—		(172,749)		—		(172,749)		—		(172,749)
Accelerated share repurchase			—		(10,658)		(60,000)		(4,342)		—		(75,000)		—		(75,000)
Adjustments to noncontrolling interests			—		(541)		—		—		—		(541)		541		—

Balance as of December 31, 2022			$	249	$	—	$	(169,772)	$	(217,047)	$	(1,180)	$	(387,750)	$	1,338	$	(386,412)

Balance as of December 31, 2023

Balance as of December 31, 2023

Balance as of December 31, 2023
																			See accompanying notes to consolidated financial statements.
See accompanying notes to consolidated financial statements.
See accompanying notes to consolidated financial statements.

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.
CONSOLIDATED STATEMENTS OF EQUITY (Continued)
(Unaudited)
(in thousands)
Three Months Ended December 31, 2021
Common Stock Issued Additional
Paid-In
Capital Treasury
Stock Accumulated Deficit Accumulated
Other
Comprehensive Loss
Total Madison Square Garden Sports Corp. Stockholders’ Equity
Non -
redeemable
Noncontrolling
Interests Total Equity
Balance as of September 30, 2021 $ 249 $ — $ (129,426) $ (103,235) $ (2,005) $ (234,417) $ 2,233 $ (232,184)
Net income (loss) — — — 15,845 — 15,845 (647) 15,198
Other comprehensive income — — — — 22 22 — 22
Comprehensive income (loss) — — — — — 15,867 (647) 15,220
Share-based compensation — 7,354 — — — 7,354 — 7,354
Adjustments to noncontrolling interests — (894) — — — (894) 894 —
Balance as of December 31, 2021 $ 249 $ 6,460 $ (129,426) $ (87,390) $ (1,983) $ (212,090) $ 2,480 $ (209,610)
See accompanying notes to consolidated financial statements.



MADISON SQUARE GARDEN SPORTS CORP.
CONSOLIDATED STATEMENTS OF EQUITY (Continued)
(Unaudited)
(in thousands)

	Three Months Ended December 31, 2022
	Common Stock Issued		Additional Paid-In Capital		Treasury Stock		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Madison Square Garden Sports Corp. Stockholders’ Equity		Non - redeemable Noncontrolling Interests		Total Equity
Balance as of September 30, 2022	$	249	$	—	$	(109,981)	$	(62,447)	$	(1,183)	$	(173,362)	$	1,452	$	(171,910)
Net income (loss)	—		—		—		22,491		—		22,491		(655)		21,836
Other comprehensive income	—		—		—		—		3		3		—		3
Comprehensive income (loss)	—		—		—		—		—		22,494		(655)		21,839
Share-based compensation	—		11,619		—		—		—		11,619		—		11,619
Tax withholding associated with shares issued for equity-based compensation	—		(211)		—		—		—		(211)		—		(211)
Common stock issued under stock incentive plans	—		(209)		209		—		—		—		—		—
Dividends declared ($7.00 per share)	—		—		—		(172,749)		—		(172,749)		—		(172,749)
Accelerated share repurchase	—		(10,658)		(60,000)		(4,342)		—		(75,000)		—		(75,000)
Adjustments to noncontrolling interests	—		(541)		—		—		—		(541)		541		—





Balance as of December 31, 2022	$	249	$	—	$	(169,772)	$	(217,047)	$	(1,180)	$	(387,750)	$	1,338	$	(386,412)

See accompanying notes to consolidated financial statements.

Table of Contents

																					MADISON SQUARE GARDEN SPORTS CORP.
MADISON SQUARE GARDEN SPORTS CORP.

MADISON SQUARE GARDEN SPORTS CORP.
CONSOLIDATED STATEMENTS OF EQUITY (Continued)
CONSOLIDATED STATEMENTS OF EQUITY (Continued)
CONSOLIDATED STATEMENTS OF EQUITY (Continued)																		(Unaudited)		(in thousands)
(in thousands)
(in thousands)

		Six Months Ended December 31, 2023
		Six Months Ended December 31, 2022
		Six Months Ended December 31, 2023
		Common Stock Issued		Additional Paid-In Capital		Treasury Stock		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Madison Square Garden Sports Corp. Stockholders’ Equity		Non - redeemable Noncontrolling Interests		Total Equity
Balance as of June 30, 2022		$	249	$	17,573	$	(128,026)	$	(35,699)	$	(1,186)	$	(147,089)	$	1,712	$	(145,377)
Net income (loss)		—		—		—		4,671		—		4,671		(1,362)		3,309
		Six Months Ended December 31, 2023
		Common Stock Issued
		Common Stock Issued
		Common Stock Issued
Balance as of June 30, 2023
Balance as of June 30, 2023
Balance as of June 30, 2023
Net loss
Net loss
Net loss
Other comprehensive income	Other comprehensive income	—		—		—		—		6		6		—		6
Comprehensive income (loss)		—		—		—		—		—		4,677		(1,362)		3,315
Other comprehensive income
Other comprehensive income
Comprehensive loss
Comprehensive loss
Comprehensive loss
Share-based compensation
Share-based compensation
Share-based compensation	Share-based compensation	—		18,839		—		—		—		18,839		—		18,839
Tax withholding associated with shares issued for equity-based compensation	Tax withholding associated with shares issued for equity-based compensation	—		(15,440)		—		—		—		(15,440)		—		(15,440)
Tax withholding associated with shares issued for equity-based compensation
Tax withholding associated with shares issued for equity-based compensation
Common stock issued under stock incentive plans
Common stock issued under stock incentive plans
Common stock issued under stock incentive plans	Common stock issued under stock incentive plans	—		(9,326)		18,254		(8,928)		—		—		—		—
Dividends declared ($7.00 per share)	Dividends declared ($7.00 per share)	—		—		—		(172,749)		—		(172,749)		—		(172,749)
Accelerated share repurchase		—		(10,658)		(60,000)		(4,342)		—		(75,000)		—		(75,000)
Adjustments to noncontrolling interests		—		(988)		—		—		—		(988)		988		—
Dividends declared ($7.00 per share)
Dividends declared ($7.00 per share)

Balance as of December 31, 2022		$	249	$	—	$	(169,772)	$	(217,047)	$	(1,180)	$	(387,750)	$	1,338	$	(386,412)

Balance as of December 31, 2023

Balance as of December 31, 2023

Balance as of December 31, 2023
																			See accompanying notes to consolidated financial statements.
See accompanying notes to consolidated financial statements.

See accompanying notes to consolidated financial statements.

Table of Contents



MADISON SQUARE GARDEN SPORTS CORP.
CONSOLIDATED STATEMENTS OF EQUITY (Continued)
(Unaudited)
(in thousands)

	Six Months Ended December 31, 2022
	Common Stock Issued		Additional Paid-In Capital		Treasury Stock		Retained Earnings (Accumulated Deficit)		Accumulated Other Comprehensive Loss		Total Madison Square Garden Sports Corp. Stockholders’ Equity		Non - redeemable Noncontrolling Interests		Total Equity
Balance as of June 30, 2022	$	249	$	17,573	$	(128,026)	$	(35,699)	$	(1,186)	$	(147,089)	$	1,712	$	(145,377)
Net income (loss)	—		—		—		4,671		—		4,671		(1,362)		3,309
Other comprehensive income	—		—		—		—		6		6		—		6
Comprehensive income (loss)	—		—		—		—		—		4,677		(1,362)		3,315
Share-based compensation	—		18,839		—		—		—		18,839		—		18,839
Tax withholding associated with shares issued for equity-based compensation	—		(15,440)		—		—		—		(15,440)		—		(15,440)
Common stock issued under stock incentive plans	—		(9,326)		18,254		(8,928)		—		—		—		—
Dividends declared ($7.00 per share)	—		—		—		(172,749)		—		(172,749)		—		(172,749)
Accelerated share repurchase	—		(10,658)		(60,000)		(4,342)		—		(75,000)		—		(75,000)
Adjustments to noncontrolling interests	—		(988)		—		—		—		(988)		988		—





Balance as of December 31, 2022	$	249	$	—	$	(169,772)	$	(217,047)	$	(1,180)	$	(387,750)	$	1,338	$	(386,412)

See accompanying notes to consolidated financial statements.

MADISON SQUARE GARDEN SPORTS CORP.
CONSOLIDATED STATEMENTS OF EQUITY (Continued)
(Unaudited)
(in thousands)
Six Months Ended December 31, 2021
Common Stock Issued Additional
Paid-In
Capital Treasury
Stock Accumulated Deficit Accumulated
Other
Comprehensive Loss Total Madison Square Garden Sports Corp. Stockholders’ Equity Non -
redeemable
Noncontrolling
Interests Total Equity
Balance as of June 30, 2021 $ 249 $ 23,102 $ (146,734) $ (78,898) $ (2,027) $ (204,308) $ 2,442 $ (201,866)
Net loss — — — (560) — (560) (1,127) (1,687)
Other comprehensive income — — — — 44 44 — 44
Comprehensive loss — — — — — (516) (1,127) (1,643)
Share-based compensation — 12,205 — — — 12,205 — 12,205
Tax withholding associated with shares issued for equity-based compensation — (18,306) — — — (18,306) — (18,306)
Common stock issued under stock incentive plans — (9,376) 17,308 (7,932) — — — —
Adjustments to noncontrolling interests — (1,165) — — — (1,165) 1,165 —
Balance as of December 31, 2021 $ 249 $ 6,460 $ (129,426) $ (87,390) $ (1,983) $ (212,090) $ 2,480 $ (209,610)
See accompanying notes to consolidated financial statements.

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

All amounts included in the following Notes to Consolidated Financial Statements are presented in thousands, except per share data or as otherwise noted.

Note 1. Description of Business and Basis of Presentation

Description of Business

Madison Square Garden Sports Corp. (together with its subsidiaries, ~~(collectively,~~collectively, “we,” “us,” “our,” “MSG Sports,” or the “Company”) owns and operates a portfolio of assets featuring some of the most recognized teams in all of sports, including the New York Knickerbockers (“Knicks”) of the National Basketball Association (“NBA”) and the New York Rangers (“Rangers”) of the National Hockey League (“NHL”). Both the Knicks and the Rangers play their home games in Madison Square Garden Arena (“The Garden”). The Company’s other professional sports franchises include two development league teams — the Hartford Wolf Pack of the American Hockey League and the Westchester Knicks of the NBA G League. These professional sports franchises are collectively referred to herein as the “sports teams.” In addition, the Company ~~owns Knicks Gaming, an esports franchise that competes in the NBA 2K League, as well as~~previously owned a controlling interest in Counter Logic Gaming (“CLG”), a North American esports organization. In April 2023, the Company sold its controlling interest in CLG to Hard Carry Gaming Inc. (“NRG”), a professional gaming and entertainment company in exchange for a noncontrolling equity interest in the combined NRG/CLG company. CLG and the sports teams are collectively referred to herein as the “teams.” The Company also operates ~~two~~a professional sports team performance ~~centers~~center — the Madison Square Garden Training Center in Greenburgh, ~~NY and the CLG Performance Center in Los Angeles, CA. CLG and Knicks Gaming are collectively referred to herein as the “esports teams,” and together with the sports teams, the “teams.”~~NY.

The Company operates and reports financial information in one segment. The Company’s decision to organize as one operating segment and report in one segment is based upon its internal organizational structure; the manner in which its operations are managed; and the criteria used by the Company’s Executive Chairman, its Chief Operating Decision Maker (“CODM”), to evaluate segment performance. The Company’s CODM reviews total company operating results to assess overall performance and allocate resources.

The Company was incorporated on March 4, 2015 as an indirect, wholly-owned subsidiary of MSG Networks Inc. (“MSG Networks”). All of the outstanding common stock of the Company was distributed to MSG Networks shareholders (the “MSGS Distribution”) on September 30, 2015.

On April 17, 2020, ~~(the “MSGE Distribution Date”),~~ the Company distributed all of the outstanding common stock of Sphere Entertainment Co. (formerly Madison Square Garden Entertainment Corp. ~~(formerly MSG~~and referred to herein as “Sphere Entertainment”) to its stockholders (the “Sphere Distribution”).

On April 20, 2023 (the “MSGE Distribution Date”), Sphere Entertainment ~~Spinco, Inc.~~distributed to its stockholders approximately 67% of the issued and ~~referred~~outstanding shares of common stock of Madison Square Garden Entertainment Corp. (referred to herein as “MSG Entertainment”) to its stockholders (the “MSGE Distribution”). All agreements between the Company and MSG Entertainment described herein were between the Company and Sphere Entertainment prior to the MSGE Distribution (except agreements entered into after the MSGE Distribution Date).

Unless the context otherwise requires, all references to MSG Entertainment, Sphere Entertainment and MSG Networks refer to such entity, together with its direct and indirect subsidiaries.

Basis of Presentation

The accompanying unaudited consolidated interim financial statements (referred to as the “Financial Statements” herein) have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and Article 10 of Regulation S-X of the ~~SEC~~Securities and Exchange Commission (the “SEC”) for interim financial information, and should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended June 30, ~~2022~~2023 (“fiscal year ~~2022”~~2023”). The Financial Statements presented in this Quarterly Report on Form 10-Q are unaudited; however, in the opinion of management, the Financial Statements reflect all adjustments, consisting solely of normal recurring adjustments, necessary for a fair presentation of the results for the interim periods presented. The results of operations for the periods presented are not necessarily indicative of the results that might be expected for future interim periods or for the full year. The dependence of MSG Sports on revenues from its NBA and NHL sports teams generally means it earns a disproportionate share of its revenues in the second and third quarters of the Company’s fiscal year, which is when the majority of the sports teams’ games are played.

Reclassifications

Certain reclassifications have been made in order to conform to the current period’s presentation and relate to the separation of Investments and unrealized loss (gain) on equity investments with readily determinable fair value and warrants on the consolidated statements of cash flows for the six months ended December 31, 2022.

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

~~Impact of COVID-19 on our Business~~

During fiscal years 2020 and 2021, COVID-19 disruptions and actions taken in response by governmental authorities and the leagues materially impacted the Company’s revenues and the Company recognized materially less revenues, or in some cases, no revenues, across a number of areas. In fiscal year 2022, the Company’s operations and operating results were also impacted by temporary declines in attendance due to ongoing reduced tourism levels as well as an increase in COVID-19 cases during certain months of the fiscal year. See Note 1, Description of Business and Basis of Presentation, to the Company’s audited consolidated financial statements and notes thereto for the year ended June 30, 2022 included in the Company’s Annual Report on Form 10-K for more information regarding the impact of the COVID-19 pandemic on our business during fiscal years 2020, 2021 and 2022.

It is unclear to what extent COVID-19, including new variants thereof, could result in renewed governmental and/or league restrictions on attendance or otherwise impact the Company’s operations and operating results.

Note 2. Accounting Policies

Principles of Consolidation

The consolidated financial statements of the Company include the accounts of Madison Square Garden Sports Corp. and its subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. ~~In addition,~~For consolidated subsidiaries where the ~~consolidated financial statements of~~Company’s ownership is less than 100%, the relevant amounts attributable to investors other than the Company ~~include the accounts from CLG, in which the Company has a controlling voting interest. The Company’s consolidation criteria~~ are ~~based on authoritative accounting guidance for voting interest, controlling interest or variable interest entities. CLG is consolidated with the equity owned by other shareholders shown as~~reflected under “Nonredeemable noncontrolling interests,” “Net income (loss) attributable to nonredeemable noncontrolling ~~interests~~interests” and “Comprehensive income (loss) attributable to nonredeemable noncontrolling interests” in the accompanying consolidated balance sheets, and the other shareholders’ portion of net earnings (loss) and other comprehensive income (loss) shown as net income (loss) or comprehensive income (loss) attributable to nonredeemable noncontrolling interests in the accompanying consolidated statements of operations and consolidated statements of comprehensive income (loss), respectively.

Use of Estimates

The preparation of the accompanying Financial Statements in conformity with GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenues and expenses. Such estimates include the valuation of accounts receivable, goodwill, intangible assets, other long-lived assets, fair value of investments, deferred tax valuation allowance, tax accruals, and other liabilities. In addition, estimates are used in revenue recognition, revenue sharing expense (net of ~~escrow)~~escrow and excluding playoffs), luxury tax expense, income tax expense, performance and share-based compensation, depreciation and amortization, litigation matters and other ~~matters, as well as in the valuation of contingent consideration and noncontrolling interests resulting from business combination transactions.~~matters. Management believes its use of estimates in the Financial Statements to be reasonable.

Management evaluates its estimates on an ongoing basis using historical experience and other factors, including the general economic environment and actions it may take in the future. The Company adjusts such estimates when facts and circumstances dictate. However, these estimates may involve significant uncertainties and judgments and cannot be determined with precision. In addition, these estimates are based on management’s best judgment at a point in time and, as such, these estimates may ultimately differ from actual results. Changes in estimates resulting from weakness in the economic environment or other factors beyond the Company’s control could be material and would be reflected in the Company’s financial statements in future periods.

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements Not Yet Adopted

In March 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-01, Leases (Topic 842): Common Control Arrangements. This ASU amends certain provisions of Accounting Standards Codification (“ASC”) 842, Leases that apply to arrangements between related parties under common control. The new guidance is effective for the Company in the first quarter of fiscal year 2025. The Company is currently evaluating the impact this standard will have on its consolidated financial statements.

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The ASU expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the CODM and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. All disclosure requirements under ASU 2023-07 are also required for public entities with a single reportable segment. The ASU is effective for the Company’s Annual Report on Form 10-K for the fiscal year ending June 30, 2025 and subsequent interim periods, with early adoption permitted. The Company is currently evaluating the impact this standard will have on its segment disclosures.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The ASU enhances annual disclosures related to the effective income tax rate reconciliation and income taxes paid. The ASU is effective for the Company’s Annual Report on Form 10-K for the fiscal year ending June 30, 2026 and subsequent interim periods, with early adoption permitted. The Company is currently evaluating the impact this standard will have on its income tax disclosures.

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

Note 3. Revenue Recognition

Contracts with Customers

All revenue recognized in the consolidated statements of operations is considered to be revenue from contracts with customers. For the three and six months ended December 31, ~~2022~~2023 and ~~2021,~~2022, the Company did not have any material impairment losses on receivables or contract assets arising from contracts with customers.

Disaggregation of Revenue

The following table disaggregates the Company’s revenues by type of goods or services in accordance with the required entity-wide disclosure requirements set forth in ASC Subtopic 280-10-50-38 to 40 and the disaggregation of revenue required disclosures in accordance with ASC Subtopic 606-10-50-5 for the three and six months ended December 31, ~~2022~~2023 and ~~2021:~~2022:


			Three Months Ended				Six Months Ended
			December 31,				December 31,
			2022		2021		2022		2021
		Three Months Ended										Three Months Ended			Six Months Ended
		December 31,										December 31,			December 31,
		2023									2023		2022	2023		2022
Event-related (a)	Event-related (a)		$	142,308	$	109,074	$	147,654	$	112,944
Media rights (b)	Media rights (b)		118,158		112,308		125,144		118,894
Sponsorship, signage and suite licenses	Sponsorship, signage and suite licenses		81,021		58,534		85,835		61,704
League distributions and other	League distributions and other		12,207		9,665		19,150		14,833
Total revenues from contracts with customers	Total revenues from contracts with customers		$	353,694	$	289,581	$	377,783	$	308,375

_________________

(a)Consists of (i) ticket sales and other ticket-related revenues, and (ii) food, beverage and merchandise sales at The Garden.

(b)Consists of (i) local media rights fees, (ii) revenue from the distribution through league-wide national ~~and international~~ television contracts, and (iii) other local radio rights fees.

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

The timing of revenue recognition, billings and cash collections results in billed receivables, contract assets and contract liabilities on the consolidated balance sheet. The following table provides information about contract balances from the Company’s contracts with customers as of December 31, ~~2022~~2023 and June 30, ~~2022.~~2023.


			December 31,		June 30,
			2022		2022
		December 31,					December 31,	June 30,
		2023					2023	2023
Receivables from contracts with customers, net (a)	Receivables from contracts with customers, net (a)		$	59,668	$	24,729
Contract assets, current (b)	Contract assets, current (b)		13,485		13,839
Deferred revenue, including non-current portion (c), (d)	Deferred revenue, including non-current portion (c), (d)		219,222		163,491

_________________

(a)Receivables from contracts with customers, net, which are reported in Accounts receivable, net and Net related party receivables in the ~~Company’s~~ accompanying consolidated balance sheets, represent the Company’s unconditional rights to consideration under its contracts with customers. As of December 31, ~~2022~~2023 and June 30, ~~2022,~~2023, the Company’s receivables reported above included ~~$5,971~~$2,012 and ~~and $1,258,~~$0, respectively, related to ~~various related parties associated with~~ contracts with ~~customers.~~customers who are related parties. See Note 1516 for further details on related party arrangements. Receivables from contracts with customers, net, excludes amounts recorded in Accounts receivable, net, associated with amounts due from the NBA and NHL related to escrow and player compensation recoveries and luxury tax payments. As of December 31, ~~2022,~~2023 and June 30, 2023, the Company had receivable balances related to escrow and player compensation recoveries of $~~15,593~~2,197 and ~~recorded in Accounts receivable, net. As of June 30, 2022, the Company had receivable balances related to escrow and player compensation recoveries of $12,464 and $6,782,~~$1,544, respectively, recorded in Accounts receivable, ~~net and Other assets, respectively.~~net.

(b)Contract assets, current, which are reported as Other current assets in the ~~Company’s~~ accompanying consolidated balance sheets, primarily relate to the Company’s rights to consideration for goods or services transferred to the customer, for which the Company does not have an unconditional right to bill as of the reporting date. Contract assets are transferred to accounts receivable once the Company’s right to consideration becomes unconditional.

(c)Deferred revenue, including non-current portion, primarily relates to the Company’s receipt of consideration from customers or billing customers in advance of the Company’s transfer of goods or services to those customers. Deferred revenue is reduced and the related revenue is recognized once the underlying goods or services are transferred to a customer. The ~~non-current portion of deferred revenue primarily consists of a $30,000 receipt from the NBA in December 2020 of league distributions in advance of the Company’s recognition. The~~ Company’s deferred revenue related to local media rights was ~~$10,700~~$10,013 and $0 as of December 31, ~~2022~~2023 and June 30, ~~2022,~~2023, respectively. See Note 1516 for further details on these related party arrangements.

(d)Revenue recognized for the six months ended December 31, ~~2022~~2023 relating to the deferred revenue balance as of June 30, ~~2022~~2023 was ~~$73,474.~~$77,945.

~~Table of Contents~~

~~MADISON SQUARE GARDEN SPORTS CORP.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~

~~(Continued)~~

Transaction Price Allocated to the Remaining Performance Obligations

The following table depicts the estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) as of December 31, ~~2022~~2023 and is based on current projections. In developing the estimated revenue, the Company applies the allowable practical expedient and does not disclose information about remaining performance obligations that have original expected durations of one year or less. Additionally, the Company has elected to exclude variable consideration from its disclosure related to the remaining performance obligations under its local media rights arrangements, league-wide national and international television contracts, and certain other arrangements with variable consideration.


~~Fiscal Year 2023 (remainder)~~	$	~~89,745~~
Fiscal Year 2024 (remainder)	$	~~127,850~~112,924
Fiscal Year 2025	~~88,491~~123,978
Fiscal Year 2026	~~52,674~~77,120
Fiscal Year 2027	~~28,675~~38,711
Fiscal Year 2028	19,697
Thereafter	~~24,972~~16,936
	$	~~412,407~~389,366

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

Note 4. Computation of Earnings (Loss) per Common Share

The following table presents a reconciliation of earnings (loss) allocated to common shares and a reconciliation of weighted-average shares used in the calculations of basic and diluted earnings (loss) per common share attributable to the Company’s stockholders (“EPS”) and the number of shares excluded from diluted earnings (loss) per common share, as they were anti-dilutive.


		Three Months Ended				Six Months Ended
		Three Months Ended
		Three Months Ended
		Three Months Ended											Six Months Ended
		December 31,				December 31,					December 31,
		2022		2021		2022		2021		2023		2022		2023	2022
Net earnings (loss) allocable to common shares, basic and diluted (numerator):	Net earnings (loss) allocable to common shares, basic and diluted (numerator):
Net income (loss) attributable to Madison Square Garden Sports Corp.’s stockholders	Net income (loss) attributable to Madison Square Garden Sports Corp.’s stockholders	$	22,491	$	15,845	$	4,671	$	(560)
Net income (loss) attributable to Madison Square Garden Sports Corp.’s stockholders
Net income (loss) attributable to Madison Square Garden Sports Corp.’s stockholders
Less: Dividends to other-than-common stockholders(a)	Less: Dividends to other-than-common stockholders(a)	2,056		—		2,056		��
Net earnings allocable to common shares, basic and diluted (numerator):		$	20,435	$	15,845	$	2,615	$	(560)
Net earnings (loss) allocable to common shares, basic and diluted (numerator):

Weighted-average shares (denominator):	Weighted-average shares (denominator):
Weighted-average shares (denominator):
Weighted-average shares (denominator):
Weighted-average shares for basic EPS
Weighted-average shares for basic EPS
Weighted-average shares for basic EPS	Weighted-average shares for basic EPS	24,130		24,261		24,213		24,217
Dilutive effect of shares issuable under share-based compensation plans	Dilutive effect of shares issuable under share-based compensation plans	59		112		93		—
Weighted-average shares for diluted EPS	Weighted-average shares for diluted EPS	24,189		24,373		24,306		24,217
Weighted-average shares excluded from diluted EPS	Weighted-average shares excluded from diluted EPS	—		—		—		154

Basic earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders	Basic earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders	$	0.85	$	0.65	$	0.11	$	(0.02)
Basic earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders
Basic earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders
Diluted earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders	Diluted earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders	$	0.84	$	0.65	$	0.11	$	(0.02)

_________________

(a)Dividends to other-than-common stockholders consists of forfeitable rights to dividends declared and payable to holders of the Company’s unvested restricted stock units and performance restricted stock units.

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

Note 5. Team Personnel Transactions

Direct operating and selling, general and administrative expenses in the accompanying consolidated statements of operations include a net provision or credit for transactions relating to the Company’s teams for waiver/contract termination costs, player trades and season-ending injuries (“Team personnel transactions”). There were no Team personnel transactions for the three and six months ended December 31, 2023. Team personnel transactions were a net provision of $29 ~~and a net credit of $302~~ for the three months ended December 31, 2022 and ~~2021, respectively, and a~~ net credit of $300 an~~d a net provision of $425~~ for the six months ended December 31, ~~2022 and 2021, respectively.~~2022.

Note 6. Cash, Cash Equivalents and Restricted Cash

The following table provides a summary of the amounts recorded as cash, cash equivalents and restricted cash.


			As of
			December 31, 2022		June 30, 2022		December 31, 2021		June 30, 2021
		As of											As of
		December 31, 2023									December 31, 2023	June 30, 2023	December 31, 2022	June 30, 2022
Captions on the consolidated balance sheets:	Captions on the consolidated balance sheets:
Cash and cash equivalents
Cash and cash equivalents
Cash and cash equivalents	Cash and cash equivalents		$	43,912	$	91,018	$	54,815	$	64,902
Restricted cash (a)	Restricted cash (a)		1,246		—		745		7,134
Cash, cash equivalents and restricted cash on the consolidated statements of cash flows	Cash, cash equivalents and restricted cash on the consolidated statements of cash flows		$	45,158	$	91,018	$	55,560	$	72,036

_________________

(a)Restricted cash as of December 31, ~~2022~~2023, June 30, 2023 and December 31, ~~2021 primarily~~2022 included cash deposited in an escrow account (see Note 2 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended June 30, ~~2022 for more information). For the period ended June 30, 2021, restricted cash relates to the Company’s revolving credit facilities (see Note 11~~2023 for more information).

Note 7. Leases

~~The~~As of December 31, 2023, the Company’s leases primarily consist of the lease of the Company’s principal executive offices under the Sublease Agreement with MSG Entertainment (the “Sublease Agreement”) and a lease agreement for an aircraft. Prior to the ~~lease of CLG Performance Center.~~MSGE Distribution Date, the Sublease Agreement was between the Company and Sphere Entertainment. In addition, the Company accounts for the rights of use of The Garden pursuant to the Arena License Agreements (as defined below) as leases under the ASC Topic 842, Leases. See Note 87 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended June 30, ~~2022~~2023 for more information regarding the Company’s accounting policies associated with its leases.

As of December 31, ~~2022,~~2023, the Company’s existing operating leases, which are recorded in the accompanying financial statements, have remaining lease terms ranging from 510 months to 3332 years. In certain instances, leases include options to renew, with varying option terms. The exercise of lease renewals, if available under the lease options, is generally at the Company’s discretion and is considered in the Company’s assessment of the respective lease term. The Company’s lease agreements do not contain material residual value guarantees or material restrictive covenants.

Table of Contents

MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

The following table summarizes the right-of-use assets and lease liabilities recorded onin the ~~Company’s~~ accompanying consolidated balance sheets as of December 31, ~~2022~~2023 and June 30, ~~2022:~~2023:

Line Item in the Company’s Consolidated Balance Sheet

December 31,
2022

June 30,
2022

Line Item in the Company’s Consolidated Balance Sheet

Right-of-use assets:

Operating leases

Right-of-use lease assets

678,110

686,782

Operating leases

Lease liabilities:

Operating leases, current (a)

Operating lease liabilities, current

43,751

43,699

Operating leases, current (a)

Operating leases, noncurrent (a)

Operating lease liabilities, noncurrent

702,667

699,587

Total lease liabilities

746,418

743,286

Total lease liabilities

_________________

(a)As of December 31, ~~2022,~~2023, Operating lease liabilities, current and Operating lease liabilities, noncurrent included balances ~~of $43,380~~of $44,104 and ~~$702,667, respectively,~~$704,361, respectively, that are payable to MSG Entertainment. As of June 30, ~~2022,~~2023, Operating lease liabilities, current and Operating lease liabilities, noncurrent included balances of ~~$43,028~~$43,700 and ~~$699,587,~~$707,124, respectively, that are payable to MSG Entertainment.

The following table summarizes the activity recorded within the ~~Company’s~~ accompanying consolidated statements of operations for the three and six months ended December 31, ~~2022~~2023 and ~~2021:~~2022:


			Line Item in the Company’s Consolidated Statement of Operations			Three Months Ended December 31,						Six Months Ended December 31,
				2022				2021			2022			2021
		Line Item in the Company’s Consolidated Statement of Operations															Line Item in the Company’s Consolidated Statement of Operations	Three Months Ended December 31,		Six Months Ended December 31,
					2023													2023	2022		2023	2022
Operating lease cost	Operating lease cost		Direct operating expenses			$	31,811		$	27,860		$	33,214		$	29,267
Operating lease cost	Operating lease cost		Selling, general and administrative expenses			613			613			1,226			1,224
Short-term lease cost	Short-term lease cost		Direct operating expenses			70			41			115			77

Total lease cost	Total lease cost					$	32,494		$	28,514		$	34,555		$	30,568
Total lease cost
Total lease cost

Supplemental Information

For the six months ended December 31, ~~2022~~2023 and ~~2021,~~2022, cash paid for amounts included in the measurement of lease liabilities was ~~$22,526~~$26,095 and ~~$21,689,~~$22,526, respectively.

The weighted average remaining lease term for operating leases recorded onin the accompanying consolidated balance sheet as of December 31, ~~2022~~2023 was ~~32.3~~30.2 years. The weighted average discount rate was ~~7.13%~~7.1% as of December 31, ~~2022~~2023 and represented the Company’s estimated incremental borrowing rate, assuming a secured borrowing, based on the remaining lease term at the time of either (i) adoption of the standard or (ii) the period in which the lease term expectation commenced or was modified.

Maturities of operating lease liabilities as of December 31, ~~2022~~2023 are as follows:


~~Fiscal Year 2023 (remainder)~~	$	~~22,809~~
Fiscal Year 2024 (remainder)	$	~~45,361~~26,047
Fiscal Year 2025	~~44,900~~51,681
Fiscal Year 2026	~~45,374~~52,155
Fiscal Year 2027	~~46,735~~53,516
Fiscal Year 2028	54,919
Thereafter	~~2,066,577~~2,041,609
Total lease payments	~~2,271,756~~2,279,927
Less imputed interest	~~(1,525,338)~~(1,488,241)
Total lease liabilities	$	~~746,418~~791,686

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MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

Note 8. Goodwill and Intangible Assets

During the first quarter of fiscal year ~~2023,~~2024, the Company performed its annual impairment test of goodwill and determined that there were no impairments identified as of the impairment test date. The carrying amount of goodwill as of December 31, ~~2022~~2023 and June 30, ~~2022 is $226,955.~~2023 was $226,523.

The Company’s indefinite-lived intangible assets as of December 31, ~~2022~~2023 and June 30, ~~2022~~2023 are as follows:




Sports franchises	$	~~111,064~~102,564
Photographic related rights	1,080
	$	~~112,144~~103,644

During the first quarter of fiscal year ~~2023,~~2024, the Company performed its annual impairment test of identifiable indefinite-lived intangible assets and determined that there were no impairments identified as of the impairment test date.

~~The Company’s intangible assets subject to amortization are as follows:~~

December 31, 2022 Gross Accumulated
Amortization Net
Trade names $ 2,300 $ (2,300) $ —
Non-compete agreements 2,400 (2,400) —
Other intangibles 1,200 (702) 498
$ 5,900 $ (5,402) $ 498

June 30, 2022 Gross Accumulated
Amortization Net
Trade names $ 2,300 $ (2,262) $ 38
Non-compete agreements 2,400 (2,360) 40
Other intangibles 1,200 (642) 558
$ 5,900 $ (5,264) $ 636

For the three ~~months ended December 31, 2022~~ and ~~2021, amortization expense of intangible assets was $30 and $265, respectively. For the~~ six months ended December 31, 2022, ~~and 2021,~~ amortization expense ofof intangible assets was $30 and $138, respectively. There was no amortization expense for the three and ~~$530, respectively.~~six months ended December 31, 2023 as a result of the disposal of CLG in April 2023.

Note 9. Investments

The Company’s investments in nonconsolidated affiliates which are accounted for under the equity method of accounting, equity investments with readily determinable fair values, equity investments without readily determinable fair values, and derivative instruments, which are reported within Investments in the accompanying consolidated balance sheets, consisted of the following:


	December 31, 2023		June 30, 2023
Equity method investments:
NRG	$	11,091	$	11,948
Other equity method investments	2,000		—
Equity investments with readily determinable fair values:
Xtract One Technologies Inc. (“Xtract One”) common stock	17,616		22,408
Other equity investments with readily determinable fair values held in trust under the Company’s Executive Deferred Compensation Plan	16,842		14,406
Equity investments without readily determinable fair values (a)	5,761		5,514
Derivative instruments:
Xtract One warrants	8,802		13,098
Total investments	$	62,112	$	67,374

_________________

(a)For the three and six months ended December 31, 2023 and 2022, the Company did not record any impairment charges or changes in carrying value of its equity securities without readily determinable fair values in the accompanying consolidated statements of operations.

Equity Method Investments

The Company determined that it has the ability to exert significant influence over the investee and therefore accounts for this investment under the equity method of accounting.

NRG

In April 2023, the Company sold its controlling interest in CLG to NRG, a professional gaming and entertainment company, in exchange for a noncontrolling equity interest in the combined NRG/CLG company. The Company received preferred shares representing approximately 25% of the capital stock of NRG. The Company deconsolidated the CLG business and recorded the investment in NRG at fair value as an equity method investment in the fourth quarter of fiscal year 2023. During the three and six months ended December 31, 2023, the Company recognized its net share of losses of $442 and $857, respectively, in Miscellaneous income (expense), net within the Company’s consolidated statement of operations. As of December 31, 2023 and June 30, 2023, the Company’s ownership in NRG was approximately 25%.

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MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

Equity Investments with Readily Determinable Fair Values

The Company holds investments in equity instruments with readily determinable fair value:

•Xtract One, a technology-driven threat detection and security solution company that is listed on the Toronto Stock Exchange under the symbol “XTRA”. The Company holds common stock of Xtract One and holds warrants entitling the Company to acquire additional shares of common stock of Xtract One which are considered derivative instruments. Refer to Note 10 for further details regarding the Company’s warrants, including the inputs used in determining the fair value of the warrants.

•Other equity investments held in trust under the Company’s Executive Deferred Compensation Plan. Refer to Note 13 for further details regarding the plan.

The fair value of the Company’s investments in common stock of Xtract One and other investments held in trust are determined based on quoted market prices in active markets, which are classified within Level I of the fair value hierarchy.

The cost basis and carrying value of equity investments with readily determinable fair values are as follows:


	December 31, 2023				June 30, 2023
	Cost Basis		Carrying Value/Fair Value		Cost Basis		Carrying Value/Fair Value
Xtract One common stock	$	6,783	$	17,616	$	6,783	$	22,408
Other equity investments with readily determinable fair values	15,518		16,842		13,772		14,406
	$	22,301	$	34,458	$	20,555	$	36,814

The following table summarizes the realized and unrealized gains (losses) on equity investments with readily determinable fair values, recorded within Miscellaneous income (expense), net within the Company’s consolidated statement of operations, for the three and six months ended December 31, 2023 and 2022.


	Three Months Ended December 31,				Six Months Ended December 31,
	2023		2022		2023		2022
Unrealized gain (loss) - Xtract One common stock	$	1,761	$	—	$	(4,792)	$	—
Unrealized gain - other equity investments with readily determinable fair values	821		449		691		346
Realized gain - other equity investments with readily determinable fair values	18		—		44		—
	$	2,600	$	449	$	(4,057)	$	346

Note 9.10. Fair Value Measurements

The following table presents the Company’s assets that are measured at fair value on a recurring basis, which include cash equivalents:

Fair Value Hierarchy

December 31,
2023

June 30,
2023

Assets:

Fair Value Hierarchy

December 31,
2022

June 30,
2022

Assets:

Money market accounts

31,135

26,018

Time deposit

713

56,082

Equity investments

12,126

2,736

Equity investments

Warrants

Total assets measured at fair value

43,974

84,836

Total assets measured at fair value

Level I Inputs

Assets ~~listed above~~that are classified within Level I of the fair value hierarchy ~~as they~~ are valued using observable inputs that reflect quoted prices for identical assets in active markets. The carrying amount of the Company’s money market accounts and time deposit approximates fair value due to their short-term maturities. Refer to Note9for further details regarding equity investments.

1718

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MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

Level III Inputs

The Company’s level III assets consist of warrants entitling the Company to acquire additional common stock of Xtract One. The Company’s warrants are included within Investments in the accompanying consolidated balance sheets. Changes in the fair value of derivative instruments are measured at each reporting date and are recorded within Miscellaneous income (expense), net in the accompanying consolidated statements of operations. The fair value of the Company’s warrants in Xtract One were determined using the Black-Scholes option pricing model. The following are key assumptions used to calculate the fair value of the warrants as of December 31, 2023 and June 30, 2023:


	December 31, 2023		June 30, 2023
Expected term	2.09 years		2.34 years
Expected volatility	75.87	%	74.43	%
Risk-free interest rate	4.23	%	4.68	%

The following table presents additional information about our assets for which we utilize Level III inputs to determine fair value:


	Three Months Ended		Six Months Ended
	December 31, 2023		December 31, 2023
Balance at beginning of period	$	7,680		$	13,098

Unrealized gain (loss) on warrants	1,122			(4,296)

Balance at end of period	$	8,802		$	8,802

The carrying value and fair value of the Company’s ~~financial instruments~~debt reported in the accompanying consolidated balance sheets are as follows:


			December 31, 2022				June 30, 2022
			Carrying Value		Fair Value		Carrying Value		Fair Value
		December 31, 2023										December 31, 2023			June 30, 2023
		Carrying Value									Carrying Value		Fair Value	Carrying Value		Fair Value

Liabilities	Liabilities

Liabilities

Liabilities
Debt, current (a)
Debt, current (a)
Debt, current (a)	Debt, current (a)		$	30,000	$	30,000	$	30,000	$	30,000
Long-term debt (b)	Long-term debt (b)		$	405,000	$	405,000	$	220,000	$	220,000

_________________

(a)The Company’s debt, current is classified within Level II of the fair value hierarchy as it is valued using quoted indices of similar securities for which the inputs are readily observable. The fair value of the Company’s debt, current is the same as its carrying amount based on valuation of similar securities. See Note 1112 for further details.

(b)The Company’s long-term debt is classified within Level II of the fair value hierarchy as it is valued using quoted indices of similar securities for which the inputs are readily observable. The fair value of the Company’s long-term debt is the same as its carrying amount as the debt bears interest at a variable rate indexed to current market conditions. See Note 1112 for further details.

Note ~~10.~~11. Commitments and Contingencies

Commitments

As more fully described in Note 12 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended June 30, ~~2022,~~2023, the Company’s commitments consist primarily of the Company’s obligations under employment agreements that the Company has with its professional sports teams’ personnel that are generally guaranteed regardless of employee injury or termination. In addition, see Note 7 for more information on the contractual obligations related to future lease payments. The Company did not have any material changes in its contractual obligations, including off-balance sheet commitments, since the end of fiscal year ~~2022~~2023 other than activities in the ordinary course of business.

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MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

Legal Matters

The Company is a defendant in various lawsuits. Although the outcome of these lawsuits cannot be predicted with certainty (including the extent of available insurance), management does not believe that resolution of these lawsuits will have a material adverse effect on the Company.

Note ~~11.~~12. Debt

Knicks Revolving Credit Facility

On September 30, 2016, New York Knicks, LLC (“Knicks LLC”), a wholly owned subsidiary of the Company, entered into a credit agreement (the “2016 Knicks Credit Agreement”) with a syndicate of lenders providing for a senior secured revolving credit facility of up to $200,000 with a term of five years ~~(the “2016 Knicks Revolving Credit Facility”)~~ to fund working capital needs and for general corporate purposes. ~~The 2016 Knicks Revolving Credit Facility would have matured and any unused commitments thereunder would have expired on September 30, 2021.~~

On November 6, 2020, the Company amended and restated the 2016 Knicks Credit Agreement in its entirety (the “2020 Knicks Credit Agreement”). On December 14, 2021, Knicks LLC entered into Amendment No. 2 to the 2020 Knicks Credit Agreement, which amended and restated the 2020 Knicks Credit Agreement ~~(the “2021 Knicks~~(as amended and restated, the “Knicks Credit Agreement”).

The ~~2021~~ Knicks Credit Agreement provides for a senior secured revolving credit facility of up to $275,000 (the ~~“2021 Knicks~~“Knicks Revolving Credit Facility”) to fund working capital needs and for general corporate purposes. The maturity date of the ~~2021~~ Knicks Credit Agreement is December 14, 2026. Amounts borrowed may be distributed to the Company except during an event of default.

All borrowings under the ~~2021~~ Knicks Revolving Credit Facility are subject to the satisfaction of certain customary conditions. Borrowings under the ~~2021~~ Knicks Credit Agreement bear interest at a floating rate, which at the option of Knicks LLC may be either (i) a base rate plus a margin ranging from 0.250% to 0.500% per annum or (ii) term Secured Overnight Financing Rate (“SOFR”) plus a credit spread adjustment of 0.100% per annum plus a margin ranging from 1.250% to 1.500% per annum depending on the credit rating applicable to the NBA’s league-wide credit facility. Knicks LLC is required to pay a commitment fee ranging from 0.250% to 0.300% per annum in respect of the average daily unused commitments under the ~~2021~~ Knicks Revolving Credit Facility. During the six months ended December 31, ~~2022,~~2023, the Company borrowed an additional

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~~MADISON SQUARE GARDEN SPORTS CORP.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~

~~(Continued)~~

$~~55,000 and made principal repayments of $15,000~~40,000 under the ~~2021~~ Knicks Revolving Credit Facility. The outstanding balance under the ~~2021~~ Knicks Revolving Credit Facility was ~~$260,000~~ $275,000 as of December 31, ~~2022,~~2023, which was recorded as Long-term debt in the accompanying consolidated balance sheet. The interest rate on the ~~2021~~ Knicks Revolving Credit Facility as of December 31, ~~2022~~2023 was ~~5.86%~~6.71%. During the six months ended December 31, ~~2022~~2023 the Company made interest payments of ~~$5,053~~$9,073 in respect of the ~~2021~~ Knicks Revolving Credit Facility.

All obligations under the ~~2021~~ Knicks Revolving Credit Facility are secured by a first lien security interest in certain of Knicks LLC’s assets, including, but not limited to, (i) the Knicks LLC’s membership rights in the NBA, (ii) revenues to be paid to Knicks LLC by the NBA pursuant to certain U.S. national broadcast agreements, and (iii) revenues to be paid to Knicks LLC pursuant to local media contracts.

Subject to customary notice and minimum amount conditions, Knicks LLC may voluntarily prepay outstanding loans under the ~~2021~~ Knicks Revolving Credit Facility at any time, in whole or in part, without premium or penalty (except for customary breakage costs with respect to SOFR-based loans). Knicks LLC is required to make mandatory prepayments in certain circumstances, including without limitation if the maximum available amount under the ~~2021~~ Knicks Revolving Credit Facility is greater than 350% of qualified revenues.

In addition to the financial covenant described above, the ~~2021~~ Knicks Credit Agreement and related security ~~agreements~~agreement contain certain customary representations and warranties, affirmative covenants and events of default. The ~~2021~~ Knicks Revolving Credit Facility contains certain restrictions on the ability of Knicks LLC to take certain actions as provided in (and subject to various exceptions and baskets set forth in) the ~~2021~~ Knicks Revolving Credit Facility, including the following: (i) incurring additional indebtedness and contingent liabilities; (ii) creating liens on certain assets; (iii) making restricted payments during the continuance of an event of default under the ~~2021~~ Knicks Revolving Credit Facility; (iv) engaging in sale and leaseback transactions; (v) merging or consolidating; and (vi) taking certain actions that would invalidate the secured lenders’ liens on any Knicks LLC’s collateral.

The ~~2021~~ Knicks Revolving Credit Facility requires Knicks LLC to comply with a debt service ratio of at least 1.5:1.0 over a trailing four quarter period. As of December 31, ~~2022,~~2023, Knicks LLC was in compliance with this financial covenant.

~~Knicks Holdings Credit Facility~~

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On November 6, 2020, Knicks Holdings, LLC, an indirect, wholly-owned subsidiary of the Company and the direct parent of Knicks LLC (“Knicks Holdings”), entered into a credit agreement with a syndicate of lenders (the “2020 Knicks Holdings Credit Agreement”). The 2020 Knicks Holdings Credit Agreement provided for a revolving credit facility of up to $75,000 (the “2020 Knicks Holdings Revolving Credit Facility”) to fund working capital needs and for general corporate purposes. On December 14, 2021, the Company terminated the 2020 Knicks Holdings Revolving Credit Facility in its entirety.MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

Rangers Revolving Credit Facility

On January 25, 2017, New York Rangers, LLC (“Rangers LLC”), a wholly owned subsidiary of the Company, entered into a credit agreement (the “2017 Rangers Credit Agreement”) with a syndicate of lenders providing for a senior secured revolving credit facility of up to $150,000 with a term of five years ~~(the “2017 Rangers Revolving Credit Facility”)~~ to fund working capital needs and for general corporate purposes. ~~The 2017 Rangers Revolving Credit Facility would have matured and any unused commitments thereunder would have expired on January 25, 2022.~~

On November 6, 2020, the Company amended and restated the 2017 Rangers Credit Agreement in its entirety (the “2020 Rangers Credit Agreement”). On December 14, 2021, Rangers LLC entered into Amendment No. 3 to the 2020 Rangers Credit Agreement, which amended and restated the 2020 Rangers Credit Agreement ~~(the “2021 Rangers~~(as amended and restated, the “Rangers Credit Agreement”).

The ~~2021~~ Rangers Credit Agreement provides for a senior secured revolving credit facility of up to $250,000 (the ~~“2021 Rangers~~“Rangers Revolving Credit Facility”) to fund working capital needs and for general corporate purposes. The maturity date of the ~~2021~~ Rangers Credit Agreement is December 14, 2026. Amounts borrowed may be distributed to the Company except during an event of default.

All borrowings under the ~~2021~~ Rangers Revolving Credit Facility are subject to the satisfaction of certain customary conditions. Borrowings under the ~~2021~~ Rangers Revolving Credit Facility bear interest at a floating rate, which at the option of Rangers LLC may be either (i) a base rate plus a margin ranging from 0.500% to 1.000% per annum or (ii) term SOFR plus a credit spread adjustment of 0.100% per annum plus a margin ranging from 1.500% to 2.000% per annum depending on the credit rating applicable to the NHL’s league-wide credit facility. Rangers LLC is required to pay a commitment fee ranging from 0.375% to 0.625% per annum in respect of the average daily unused commitments under the ~~2021~~ Rangers Revolving Credit Facility. During the six months ended December 31, ~~2022,~~2023, the Company borrowed ~~$160,000~~an additional $35,000 and made principal repayments of

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~~MADISON SQUARE GARDEN SPORTS CORP.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~

~~(Continued)~~

~~$15,000~~ $40,000 under the ~~2021~~ Rangers Revolving Credit Facility. The outstanding balance under the ~~2021~~ Rangers Revolving Credit Facility ~~was $145,000~~was $55,000 as of December 31, ~~2022,~~2023, which was recorded as Long-term debt in the accompanying consolidated balance sheet. The interest rate on the ~~2021~~ Rangers Revolving Credit Facility as of December 31, ~~2022 was 6.40%~~2023 was 7.21%. During the six months ended December 31, ~~2022~~2023 the Company made interest payments of ~~$1,569~~$2,815 in respect of the ~~2021 Rangers Revolving Credit Facility.~~ ~~In addition, on February 3, 2023, the Company made an additional principal repayment of $15,000 under the~~ ~~2021~~ Rangers Revolving Credit Facility.

All obligations under the ~~2021~~ Rangers Revolving Credit Facility are, subject to the ~~2021~~ Rangers NHL Advance Agreement (as defined below), secured by a first lien security interest in certain of Rangers LLC’s assets, including, but not limited to, (i) Rangers LLC’s membership rights in the NHL, (ii) revenues to be paid to Rangers LLC by the NHL pursuant to certain U.S. and Canadian national broadcast agreements, and (iii) revenues to be paid to Rangers LLC pursuant to local media contracts.

Subject to customary notice and minimum amount conditions, Rangers LLC may voluntarily prepay outstanding loans under the ~~2021~~ Rangers Revolving Credit Facility at any time, in whole or in part, without premium or penalty (except for customary breakage costs with respect to SOFR-based loans). Rangers LLC is required to make mandatory prepayments in certain circumstances, including without limitation if qualified revenues are less than 17% of the maximum available amount under the ~~2021~~ Rangers Revolving Credit Facility.

In addition to the financial covenant described above, the ~~2021~~ Rangers Credit Agreement and related security ~~agreements~~agreement contain certain customary representations and warranties, affirmative covenants and events of default. The ~~2021~~ Rangers Revolving Credit Facility contains certain restrictions on the ability of Rangers LLC to take certain actions as provided in (and subject to various exceptions and baskets set forth in) the ~~2021~~ Rangers Revolving Credit Facility, including the following: (i) incurring additional indebtedness and contingent liabilities; (ii) creating liens on certain assets; (iii) making restricted payments during the continuance of an event of default under the ~~2021~~ Rangers Revolving Credit Facility; (iv) engaging in sale and leaseback transactions; (v) merging or consolidating; and (vi) taking certain actions that would invalidate the secured lenders’ liens on any of Rangers LLC’s assets securing the obligations under the ~~2021~~ Rangers Revolving Credit Facility.

The ~~2021~~ Rangers Revolving Credit Facility requires Rangers LLC to comply with a debt service ratio of at least 1.5:1.0 over a trailing four quarter period. As of December 31, ~~2022,~~ 2023, Rangers LLC was in compliance with this financial covenant.

~~2021~~ Rangers NHL Advance Agreement

On March 19, 2021, Rangers LLC, Rangers Holdings, LLC and MSG NYR Holdings LLC entered into an advance agreement with the NHL (the ~~“2021 Rangers~~“Rangers NHL Advance Agreement”) pursuant to which the NHL advanced $30,000 to Rangers LLC. The advance is required to be utilized solely and exclusively to pay for Rangers LLC operating expenses.

All obligations under the ~~2021~~ Rangers NHL Advance Agreement are senior to and shall have priority over all secured and other indebtedness of Rangers LLC, Rangers Holdings, LLC and MSG NYR Holdings LLC. All borrowings under the ~~2021~~ Rangers NHL Advance Agreement were made on a non-revolving basis and bear interest at 3.00% per annum, ending on the date any such advances are fully repaid. Advances received under the ~~2021~~ Rangers NHL Advance Agreement are payable upon demand by the

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MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

NHL. It is expected that the advanced amount will be set off against funds that would otherwise be paid, distributed or transferred by the NHL to Rangers LLC. The outstanding balance under the ~~2021~~ Rangers NHL Advance Agreement was $30,000 as of December 31, ~~2022~~2023 and was recorded as Debt in the accompanying consolidated balance sheet. During the six months ended December 31, ~~2022~~2023 the Company made interest ~~payments~~payments of ~~$450.~~$675.

Deferred Financing Costs

The following table summarizes deferred financing costs, net of amortization, related to the Company’s credit facilities as reported onin the accompanying consolidated balance sheets:


	December 31, 2023		June 30, 2023
Other current assets	$	1,145	$	1,145
Other assets	2,237		2,810

Note 13. Benefit Plans

Defined Benefit Pension Plans

The Company sponsors the MSG Sports, LLC Excess Cash Balance Plan (the “Excess Cash Balance Plan”), an unfunded non-contributory, non-qualified excess cash balance plan and the MSG Sports, LLC Excess Retirement Plan, an unfunded non-contributory, non-qualified defined benefit pension plan for the benefit of certain employees (collectively referred to as the “Pension Plans”). All benefits in the Pension Plans are frozen and participants are not able to earn benefits for future service under these plans, and no employee of the Company who was not already a participant as of the date the respective plan was frozen may become a participant in the Pension Plans. Existing account balances under the Excess Cash Balance Plan are credited with monthly interest in accordance with the terms of the plan.

The following table presents components of net periodic benefit cost for the Pension Plans included in the accompanying consolidated ~~balance sheets:~~statements of operations for the three and six months ended December 31, 2023 and 2022. Components of net periodic benefit cost are reported in Miscellaneous income (expense), net.

December 31,
2022 June 30,
2022
Other current assets $ 1,145 $ 1,145
Other assets 3,382 3,954




	Three Months Ended				Six Months Ended
	December 31,				December 31,
	2023		2022		2023		2022

Interest cost	$	68	$	60	$	136	$	120

Recognized actuarial loss	9		4		18		8


Net periodic benefit cost	$	77	$	64	$	154	$	128

Defined Contribution Plans

MSG Sports employees participate in The Madison Square Garden 401(k) Savings Plan (the “401(k) Plan”), which is a multiple employer plan sponsored by MSG Entertainment Holdings, LLC, a wholly owned subsidiary of MSG Entertainment. In addition, the Company sponsors the MSG Sports LLC, Excess Savings Plan (the “Excess Savings Plan”), which provides non-qualified retirement benefits to eligible MSG Sports employees.

Expense related to the 401(k) Plan and Excess Savings Plan for the three and six months ended December 31, 2023 was $1,314 and $2,608, respectively, and $1,072 and $2,137 for the three and six months ended December 31, 2022, respectively.

2022

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MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

~~Note 12. Benefit Plans~~Executive Deferred Compensation Plan

~~Defined Benefit Pension Plans~~

Prior to the MSGE Distribution, the Company sponsored various defined benefit pension plans and a contributory welfare plan. As of the MSGE Distribution Date, the Company and MSG Entertainment entered into an employee matters agreement (the “Employee Matters Agreement”) which determined each company’s obligations after the MSGE Distribution with regard to historical liabilities under the Company’s former pension and postretirement plans. See Note 14 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2022 for more information with regard to the liabilities retained by the Company from certain plans, which were transferred to the MSG Sports, LLC Excess Cash Balance Plan and MSG Sports, LLC Excess Retirement Plan, which the Company established in connection with the MSGE Distribution and are collectively referred to the “MSGS Pension Plans.”

The following table presents components of net periodic benefit cost for the MSGS Pension Plans included in the accompanying consolidated statements of operations for the three and six months ended December 31, 2022 and 2021. Net periodic benefit cost is reported in Miscellaneous income (expense), net.

Three Months Ended Six Months Ended
December 31, December 31,
2022 2021 2022 2021
Interest cost $ 60 $ 31 $ 120 $ 62
Recognized actuarial loss 4 33 8 66
Net periodic benefit cost $ 64 $ 64 $ 128 $ 128

~~Defined Contribution Plans~~

Prior to the MSGE Distribution, the Company sponsored The Madison Square Garden 401(k) Savings Plan (the “401(k) Plan”), which is a multiple employer plan and the MSG S&E, LLC Excess Savings Plan (collectively referred to as the “Savings Plans”). As a result of the MSGE Distribution, the Savings Plans were transferred to MSG Entertainment. However, MSG Sports employees continue to participate in the 401(k) Plan. In addition, pursuant to the Employee Matters Agreement the Company established the MSG Sports LLC Excess Savings Plan to provide non-qualified retirement benefits to eligible MSG Sports employees. See Note 14 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2022 for more information with regard to the liabilities retained by the Company.

Ex~~penses related to the Savings Plans that are included in the accompanying consolidated statements of operations were $1,072 and $2,137 for~~ ~~the three and six months ended December 31, 2022, respectively, and $899 and $1,838 for the three and six months ended December 31, 2021 respectively.~~

~~Executive Deferred Compensation Plan~~

~~See Note 14 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2022~~2023 for more information regarding the Company’s ~~Executive~~Executive Deferred Compensation Plan (the “Deferred Compensation Plan”). The Company recorded compensation expense of $839 and $735 for the three and six months ended December 31, 2023, respectively, and $449 and $346 for the three and six months ended December 31, 2022, respectively, within Selling, general and administrative expenses to reflect the remeasurement of the Deferred Compensation Plan liability. In addition, the Company recorded gains of ~~$449~~$839 and ~~$346~~$735 for the three and six months ended December 31, 2023, respectively, and $449 and $346 for the three and six months ended December 31, 2022, respectively, within Miscellaneous income (expense), net to reflect ~~the~~the remeasurement of the fair value of assets under the Deferred Compensation Plan.

The following table summarizes amounts recognized related to the Deferred Compensation Plan in the consolidated balance sheets:

December 31,
2022 June 30,
2022
Non-current assets (included in other assets) $ 12,126 $ 2,736
Current liabilities (included in accrued employee related costs) (1,140) (123)
Non-current liabilities (included in other employee related costs) (10,986) (2,613)


	December 31, 2023		June 30, 2023
Non-current assets (included in investments)	$	16,842	$	14,406
Current liabilities (included in accrued employee related costs)	(476)		(1,358)
Non-current liabilities (included in other employee related costs)	(16,366)		(13,048)

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~~MADISON SQUARE GARDEN SPORTS CORP.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~

~~(Continued)~~

Note ~~13.~~14. Share-based Compensation

See Note 15 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended June 30, ~~2022~~2023 for more information regarding the Company’s 2015 Employee Stock Plan (the “Employee Stock Plan”) and its 2015 Stock Plan for Non-Employee Directors.

Share-based compensation expense ~~was~~is recognized in the consolidated statements of operations as a component of Selling, general and administrative expenses. Share-based compensation expense was $6,570 and $10,719 for the three and six months ended December 31, 2023, respectively and $11,619 and $18,839 for the three and six months ended December 31, 2022, ~~respectively and $7,354 and $12,205 for the three and six months ended December 31, 2021,~~ respectively. There were no costs related to share-based compensation that were capitalized for the three and six months ended December 31, ~~2022~~2023 and ~~2021~~2022, respectively.

Restricted Stock Units Award Activity

The following table summarizes activity related to the Company’s restricted stock units and performance restricted stock units, collectively referred to as “RSUs,” held by current and former employees of the Company ~~and MSG Entertainment employees~~ and non-employee directors, for the six months ended December 31, ~~2022:~~2023:


		Number of		Weighted-Average Fair Value Per Share at Date of Grant (a)		Number of	Weighted-Average Fair Value Per Share at Date of Grant (a)
		Nonperformance Based Vesting RSUs	Performance Based Vesting RSUs
Unvested award balance, June 30, 2022		199	189	$	198.21
Unvested award balance, June 30, 2023
Unvested award balance, June 30, 2023
Unvested award balance, June 30, 2023
Granted	Granted	73	57	$	161.41
Vested	Vested	(135)	(87)	$	218.14
Forfeited / Cancelled	Forfeited / Cancelled	(1)	(1)	$	158.48
Unvested award balance, December 31, 2022		136	158	$	167.13
Unvested award balance, December 31, 2023

_____________________

(a)Weighted-average fair value per share at date of grant does not reflect any adjustments to awards granted prior to the ~~MSGE~~Sphere Distribution.

The fair value of RSUs that vested during the six months ended December 31, ~~2022~~2023 was ~~$34,233.~~$19,195. Upon delivery, RSUs granted under the Employee Stock Plan were net share-settled to cover the required statutory tax withholding obligations. To fulfill the Company’s current and ~~MSG Entertainment’s~~former employees’ required statutory tax withholding obligations for the applicable income and other employment taxes, ~~100~~46 of these RSUs, with an aggregate value of ~~$15,441,~~$8,084, inclusive of ~~$4,233~~$4 related to ~~MSG Entertainment~~the Company’s former employees (who vested in the Company’s RSUs), were retained by the Company and the taxes paid are reflected as a financing activity in the accompanying consolidated statement of cash flows for the six months ended December 31, ~~2022.~~2023.

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MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

The fair value of RSUs that vested during the six months ended December 31, ~~2021~~2022 was ~~$38,828.~~$34,233. The weighted-average fair value per share at grant date of RSUs granted during the six months ended December 31, ~~2021 was $161.16.~~2022 was $161.41.

Stock Options Award Activity

The following table summarizes activity related to the Company’s stock options for the six months ended December 31, ~~2022:~~2023:

Number of
Time Vesting Options Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Term (In Years) Aggregate Intrinsic Value
Balance as of June 30, 2022 94 $ 145.78
Granted — $ —
Cancelled — $ —
Balance as of December 31, 2022 94 $ 138.78 4.96 $ 4,180
Exercisable as of December 31, 2022 94 $ 138.78 4.96 $ 4,180


	Number of Time Vesting Options	Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Contractual Term (In Years)	Aggregate Intrinsic Value

Balance as of June 30, 2023	94	$	138.78
Granted	—	$	—
Cancelled	—	$	—
Balance as of December 31, 2023	94	$	138.78	3.96	$	4,039
Exercisable as of December 31, 2023	94	$	138.78	3.96	$	4,039

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~~MADISON SQUARE GARDEN SPORTS CORP.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~

~~(Continued)~~

Note ~~14.~~15. Stock Repurchase Program

Amounts in this footnote are in thousands, except for the number of shares repurchased and per share data.

Effective as of October 1, 2015, the Company’s board of directors authorized the repurchase of up to $525,000 of the Company’s Class A Common ~~Stock.~~Stock (“Class A Common Stock”). Under the authorization, shares of Class A Common Stock may be purchased from time to time in open market or private transactions, block trades or such other manner as the Company may determine, in accordance with applicable insider trading and other securities laws and regulations. The timing and amount of purchases will depend on market conditions and other factors.

On October 6, 2022, the Company’s Board of Directors authorized a $75,000 accelerated share repurchase (“ASR”) program under the Company’s existing share repurchase authorization. On October 28, 2022, the Company entered into a $75,000 ASR agreement with JPMorgan Chase Bank, National Association (“JP Morgan”). Pursuant to the ASR agreement, the Company made a payment of $75,000 to JP Morgan and JP Morgan delivered 388,777 initial shares of Class A Common Stock to the Company on November 1, 2022, representing 80% of the total shares expected to be repurchased under the ASR (determined based on the closing price of the Company’s Class A Common Stock of $154.33 on October 28, 2022). The ASR was completed on January 31, 2023 with JP Morgan delivering 67,681 additional shares of Class A Common Stock to the Company upon final settlement. The average purchase price per share for shares of Class A Common Stock purchased by the Company pursuant to the ASR was $164.31.

The ASR iswas accounted for as a repurchase of shares and as an equity forward contract indexed to the Company’s Class A Common Stock. The equity forward contract iswas classified as an equity instrument under ASC Subtopic 815-40. The Company has treated the initial and final shares of Class A Common Stock delivered as treasury shares as of the date the shares were physically delivered in computing the weighted average shares of outstanding Class A Common Stock for both basic and diluted earnings per share.

During the six months ended December 31, 2023, the Company did not make any share repurchases under its share repurchase program. As of December 31, ~~2022,~~2023, the Company had $184,639 of availability remaining under its stock repurchase authorization.

Note ~~15.~~16. Related Party Transactions

On July 9, 2021, MSG Networks merged with a subsidiary of MSG Entertainment and became a wholly-owned subsidiary of MSG Entertainment (the “MSGE-MSGN Merger”). Accordingly, agreements between the Company and MSG Networks are now effectively agreements with MSG Entertainment on a consolidated basis.

As of December 31, ~~2022,~~2023, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, members of the Dolan family, including trusts for members of the Dolan family (collectively, the “Dolan Family Group”), ~~for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended,~~ collectively beneficially own 100% of the Company’s outstanding Class B Common Stock and own approximately ~~3.2%~~3.3% of the Company’s outstanding Class A Common Stock. Such shares of the Company’s Class A Common Stock and Class B Common Stock, collectively, represent approximately 71.0% of the aggregate voting power of the Company’s outstanding common stock. Members of the Dolan ~~family~~Family Group are also the controlling stockholders of Sphere Entertainment, MSG Entertainment and AMC Networks Inc. (“AMC Networks”).

The Company iswas party to the following agreements and/or arrangements with MSG Entertainment ~~(including its subsidiary MSG Networks),~~ as ~~applicable:~~of December 31, 2023:

•Arena license agreements, entered into in April 2020 (the “Arena License ~~Agreements~~Agreements”), pursuant to which MSG Entertainment (i) provides the right to use The Garden for games of the Knicks and the Rangers for a 35-year term in exchange for arena license fees, (ii) shares revenues collected for suite and club licenses, (iii) operates and manages

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MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

the sale of the sports teams’ merchandise at The Garden for a commission, (iv) operates and manages the sales of food and beverage concessions in exchange for 50% of net profits from sales and catering services during Knicks and Rangers home games, (v) shares revenues collected for the sale of venue indoor signage space and sponsorship rights at The Garden that are not specific to our teams, (vi) provides day of game services, ~~that were historically provided prior to the MSGE Distribution,~~ and ~~(vi)~~(vii) provides other general services within The Garden;

•Media rights agreements between the Company and MSG Networks, with stated terms of 20 years, providing MSG Networks with local telecast rights for Knicks and Rangers games in exchange for media rights fees;

•Sponsorship sales and service representation agreements pursuant to which MSG Entertainment has the exclusive right and obligation to sell the Company’s sponsorships for an initial stated term of 10 years for a commission. In addition, under this agreement, the Company is charged by MSG Entertainment for sales and service staff and overhead associated with the sales of sponsorship assets;

•Team sponsorship allocation agreement with MSG Entertainment, pursuant to which the teams ~~continue receiving~~receive an allocation of sponsorship and signage revenues associated with ~~the~~ sponsorship agreements that ~~existed at~~include the ~~MSGE Distribution Date;~~

~~Table~~assets of ~~Contents~~both the Company and MSG Entertainment;

~~MADISON SQUARE GARDEN SPORTS CORP.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~

~~(Continued)~~

•Services ~~Agreement~~agreement (the “Services Agreement”) pursuant to which the Company (i) receives certain services from MSG Entertainment, such as information technology, accounts payable, payroll, human resources, and other corporate functions and executive support services, in exchange for service fees and (ii) provides certain services to MSG Entertainment, such as certain communications, legal and ticketing services, in exchange for service fees;

•Arrangements pursuant to which the Company provides certain sponsorship, premium hospitality and other business operations services;

•The Sublease ~~agreement,~~Agreement, pursuant to which the Company leases office space from MSG Entertainment;

•Group ticket sales representation agreement, pursuant to which MSG Entertainment appointed the Company as its sales and service representative to sell group ticket packages related to MSG Entertainment events in exchange for a commission;

•Single night rental commission agreement, pursuant to which the Company may, from time to time, sell (or make referrals for sales of) licenses for the use of suites at The Garden for individual MSG Entertainment events in exchange for a commission and reimbursement for sales and service staff and overhead associated with the ticket sales on behalf of MSG Entertainment;

•~~Aircraft sharing agreements pursuant to which MSG Entertainment has agreed from time to time to make its aircraft~~ and ~~aircraft it leases from other related parties available to the Company for lease on a “time sharing” basis;~~

•Other agreements with MSG Entertainment entered into in connection with the ~~MSGE~~Sphere Distribution, including a trademark license agreement and certain other arrangements.

The Company is also party to the following agreements and/or arrangements with Sphere Entertainment (including through its subsidiary MSG Networks) as of December 31, 2023:

•Media rights agreements between the Company and MSG Networks, entered into in July 2015, with stated terms of 20 years providing MSG Networks with local telecast rights for Knicks and Rangers games in exchange for media rights fees;

•Arrangements with MSG Networks pursuant to which the Knicks and the Rangers have allocated revenues with MSG Networks related to virtual advertising inventory;

•Arrangements pursuant to which the Company provides Sphere Entertainment with certain sponsorship and other business operations services;

•Arrangements pursuant to which the Company provides sponsorship rights to Sphere Entertainment;

•Other agreements with Sphere Entertainment in connection with the Sphere Distribution, including a distribution agreement, a tax disaffiliation agreement and an employee matters ~~agreement, a trademark license~~ agreement and certain other arrangements; and

•Other agreements with MSG Networks entered into in connection with the MSGS Distribution, including ~~a distribution agreement, a tax disaffiliation agreement,~~ an employee matters agreement, agreements related to audio-only distribution rights for Knicks and Rangers games, and certain other arrangements.

The Company is also party to arrangements with MSG Entertainment and Sphere Entertainment pursuant to which the three companies have agreed to allocate expenses in connection with the use by each company of aircraft owned or leased by the Company and MSG Entertainment.

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MADISON SQUARE GARDEN SPORTS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Continued)

In addition, the Company shares certain executive support costs, including office space, executive assistants, security and transportation costs for: (i) the Company’s Executive Chairman with Sphere Entertainment and, following the MSGE Distribution, with MSG ~~Entertainment; and~~Entertainment as well; (ii) the Company’s Vice Chairman with AMC Networks, Sphere Entertainment and ~~MSG Entertainment. The Company also previously shared costs for~~following the ~~Company’s former Chief Executive Officer~~MSGE Distribution, with MSG Entertainment ~~through March 31, 2022.~~as well, and (iii) the Company’s Executive Vice President with Sphere Entertainment and AMC Networks. Additionally, the Company, Sphere Entertainment, AMC Networks, and, following the MSGE Distribution, MSG Entertainment, ~~and AMC Networks~~ allocate the costs of certain personal aircraft and helicopter usage by their shared executives.

From time to time the Company has entered into, and is expected to continue to enter into, arrangements with 605, LLC. Kristin A. Dolan, a former director of the Company and spouse of James L. Dolan, the Company’s Executive Chairman and a director, is the founder and Chief Executive Officer of 605, LLC. James L. Dolan and Kristin A. Dolan own 50% of 605, LLC. 605, LLC provides audience measurement and data analytics services to the Company and its subsidiaries in the ordinary course of business.

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~~MADISON SQUARE GARDEN SPORTS CORP.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~

~~(Continued)~~

Revenues and Operating Expenses

The following table summarizes the composition and amounts of the transactions with the Company’s affiliates. These amounts are reflected in revenues and operating expenses in the accompanying consolidated statements of operations for the three and six months ended December 31, ~~2022~~2023 and ~~2021:~~2022:


			Three Months Ended December 31,				Six Months Ended December 31,
			2022		2021		2022		2021
		Three Months Ended December 31,										Three Months Ended December 31,			Six Months Ended December 31,
		2023									2023		2022	2023		2022
Revenues (a)	Revenues (a)		$	74,950	$	70,131	$	83,124	$	77,378
Operating expenses:	Operating expenses:

Corporate expenses pursuant to Services Agreement with MSG Entertainment			$	9,817	$	10,990	$	19,330	$	19,874
Rent expense (sublease) due to MSG Entertainment			723		765		1,421		1,480
Expense pursuant to the Services Agreement

Expense pursuant to the Services Agreement

Expense pursuant to the Services Agreement
Rent expense pursuant to Sublease agreement with MSG Entertainment
Costs associated with the Sponsorship sales and service representation agreements	Costs associated with the Sponsorship sales and service representation agreements		5,726		5,735		8,659		8,468
Operating lease expense associated with the Arena License Agreements	Operating lease expense associated with the Arena License Agreements		31,617		27,686		32,928		28,997
Other costs associated with the Arena License Agreements	Other costs associated with the Arena License Agreements		15,097		11,370		16,067		12,019
Other operating expenses, net			(62)		208		5		321
Other operating (credits) expenses, net

___________________

~~____________________~~

(a) Primarily consist of local media rights recognized from the licensing of team-related programming under the media rights agreements covering the Knicks and the Rangers.

Note ~~16.~~17. Income Taxes

~~Income tax expense for the three and six months ended December 31, 2022 is $24,555 and $4,062, respectively, with an effective tax rate of 53% and 55%, respectively.~~ In general, the Company is required to use an estimated annual effective tax rate to measure the tax benefit or tax expense recognized in an interim period. The estimated annual effective tax rate exceeds the statutory federal tax rate of 21% primarily due to state taxes, nondeductible officers’ compensation, and players’ disability insurance premiums expense. The estimated annual effective tax rate is revised on a quarterly basis.

Income tax expense for the three months ended December 31, ~~2021~~2023 of ~~$17,115~~$10,784 reflects an effective tax rate of ~~53% and income~~43%. Income tax benefit for the six months ended December 31, ~~2021~~2023 of ~~$4,054~~$4,360 reflects an effective tax rate of ~~71%~~49%. ~~In general, the Company is required to use an estimated annual effective tax rate to measure the tax benefit or~~

Income tax expense ~~recognized in an interim period. The estimated annual effective tax rate exceeds the statutory federal tax rate of 21% in~~for the three and six months ended December 31, ~~2021 primarily due to state taxes, nondeductible officers’ compensation, disability insurance premiums expense~~2022 of $24,555 and ~~excess tax benefit on share-based payment awards that was recognized in the first quarter of fiscal year 2022. The estimated annual~~$4,062, respectively, reflects an effective tax rate ~~is revised on a quarterly basis.~~of 53% and 55%, respectively.

The Company was notified in April 2020 ~~and in February 2022~~ that the City of New York was commencing an audit of the local income tax returns for the fiscal years ended June 30, 2016 and ~~2017~~2017. The audit was finalized in January 2024 and ~~for fiscal years ended June 30, 2018 and 2019, respectively. The Company does not expect the examinations, when finalized, to result~~resulted in no material changes.

During the six months ended December 31, 2023, the Company made income tax payments, net of refunds, of $14,259.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In this MD&A, there are statements concerning the future operating and future financial performance of Madison Square Garden Sports Corp. and its direct and indirect subsidiaries (collectively, “we,” “us,” “our,” “MSG Sports,” or the “Company”) on our future operations. Words such as “expects,” “anticipates,” “believes,” “estimates,” “may,” “will,” “should,” “could,” “potential,” “continue,” “intends,” “plans,” and similar words and terms used in the discussion of future operating and future financial performance identify forward-looking statements. Investors are cautioned that such forward-looking statements are not guarantees of future performance, results or events and involve risks and uncertainties and that actual results or developments may differ materially from the forward-looking statements as a result of various factors. Factors that may cause such differences to occur include, but are not limited to:

•the level of our revenues, which depends in part on the popularity and competitiveness of our sports teams;

•costs associated with player injuries, waivers or contract terminations of players and other team personnel;

•changes in professional sports teams’ compensation, including the impact of signing free agents and executing trades, subject to league salary caps and the impact of luxury tax;

•general economic conditions, especially in the New York City metropolitan area;

•the demand for sponsorship arrangements and for advertising;

•competition, for example, from other teams, and other sports and entertainment options;

•changes in laws, ~~NBA~~National Basketball Association (“NBA”) or ~~NHL~~National Hockey League (“NHL”) rules, regulations, guidelines, bulletins, directives, policies and agreements, including the leagues’ respective collective bargaining agreements ~~(“CBAs”~~(each, a “CBA”) with their players’ associations, salary caps, escrow requirements, revenue sharing, NBA luxury tax thresholds and media rights, or other regulations under which we operate;

•the ~~duration and severity~~performance by our affiliates of their obligations under various agreements with the Company, including the potential for financial difficulties that may impact MSG Networks Inc.’s (“MSG Networks”) ability to perform its obligations;

•a resurgence of the COVID-19 pandemic or another pandemic or public health emergency, and our ability to effectively manage the impacts, including the availability of The Garden with no or limited fans, league decisions regarding play and other matters, the cancellation of games, the impact of governmental restrictions, reduced tourism, and general hesitancy among the public to engage in public activities due to COVID-19;labor market disruptions;

•any NBA, NHL or other work ~~stoppage in addition to those related to COVID-19 impacts;~~

•~~labor market disruptions due to the COVID-19 pandemic or otherwise;~~stoppage;

•any economic, political or other actions, such as boycotts, protests, work stoppages or campaigns by labor organizations;

•seasonal fluctuations and other variation in our operating results and cash flow from period to period;

•the level of our expenses, including our corporate expenses;

•business, reputational and litigation risk if there is a security incident resulting in loss, disclosure or misappropriation of stored personal information or other breaches of our information security;

•activities or other developments that discourage or may discourage congregation at prominent places of public assembly, including Madison Square Garden Arena (“The ~~Garden~~Garden”) where the home games of the ~~Knicks~~New York Knickerbockers (the “Knicks”) and the New York Rangers (the “Rangers”) are played;

•a default by our subsidiaries under their respective credit facilities;

•~~the evolution of the esports industry and its potential impact on our esports businesses;~~

•the acquisition or disposition of assets or businesses and/or the impact of, and our ability to successfully pursue, acquisitions or other strategic transactions;

•our ability to successfully integrate acquisitions or new businesses into our operations;

•the operating and financial performance of our strategic acquisitions and investments, including those we may not control;

•the impact of governmental regulations or laws, including changes in how those regulations and laws are interpreted and the continued benefit of certain tax exemptions (including for The Garden) and the ability for us and Madison Square Garden Entertainment Corp. (“MSG ~~Entertainment~~Entertainment”) to maintain necessary permits or licenses;

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•the impact of any government plans to redesign New York City’s Pennsylvania Station;

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•business, economic, reputational and other risks associated with, and the outcome of, litigation and other proceedings;

•financial community and rating agency perceptions of our business, operations, financial condition and the industry in which we operate;

•~~Certain~~certain restrictions on transfer and ownership of our common stock related to our ownership of professional sports franchises in the NBA and NHL;

•the tax-free treatment of the ~~MSGS Distribution~~distribution of all of the outstanding common stock of Sphere Entertainment Co. (formerly Madison Square Garden Entertainment Corp. and ~~the MSGE Distribution;~~

•~~the performance by MSG Entertainment and~~referred herein as “Sphere Entertainment”) to its ~~subsidiaries of its obligations under various agreements with the Company related to the MSGE Distribution and ongoing commercial arrangements;~~stockholders, which was completed on April 17, 2020 (the “Sphere Distribution”); and

•the factors described under “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended June 30, ~~2022.~~

2023.

We disclaim any obligation to update or revise the forward-looking statements contained herein, except as otherwise required by applicable federal securities laws.

~~Table of Contents~~

All dollar amounts included in the following MD&A are presented in thousands, except as otherwise noted.

Introduction

This MD&A is provided as a supplement to, and should be read in conjunction with, the Company’s unaudited financial statements and accompanying notes thereto included in this Quarterly Report on Form 10-Q, as well as the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, ~~2022,~~2023, to help provide an understanding of our financial condition, changes in financial condition and results of operations. Unless the context otherwise requires, all references to “we,” “us,” “our,” “MSG Sports,” or the “Company” refer collectively to Madison Square Garden Sports Corp., a holding company, and its direct and indirect subsidiaries through which substantially all of our operations are conducted.

The Company operates and reports financial information in one segment.

~~Factors Affecting Results of Operations~~

~~Impact of COVID-19 on Our Business~~

This MD&A is organized as follows:

Results of Operations. This section provides an analysis of our unaudited results of operations for the three and six months ended December 31, ~~2022~~2023 compared to the three and six months ended December 31, ~~2021.~~2022.

Liquidity and Capital Resources. This section focuses primarily on (i) the liquidity and capital resources of the Company, (ii) an analysis of the Company’s cash flows for the six months ended December 31, ~~2022~~2023 compared to the six months ended December 31, ~~2021,~~2022, and (iii) certain contractual obligations.

Seasonality of Our Business. This section discusses the seasonal performance of our business.

Critical Accounting Policies. This section discusses accounting pronouncements that have been adopted by the Company, if any, as well as the results of the Company’s annual impairment testing of goodwill and identifiable indefinite-lived intangible assets performed during the first quarter of fiscal year ~~2023.~~2024. This section should be read together with our critical accounting policies, which are discussed in our Annual Report on Form 10-K for the fiscal year ended June 30, ~~2022~~2023 under “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations — Recently Issued Accounting Pronouncements and Critical Accounting Policies — Critical Accounting Policies” and in the notes to the consolidated financial statements of the Company included therein.

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Results of Operations

Comparison of the three and six months ended December 31, ~~2022~~2023 versus the three and six months ended December 31, ~~2021~~2022

The table below sets forth, for the periods presented, certain historical financial information.


			Three Months Ended								Six Months Ended
			December 31,				Change				December 31,				Change
			2022		2021		$		%		2022		2021		$		%
		Three Months Ended
			December 31,
			December 31,
			December 31,																										Change										December 31,													Change
		2023																							2023							2022						$							%								2023								2022								$						%
Revenues	Revenues		$	353,694	$	289,581	$	64,113	22	%	$	377,783	$	308,375	$	69,408	23	%	Revenues		$	326,898		$			$	353,694		$			$	(26,796)		(8)				(8)		%					$	369,944			$					$	377,783		$					$	(7,839)		(2)					(2)	%
Direct operating expenses	Direct operating expenses		225,702		192,847		32,855		17	%	229,383		201,425		27,958		14	%	Direct operating expenses		232,225			225,702				225,702			6,523				6,523		3					3		%					235,745				229,383					229,383				6,362					6,362			3				3		%
Selling, general and administrative expenses	Selling, general and administrative expenses		75,636		59,600		16,036		27	%	130,917		103,328		27,589		27	%	Selling, general and administrative expenses		65,066			75,636				75,636			(10,570)				(10,570)		(14)					(14)		%					118,622				130,917					130,917				(12,295)					(12,295)			(9)				(9)		%
Depreciation and amortization	Depreciation and amortization		838		1,215		(377)		(31)	%	1,863		2,641		(778)		(29)	%	Depreciation and amortization		790			838				838			(48)				(48)		(6)					(6)		%					1,584				1,863					1,863				(279)					(279)			(15)				(15)		%
Operating income	Operating income		51,518		35,919		15,599		43	%	15,620		981		14,639		NM		Operating income		28,817			51,518				51,518			(22,701)				(22,701)		(44)					(44)		%					13,993				15,620					15,620				(1,627)					(1,627)			(10)				(10)		%
Other expense:
Other income (expense):
Interest expense, net
Interest expense, net
Interest expense, net	Interest expense, net		(5,512)		(3,542)		(1,970)		(56)	%	(8,468)		(6,595)		(1,873)		(28)	%		(6,800)			(5,512)			(5,512)			(1,288)				(1,288)			(23)				(23)		%					(13,276)				(8,468)						(8,468)			(4,808)						(4,808)			(57)				(57)	%
Miscellaneous income (expense), net	Miscellaneous income (expense), net		385		(64)		449		NM		219		(127)		346		NM		Miscellaneous income (expense), net		2,991			385				385			2,606				2,606		NM						NM							(9,674)				219					219				(9,893)					(9,893)			NM					NM
Income (loss) from operations before income taxes			46,391		32,313		14,078		44	%	7,371		(5,741)		13,112		NM
Income (loss) before income taxes																			Income (loss) before income taxes		25,008						46,391						(21,383)						(46)		%					(8,957)									7,371								(16,328)							NM
Income tax (expense) benefit	Income tax (expense) benefit		(24,555)		(17,115)		(7,440)		(43)	%	(4,062)		4,054		(8,116)		NM		Income tax (expense) benefit		(10,784)			(24,555)				(24,555)			13,771				13,771		56					56		%					4,360				(4,062)					(4,062)				8,422					8,422			NM					NM
Net income (loss)	Net income (loss)		21,836		15,198		6,638		44	%	3,309		(1,687)		4,996		NM		Net income (loss)		14,224			21,836				21,836			(7,612)				(7,612)		(35)					(35)		%					(4,597)				3,309					3,309				(7,906)					(7,906)			NM					NM
Less: Net loss attributable to nonredeemable noncontrolling interests	Less: Net loss attributable to nonredeemable noncontrolling interests		(655)		(647)		(8)		(1)	%	(1,362)		(1,127)		(235)		(21)	%	Less: Net loss attributable to nonredeemable noncontrolling interests		—			(655)				(655)			655				655		100					100		%					—				(1,362)					(1,362)				1,362					1,362			100				100		%

Net income (loss) attributable to Madison Square Garden Sports Corp.’s stockholders	Net income (loss) attributable to Madison Square Garden Sports Corp.’s stockholders		$	22,491	$	15,845	$	6,646	42	%	$	4,671	$	(560)	$	5,231	NM

Net income (loss) attributable to Madison Square Garden Sports Corp.’s stockholders

Net income (loss) attributable to Madison Square Garden Sports Corp.’s stockholders																					$	14,224					$	22,491					$	(8,267)					(37)		%					$	(4,597)								$	4,671							$	(9,268)						NM

Revenues

Revenues ~~increased $64,113,~~decreased $26,796, or ~~22%~~8%, to ~~$353,694~~$326,898 for the three months ended December 31, ~~2022~~2023 as compared to the prior year period. Revenues ~~increased $69,408 to $377,783~~decreased $7,839, or 2%, for the six months ended December 31, ~~2022~~2023 as compared to the prior year period. The net ~~increases~~decreases were attributable to the following:

Three Six
Months Months
Increase in pre/regular season ticket-related revenues $ 29,671 $ 30,770
Increase in suite license fee revenues 12,484 14,027
Increase in sponsorship and signage revenues 10,003 10,105
Increase in pre/regular season food, beverage and merchandise sales 4,041 4,513
Increase in revenues from local media rights fees 3,916 4,317
Increase in revenues from league distributions 3,179 4,089
Other net increases 819 1,587
$ 64,113 $ 69,408


	Three		Six
	Months		Months
Decrease in pre/regular season ticket-related revenues	$	(19,045)	$	(18,709)
Decrease in suite revenues	(5,895)		(5,679)
Decrease in sponsorship and signage revenues	(5,811)		(5,527)

Increase in revenues from local media rights fees	1,952		2,184
Increase in revenues from league distributions	1,651		18,643
Other net increases	352		1,249
	$	(26,796)	$	(7,839)

The ~~increases~~decreases in pre/regular season ticket-related revenues for the three and six months ended December 31, 2022 were primarily due to higher average per-game revenue and the Rangers playing additional games at The Garden during the current year periods as compared to the prior year periods. The Rangers played six more regular season games at The Garden during the current year periods as compared to the prior year periods.

~~The increases in suite license fee revenues for the three and six months ended December 31, 2022~~2023 were primarily due to the Knicks and the Rangers playing ~~additional~~fewer home games at The Garden during the current year periods as compared to the prior year periods, partially offset by higher average per-game revenue. The Knicks played 15 games at The Garden during the three and ~~higher net sales of suites products.~~six months ended December 31, 2023 as compared to 21 games during the prior year periods. The Rangers played 17 games at The Garden during the three months ended December 31, 2023 and 19 games at The Garden during the six months ended December 31, 2023 as compared to 20 and 22 games, respectively, during the prior year periods.

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The ~~increases~~decreases in ~~sponsorship and signage~~suite revenues for the three and six months ended December 31, ~~2022~~2023 were primarily due to ~~(i)~~the Knicks and the Rangers playing ~~additional~~fewer games at The Garden during the current year periods as compared to the prior year periods, ~~(ii)~~partially offset by higher net sales of ~~existing~~suites products, including revenue related to new premium hospitality offerings which were made available at the start of the 2023-24 seasons.

The decreases in sponsorship and signage ~~inventory, and (iii) sales of new sponsorship and signage inventory.~~

~~The increases in pre/regular season food, beverage, and merchandise sales~~revenues for the three and six months ended December 31, ~~2022~~2023 were primarily due to ~~higher average~~the Knicks ~~and Rangers per-game revenue~~ and the Rangers playing ~~additional~~fewer games at The Garden during the current year periods as compared to the prior year periods.

The increases in revenues from local media rights fees for the three and six months ended December 31, ~~2022~~2023 were primarily due to contractual rate increases.

The ~~increases~~increase in revenues from league distributions for the three ~~and six~~ months ended December 31, ~~2022 were~~2023 was primarily ~~related~~due to increased ~~NBA and NHL~~ national media rights fees ~~and~~in the current year period, partially offset by lower other league distributions in the current year ~~periods.~~period. The increase in revenues from league distributions for the six months ended December 31, 2023 was primarily due to an increase in and the timing of recognition of certain league distributions unrelated to national media rights fees and, to a lesser extent, increased national media rights fees in the current year period.

Direct operating expenses

Direct operating expenses increased ~~$32,855,~~$6,523, or ~~17%~~3%, to ~~$225,702~~$232,225 for the three months ended December 31, ~~2022~~2023 as compared to the prior year period. Direct operating expenses increased ~~$27,958,~~$6,362, or ~~14%~~3%, to ~~$229,383~~$235,745 for the six months ended December 31, ~~2022~~2023 as compared to the prior year period. The net increases were attributable to the following:

Three Six
Months Months
Increase in team personnel compensation $ 19,083 $ 19,338
Increase in other team operating expenses 7,406 7,036
Increase in operating lease costs associated with the Knicks and Rangers playing home games at The Garden 3,932 3,932
Increase in pre/regular season expense associated with merchandise sales 2,556 2,460
Increase (decrease) in net provisions for league revenue sharing expense (net of escrow and excluding playoffs) and NBA luxury tax 1,137 (2,493)
Decrease in net provisions for certain team personnel transactions (1,259) (2,315)
$ 32,855 $ 27,958


	Three		Six
	Months		Months
Increase in team personnel compensation	$	12,192	$	10,863
Increase in net provisions for league revenue sharing expense (net of escrow and excluding playoffs) and NBA luxury tax	2,626		3,634

Decrease in operating lease costs associated with the Knicks and the Rangers playing home games at The Garden	(7,255)		(7,255)
Other net decreases	(1,040)		(880)
	$	6,523	$	6,362

The increases in team personnel compensation for the three and six months ended December 31, ~~2022~~2023 were primarily ~~related~~due to ~~the impact of~~ roster changes for the Knicks and the ~~Rangers.~~

~~The increases in other team operating~~Rangers, partially offset by the absence of expenses ~~for the three and six months ended December 31, 2022 were primarily~~ related to ~~higher per-game average expenses and the Rangers playing additional games at The Garden during~~Counter Logic Gaming (“CLG”) in the current year periods, ~~as compared to~~following the ~~prior year periods. Other team operating expenses primarily consists~~Company’s sale of ~~expenses associated with day-to-day operations, including variable day-of-event costs incurred at The Garden, team travel, player insurance, and league assessments.~~

~~The increases~~its controlling interest in operating lease costs associated with the Knicks and the Rangers playing home games at The Garden for the three and six months ended December 31, 2022 were related to the Rangers playing additional games at The Garden during the current year periods as compared to the prior year periods.

~~The increases~~CLG in pre/regular season expense associated with merchandise sales for the three and six months ended December 31, 2022 were primarily related to higher merchandise sales as a result of higher average Knicks and Rangers per-game revenue and the Rangers playing additional games at The Garden during the current year periods as compared to the prior year periods.April 2023.

Net provisions for league revenue sharing expense (net of escrow and excluding playoffs) and NBA luxury tax were as follows:

Three Months Ended Six Months Ended
December 31, December 31,
2022 2021 Increase 2022 2021 Decrease
Net provisions for league revenue sharing expense (net of escrow and excluding playoffs) and NBA luxury tax $ 20,958 $ 19,821 $ 1,137 $ 18,784 $ 21,277 $ (2,493)


	Three Months Ended						Six Months Ended
	December 31,						December 31,
	2023		2022		Increase		2023		2022		Increase
Net provisions for league revenue sharing expense (net of escrow and excluding playoffs) and NBA luxury tax	$	23,584	$	20,958	$	2,626	$	22,418	$	18,784	$	3,634

The ~~increase~~increases in net provisions for league revenue sharing expense (net of escrow and excluding playoffs) and NBA luxury tax for the three and six months ended December 31, ~~2022 was~~2023 were primarily related to ~~the net impact of adjustments to prior seasons’~~higher provisions for league revenue sharing expense (net of escrow and excluding playoffs)~~, partially offset by higher estimated recoveries~~ of ~~NBA luxury tax in~~$2,276 and $2,276, respectively. In addition, the ~~current year period. The decrease~~increase in net provisions for league revenue sharing expense (net of escrow and excluding playoffs) and NBA luxury tax for the six months ended December 31, ~~2022~~2023 was ~~primarily related~~partially due to the net impact of adjustments to prior seasons’ revenue

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sharing expense (net of ~~escrow and excluding playoffs) and higher estimated recoveries of NBA luxury tax in the current year period.~~escrow).

The Knicks were not a luxury tax payer for the ~~2021-22~~2022-23 season and, therefore, received an equal share of the portion of luxury tax receipts that were distributed to non-tax paying teams. The Knicks’ roster as of December 31, ~~2022~~2023 would not result in the team being a luxury tax payer for the ~~2022-23~~2023-24 season.

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The actual amounts for the ~~2022-23~~2023-24 seasons may vary significantly from the recorded provisions based on actual operating results for each league and all teams within each league for the season and other factors.

~~Net provisions~~The decreases in operating lease costs associated with the Knicks and the Rangers playing home games at The Garden for ~~certain team personnel transactions~~the three and six months ended December 31, 2023 were a result of the Knicks and the Rangers playing fewer games at The Garden during the current year periods as ~~follows:~~

Three Months Ended Six Months Ended
December 31, December 31,
2022 2021 Increase (Decrease) 2022 2021 Increase (Decrease)
Waivers/contract terminations $ 29 $ (69) $ 98 $ (1,392) $ 658 $ (2,050)
Player trades — — — 1,092 — 1,092
Season-ending player injuries — 1,357 (1,357) — 1,357 (1,357)
Net provisions for certain team personnel transactions $ 29 $ 1,288 $ (1,259) $ (300) $ 2,015 $ (2,315)

compared to the prior year periods.

Selling, general and administrative expenses

Selling, general and administrative expenses primarily consist of (i) administrative costs, including compensation, costs under the Company’s Services Agreement, and professional fees, (ii) fees related to the Company’s sponsorship sales and service representation agreements, and (iii) sales and marketing costs. Selling, general and administrative expenses generally do not fluctuate in line with changes in the Company’s revenues and direct operating expenses.

Selling, general and administrative expenses for the three months ended December 31, ~~2022 increased $16,036,~~2023 decreased $10,570, or ~~27%~~14%, to ~~$75,636~~$65,066 as compared to the prior year ~~period.~~ period driven by lower employee compensation and related benefits of $7,821, primarily due to executive management transition costs recognized in the prior year period, and lower other general and administrative expenses.

Selling, general and administrative expenses for the six months ended December 31, ~~2022 increased by $27,589,~~2023 decreased $12,295, or ~~27%~~9%, to ~~$130,917~~$118,622 as compared to the prior ye~~ar period. The increases were primarily due to higher~~year period driven by lower employee compensation and related benefits ~~including~~of $10,527, primarily due to executive management transition costs ~~recorded~~recognized in the current year periods, as well as higher marketing costs. In addition, for the six months ended December 31, 2022, higher employee compensation and related benefits included the impact of staffing increases relative to the prior year period, ~~reflecting the business’ return to normal operations.~~and lower other general and administrative expenses.

Depreciation and amortization

Depreciation and amortization for the three months ended December 31, ~~2022~~2023 decreased ~~$377,~~$48, or ~~31%~~6%, to ~~$838~~$790 as compared to the prior year period. Depreciation and amortization for the six months ended December 31, ~~2022~~2023 decreased ~~by $778~~$279, or ~~29%~~15%, to ~~$1,863~~$1,584 as compared to the prior year period.

Operating income

Operating income for the three months ended December 31, ~~2022 increased $15,599,~~2023 decreased $22,701, or ~~43%~~44%, to ~~$51,518~~$28,817 as compared to the prior year ~~period.~~ period primarily due to lower revenues and, to a lesser extent, higher direct operating expenses, partially offset by lower selling, general and administrative expenses.

Operating income for the six months ended December 31, ~~2022 increased $14,639~~2023 decreased $1,627, or 10%, to ~~$15,620~~$13,993 as compared to the prior year ~~period. For the three and six months ended December 31, 2022 the increases in operating income were~~period primarily due to ~~increases in~~lower revenues ~~partially offset by~~and higher direct operating expenses, ~~and~~partially offset by lower selling, general and administrative expenses.

Interest expense, net

Net interest expense for the three months ended December 31, ~~2022~~2023 increased ~~$1,970,~~$1,288, or ~~56%~~23%, to ~~$5,512~~$6,800 as compared to the prior year period primarily due to increased interest expense caused by higher average interest rates in the current year period and higher average borrowings under the Knicks Revolving Credit Facility in the current year period. The increase was partially offset by lower average borrowings under the Rangers Revolving Credit Facility in the current year period.

Net interest expense for the six months ended December 31, ~~2022~~2023 increased ~~$1,873,~~$4,808, or ~~28%~~57%, to ~~$8,468~~$13,276 as compared to the prior ~~year period. The increases were~~year period primarily due to increased interest expense caused by higher average interest rates in the current year ~~periods causing increased interest expense under the Knicks~~period and ~~the Rangers revolving credit facilities. The increases were partially offset by (i)~~ higher interest income due to increased interest rates in the current year periods and (ii) the acceleration of previously incurred financing costs that were recognized in the prior year periods as a result of the Company terminating the 2020 Knicks Holdings Revolving Credit Facility. In addition, for the six months ended December 31, 2022 the increase in interest expense was partially offset by lower average borrowings under the Rangers ~~revolving credit facility~~Revolving Credit Facility and the Knicks Revolving Credit Facility in the current year ~~period as compared to the prior year~~ period.

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Miscellaneous income (expense), net

Miscellaneous income, net for the three months ended December 31, 2023 increased $2,606 to $2,991 as compared to the prior year period primarily due to the recognition of unrealized gains in the current year period related to the Company’s investments in Xtract One common stock and warrants which were made in the third and fourth quarters of fiscal year 2023. Miscellaneous income (expense), net for the six months ended December 31, 2023 decreased $9,893 to a net expense of $9,674 as compared to the prior year period primarily due to the recognition of unrealized losses in the current year period related to the Company’s investments in Xtract One common stock and warrants.

Income taxes

See Note 1617 to the consolidated financial statements included in “Part I — Item 1. Financial Statements” of this Quarterly Report on Form 10-Q for ~~discussions~~a discussion of the Company’s income taxes.

Adjusted operating income

During the fourth quarter of fiscal year 2023, the Company amended the definition of adjusted operating income (loss) so that the impact of the non-cash portion of operating lease costs related to the Company’s Arena License Agreements with MSG Entertainment is no longer excluded in the calculation of adjusted operating income (loss) in all periods presented.

The Company evaluates performance based on several factors, of which the key financial measure is operating income (loss) excluding (i) ~~deferred rent expense under the Arena License Agreements with MSG Entertainment, (ii)~~ depreciation, amortization and impairments of property and equipment, goodwill and other intangible assets, ~~(iii)~~(ii) share-based compensation expense or benefit, ~~(iv)~~(iii) restructuring charges or credits, ~~(v)~~(iv) gains or losses on sales or dispositions of businesses, ~~(vi)~~(v) the impact of purchase accounting adjustments related to business acquisitions, and ~~(vii)~~(vi) gains and losses related to the remeasurement of liabilities under the Company’s Executive Deferred Compensation Plan, ~~(which was established in November 2021),~~ which is referred to as adjusted operating income (loss), a non-GAAP measure.

Management believes that given the length of the Arena License Agreements and resulting magnitude of the difference in deferred rent expense and the cash rent payments, the exclusion of deferred rent expense provides investors with a clearer picture of the Company’s operating performance. Management believes that this adjustment is beneficial for other incremental reasons as well. This adjustment provides senior management, investors and analysts with important information regarding a long-term related party agreement with MSG Entertainment. In addition, this adjustment is a component of the performance measures used to evaluate, and compensate, senior management of the Company. Management believes that the exclusion of share-based compensation expense or benefit allows investors to better track the performance of the Company’s business without regard to the settlement of an obligation that is not expected to be made in cash. In addition, management believes that the exclusion of gains and losses related to the remeasurement of liabilities under the Company’s Executive Deferred Compensation Plan provides investors with a clearer picture of the Company’s operating performance given that, in accordance with GAAP, gains and losses related to the remeasurement of liabilities under the Company’s Executive Deferred Compensation Plan are recognized in Operating ~~(income) loss~~income (loss) whereas gains and losses related to the remeasurement of the assets under the Company’s Executive Deferred Compensation Plan, which are equal to and therefore fully offset the gains and losses related to the remeasurement of liabilities, are recognized in Miscellaneous income (expense), net, which is not reflected in Operating income (loss).

The Company believes adjusted operating income (loss) is an appropriate measure for evaluating the operating performance of the Company. Adjusted operating income (loss) and similar measures with similar titles are common performance measures used by investors and analysts to analyze the Company’s performance. The Company uses revenues and adjusted operating income (loss) measures as the most important indicators of its business performance and evaluates management’s effectiveness with specific reference to these indicators.

Adjusted operating income (loss) should be viewed as a supplement to and not a substitute for operating income (loss), net income (loss), cash flows from operating activities, and other measures of performance and/or liquidity presented in accordance with GAAP. Since adjusted operating income (loss) is not a measure of performance calculated in accordance with GAAP, this measure may not be comparable to similar measures with similar titles used by other companies. The Company has presented the components that reconcile operating income (loss), the most directly comparable GAAP financial measure, to adjusted operating income (loss).

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The following are the reconciliations of operating income to adjusted operating income for the three and six months ended December 31, ~~2022 as compared~~2023 and 2022:


	Three Months Ended								Six Months Ended
	December 31,				Change				December 31,				Change
	2023		2022		$		%		2023		2022		$		%
Operating income	$	28,817	$	51,518	$	(22,701)	(44)	%	$	13,993	$	15,620	$	(1,627)	(10)	%

Depreciation and amortization	790		838						1,584		1,863
Share-based compensation	6,570		11,619						10,719		18,839

Remeasurement of deferred compensation plan liabilities	839		449						735		346

Adjusted operating income (a)	$	37,016	$	64,424	$	(27,408)	(43)	%	$	27,031	$	36,668	$	(9,637)	(26)	%

_________________

(a)During the fourth quarter of fiscal year 2023, the Company amended the definition of adjusted operating income (loss) so that the impact of the non-cash portion of operating lease costs related to the ~~prior year periods:~~Company’s Arena License Agreements with MSG Entertainment is no longer excluded. Pursuant to GAAP, recognition of operating lease costs is recorded on a straight-line basis over the term of the agreement based upon the value of total future payments under the arrangement. As a result, operating lease costs is comprised of a contractual cash component plus or minus a non-cash component for each period presented. Adjusted operating income includes operating lease costs of (i) $15,409 and $16,238 of expense paid in cash for the
Three Months Ended Six Months Ended
December 31, Change December 31, Change
2022 2021 $ % 2022 2021 $ %
Operating income $ 51,518 $ 35,919 $ 15,599 43 % $ 15,620 $ 981 $ 14,639 NM
Deferred rent 12,202 11,179 12,708 11,708
Depreciation and amortization 838 1,215 1,863 2,641
Share-based compensation 11,619 7,354 18,839 12,205
Remeasurement of deferred compensation plan liabilities 449 — 346 —
Adjusted operating income $ 76,626 $ 55,667 $ 20,959 38 % $ 49,376 $ 27,535 $ 21,841 79 %
three and six months ended December 31, 2023, respectively, and $19,416 and $20,221 of expense paid in cash for the three and six months ended December 31, 2022, respectively, and (ii) a non-cash expense of $8,953 and $9,435, for the three and six months ended December 31, 2023, respectively, and $12,202 and $12,708 for the three and six months ended December 31, 2022, respectively.

For the three months ended December 31, ~~2022,~~2023, adjusted operating income ~~increased $20,959~~decreased $27,408, or 43%, to ~~$76,626 as compared to the prior year period. For the six months ended December 31, 2022, adjusted operating income increased $21,841 to $49,376~~$37,016 as compared to the prior year period. The ~~increases~~decrease in adjusted operating income ~~were primarily~~was primarily due to ~~higher~~lower revenues ~~partially offset by~~and, to a lesser extent, higher direct operating expenses, ~~and~~partially offset by lower selling, general and administrative expenses.

For the six months ended December 31, 2023, adjusted operating income decreased $9,637, or 26%, to $27,031 as compared to the prior year period. The decrease in adjusted operating income was primarily due to lower revenues and higher direct operating expenses, partially offset by lower selling, general and administrative expenses.

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Liquidity and Capital Resources

Overview

Our primary sources of liquidity are cash and cash equivalents, cash flow from operations and available borrowing capacity under our credit facilities, and cash flow from our operations. On December 14, 2021, the Company amended and extended the 2020 Knicks Credit Agreement and the 2020 Rangers Credit Agreement. In addition, in March 2021, pursuant to the 2021 Rangers NHL Advance Agreement (the “2021 Rangers NHL Advance Agreement”), the NHL advanced the Company $30,000, which the league made available to each of its member teams.facilities. See Note 1112 to the consolidated financial statements included in “Part I - Item 1. Financial Statements” of this Quarterly Report on Form 10-Q for a discussion of the ~~2021~~ Knicks Credit Agreement, ~~2021~~the Rangers Credit Agreement, and ~~2021~~the Rangers NHL Advance ~~Agreement.~~Agreement (each as defined therein).

Our principal uses of cash include the operation of our businesses, working capital-related items, the repayment of outstanding debt, ~~the payment of a special, one-time cash dividend of $7.00 per share (the “Special Dividend”),~~ repurchases of shares of the Company’s Class A Common Stock, ~~including $75,000 under the ASR (as defined below),~~dividends, if declared, and investments.

As of December 31, ~~2022,~~2023, we had ~~approximately $44,000~~$37,880 in Cash and cash equivalents. In addition, as of December 31, ~~2022,~~2023, the Company’s deferred revenue obligations were ~~approximately $183,844,~~$218,450, net of billed, but not yet collected deferred revenue. This balance is primarily comprised of obligations in connection with tickets, suites and local media rights. In addition, the Company’s deferred revenue obligations included ~~$30,000~~$11,033 from the NBA, which the league provided to each team.

We regularly monitor and assess our ability to meet our net funding and investing requirements. The decisions of the Company as to the use of its available liquidity will be based upon the ongoing review of the funding needs of the business, management’s view of a favorable allocation of cash resources, and the timing of cash flow generation. To the extent the Company desires to access alternative sources of funding through the capital and credit markets, restrictions imposed by the NBA and NHL and potentially challenging U.S. and global economic and market conditions could adversely impact its ability to do so at that time.

We believe we have sufficient liquidity, including ~~approximatel~~y ~~$44,000~~approximately $37,880 inCash and cash equivalents as of December 31, ~~2022,~~2023, along with ~~$120,000~~ $195,000 of additional available borrowing capacity under existing credit facilities, to fund our operations and satisfy any obligations for the foreseeable future. ~~In addition, on February 3, 2023, the Company made an additional principal repayment of $15,000 under the~~ ~~2021 Rangers Revolving Credit Facility.~~

Financing Agreements and Stock Repurchases

See Note 1112 and Note 1415 to the consolidated financial statements included in “Part I — Item 1. Financial Statements” of this Quarterly Report on Form 10-Q for discussions of the Company’s debt obligations and various financing agreements, and the Company’s stock repurchases, respectively.

~~Special Dividend and Accelerated Share Repurchase~~

On October 6, 2022, the Company announced that its Board of Directors declared the Special Dividend payable on October 31, 2022 to shareholders of record on October 17, 2022. During the three and six months ended December 31, 2022, the Company made payments of $170,683 related to the Special Dividend.

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~~Borrowings under Revolving Credit Facilities~~

~~In connection with the Special Dividend and ASR, on October 27, 2022, the Company borrowed an additional~~ ~~$55,000~~ ~~under the 2021 Knicks Revolving Credit Facility and~~ ~~$160,000~~ ~~under the 2021 Rangers Revolving Credit Facility. During the three months ended December 31, 2022, the Company made principal repayments of~~ ~~$15,000 under the~~ ~~2021 Knicks Revolving Credit Facility and~~ ~~$15,000 under the 2021 Rangers Revolving Credit Facility.~~ ~~Following the additional borrowings and principal repayments, the Company has $120,000 of additional available borrowing capacity under existing credit facilities.~~

Contractual Obligations

The Company did not have any material changes in its contractual obligations since the end of fiscal year ~~2022~~2023 other than activities in the ordinary course of business.

Cash Flow Discussion

The following table summarizes the Company’s cash flow activities for the six months ended December 31, ~~2022~~2023 and ~~2021:~~2022:

Six Months Ended December 31,
2022 2021
Net income (loss) $ 3,309 $ (1,687)
Adjustments to reconcile net income (loss) to net cash used in operating activities 25,283 12,053
Changes in working capital assets and liabilities 2,985 13,664
Net cash provided by operating activities 31,577 24,030
Net cash used in investing activities (1,314) (627)
Net cash used in financing activities (76,123) (39,879)
Net decrease in cash, cash equivalents and restricted cash $ (45,860) $ (16,476)


	Six Months Ended December 31,
	2023		2022
Net (loss) income	$	(4,597)	$	3,309
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:	18,325		24,937

Changes in working capital assets and liabilities	(33,985)		3,331
Net cash (used in) provided by operating activities	(20,257)		31,577
Net cash used in investing activities	(5,238)		(1,314)
Net cash provided by (used in) financing activities	26,268		(76,123)
Net increase (decrease) in cash, cash equivalents and restricted cash	$	773	$	(45,860)

Operating Activities

Net cash ~~provided by~~used in operating activities for the six months ended December 31, ~~2022~~2023 was ~~$31,577~~$20,257 as compared to net cash provided by operating activities in the prior ~~year~~ period of ~~$24,030.~~$31,577. This was primarily due to the ~~increase~~decrease in net (loss) income ~~(loss)~~ adjusted for non-cash items ~~partially offset by the impact of~~in addition to changes in working capital assets and liabilities. The changes in working capital assets and liabilities were primarily driven by (i) lower accrued and other liabilities of $60,478 primarily due to higher payments related to employee compensation, league revenue sharing, and income taxes in the current year period, (ii) higher prepaid expenses and other assets of $10,236 primarily due to higher payments for income taxes in the current year period and lower receipts related to escrow and player compensation recoveries in the current year period, (iii) $7,586 related to operating lease right-of-use assets and lease liabilities due to the timing of recognition of operating lease costs and higher lease payments, (iv) higher net related party

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receivables of $6,114 due to the timing of collections related to the Company’s sponsorship sales and service representation agreements and Arena License Agreements, (v) higher accounts receivable, net of $4,793 due to the timing of collections related to sponsorship and ticket sales. These changes are partially offset by (i) higher deferred revenue of $33,592 primarily due to the higher collections of ticket sales in advance of recognition of pre/regular season ticket-related revenues, (ii) lower net related party payables of $11,592 primarily due to the timing of payments related to the Services Agreement, and (iii) lower investments of $7,344 primarily related to the Company’s Executive Deferred Compensation Plan.

Investing Activities

Net cash used in investing activities for the six months ended December 31, ~~2022~~2023 increased by ~~$687~~$3,924 to ~~$1,314~~$5,238 as compared to the prior year period primarily due to higher ~~other investing activities and capital expenditures~~purchases of investments in the current ~~year period as compared to the prior~~ year period.

Financing Activities

Net cash provided by financing activities for the six months ended December 31, 2023 was $26,268 as compared to net cash used in financing activities for the six months ended December 31, 2022 ~~increased by $36,244~~of $76,123. This was primarily due to ~~$76,123 as compared to~~the impact of dividends paid and the accelerated share repurchase in the prior year period ~~primarily due~~and, to ~~the payment~~a lesser extent, lower taxes paid in lieu of ~~the Special Dividend and the ASR~~shares issued for equity-based compensation in the current year ~~period,~~period. These impacts were partially offset by additional ~~net~~ borrowings under the Knicks Revolving Credit Facility and the Rangers Revolving Credit Facility in the prior year period and higher principal repayments under the Company’s credit facilities in the current ~~year period as compared to the prior~~ year period.

Seasonality of Our Business

The Company’s dependence on revenues from its NBA and NHL sports teams generally means that it earns a disproportionate share of its revenues in the second and third quarters of the Company’s fiscal year, which is when the majority of the sports teams’ games are played.

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Critical Accounting Policies

Recently Issued Accounting Pronouncements

See Note 2 to the consolidated financial statements included in “Part I — Item 1. Financial Statements” of this Quarterly Report on Form 10-Q for discussion of recently issued accounting pronouncements.

Critical Accounting Policies

The following discussion has been included to provide the results of our annual impairment testing of goodwill and identifiable indefinite-lived intangible assets performed during the first quarter of fiscal year ~~2023.~~2024. There have been no material changes to the Company’s critical accounting policies from those set forth in our Annual Report on Form 10-K for the fiscal year ended June 30, ~~2022.~~2023.

Goodwill

The carrying amount of goodwill as of December 31, ~~2022~~2023 was ~~$226,955.~~$226,523. Goodwill is tested annually for impairment as of August 31st and at any time upon the occurrence of certain events or changes in circumstances. The Company performs its goodwill impairment test at the reporting unit level, which is the same as or one level below the operating segment level. The Company has one operating and reportable segment, and one reporting unit for goodwill impairment testing purposes.

The Company has the option to perform a qualitative assessment to determine if an impairment is more likely than not to have occurred. If the Company can support the conclusion that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company would not need to perform a quantitative impairment test for that reporting unit. If the Company cannot support such a conclusion or the Company does not elect to perform the qualitative assessment, the first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of a reporting unit with its carrying amount, including goodwill. The estimates of the fair value of the Company’s reporting units are primarily determined using discounted cash flows and comparable market transactions. These valuations are based on estimates and assumptions including projected future cash flows, discount rates, determination of appropriate market comparables and the determination of whether a premium or discount should be applied to comparables. Significant judgments inherent in a discounted cash flow analysis include the selection of the appropriate discount rate, the estimate of the amount and timing of projected future cash flows and identification of appropriate continuing growth rate assumptions. The discount rates used in the analysis are intended to reflect the risk inherent in the projected future cash flows. The amount of an impairment loss is measured as the amount by which a reporting unit’s carrying value exceeds its fair value determined in step one, not to exceed the carrying amount of goodwill.

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The Company elected to perform the qualitative assessment of impairment for the Company’s reporting unit for the fiscal year ~~2023~~2024 impairment test. These assessments considered factors such as:

•macroeconomic conditions;

•industry and market considerations;

•market capitalization;

•cost factors;

•overall financial performance of the reporting unit;

•other relevant company-specific factors such as changes in management, strategy or customers; and

•relevant reporting unit specific events such as changes in the carrying amount of net assets.

The Company performed its most recent annual impairment test of goodwill during the first quarter of fiscal year ~~2023,~~2024, and there was no impairment of goodwill. Based on this impairment test, the Company concluded it was not more likely than not that the fair value of the reporting unit was less than its carrying amount.

Identifiable Indefinite-Lived Intangible Assets

Identifiable indefinite-lived intangible assets are tested annually for impairment as of August 31st and at any time upon the occurrence of certain events or substantive changes in circumstances. The following table sets forth the amount of identifiable indefinite-lived intangible assets reported in the Company’s consolidated balance sheet as of December 31, ~~2022:~~2023:


Sports franchises	$	~~111,064~~102,564
Photographic related rights	1,080
	$	~~112,144~~103,644

The Company has the option to perform a qualitative assessment to determine if an impairment is more likely than not to have occurred. In the qualitative assessment, the Company must evaluate the totality of qualitative factors, including any recent fair value measurements, that impact whether an indefinite-lived intangible asset other than goodwill has a carrying amount that more likely than not exceeds its fair value. The Company must proceed to conducting a quantitative analysis, if the Company (i) determines that such an impairment is more likely than not to exist, or (ii) forgoes the qualitative assessment entirely. Under the quantitative

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assessment, the impairment test for identifiable indefinite-lived intangible assets consists of a comparison of the estimated fair value of the intangible asset with its carrying value. If the carrying value of the intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. For all periods presented, the Company elected to perform a qualitative assessment of impairment for the indefinite-lived intangible assets. These assessments considered the events and circumstances that could affect the significant inputs used to determine the fair value of the intangible asset. Examples of such events and circumstances include:

•cost factors;

•financial performance;

•legal, regulatory, contractual, business or other factors;

•other relevant company-specific factors such as changes in management, strategy or customers;

•industry and market considerations; and

•macroeconomic conditions.

The Company performed its most recent annual impairment test of identifiable indefinite-lived intangible assets during the first quarter of fiscal year ~~2023,~~2024, and there were no impairments identified. Based on this impairment test, the Company concluded it was not more likely than not that the fair value of the indefinite-lived intangible assets was less than their carrying amount.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There were no material changes to the disclosures regarding market risks in connection with our interest rate risk exposure. See Item 7A, “Quantitative and Qualitative Disclosures About Market Risk,” of our Annual Report on Form 10-K for the fiscal year ended June 30, 2022. In addition, see Item 2, “— Management’s Discussion and Analysis of Financial Condition and Results of Operations — Factors Affecting Results of Operations — Impact of COVID-19 on Our Business” of this Quarterly Report on Form 10-Q for discussions of disruptions caused by COVID-19.2023.

Potential interest rate risk exposure:

We have potential interest rate risk exposure related to outstanding borrowings incurred under our credit facilities. Changes in interest rates may increase interest expense payments with respect to any borrowings incurred under the credit facilities.

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Borrowings under our credit facilities incur interest, depending on our election, at a floating rate based upon SOFR plus a credit spread adjustment, the U.S. Federal Funds Rate or the U.S. Prime Rate, plus, in each case, a fixed spread. If appropriate, we may seek to reduce such exposure through the use of interest rate swaps or similar instruments. As of December 31, ~~2022,~~2023, we had a total of o~~$405~~f $330 million of borrowings outstanding under our credit facilities. The effect of a hypothetical 100 basis point increase in floating interest rates prevailing as of December 31, ~~2022~~2023 and continuing for a full year would increase interest expense by approximately ~~$4.1~~$3.3 million.

Item 4. Controls and Procedures

An evaluation was carried out under the supervision and with the participation of the Company’s management, including our Executive Chairman (our principal executive officer) and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934). Based on that evaluation, the Company’s Executive Chairman and Chief Financial Officer concluded that as of December 31, ~~2022~~2023 the Company’s disclosure controls and procedures were effective.

There were no changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Securities Exchange Act of 1934) during the quarter ended December 31, ~~2022~~2023 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II—OTHER INFORMATION

Item 1. Legal Proceedings

The Company is a defendant in various lawsuits. Although the outcome of these lawsuits cannot be predicted with certainty (including the extent of available insurance, if any), management does not believe that resolution of these lawsuits will have a material adverse effect on the Company.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

~~Share Repurchase Program~~

On October 6, 2022, the Company’s Board of Directors authorized a $75 million accelerated share repurchase (“ASR”) program under the Company’s existing share repurchase authorization. On October 28, 2022, the Company entered into a $75 million ASR agreement with JPMorgan Chase Bank, National Association (“JP Morgan”). Pursuant to the ASR agreement, the Company made a payment of $75 million to JP Morgan and JP Morgan delivered 388,777 initial shares of Class A Common Stock to the Company on November 1, 2022, representing 80% of the total shares expected to be repurchased under the ASR (determined based on the closing price of the Company’s Class A Common Stock of $154.33 on October 28, 2022). The ASR was completed on January 31, 2023 with JP Morgan delivering 67,681 additional shares of Class A Common Stock to the Company upon final settlement. The average purchase price per share for shares of Class A Common Stock purchased by the Company pursuant to the ASR was $164.31.

~~The ASR was effected pursuant to the Company’s existing share repurchase authorization and as~~As of December 31, ~~2022~~2023, the Company had approximately $185 million ~~available for repurchases~~ remaining under ~~this existing~~the $525 million Class A Common Stock share repurchase ~~authorization.~~program authorized by the Company’s Board of Directors on September 11, 2015. Under the authorization, shares of Class A Common Stock may be purchased from time to time in open market or private transactions, block trades or such other manner as the Company may determine, in accordance with applicable insider trading and other securities laws and ~~regulations. The~~regulations, with the timing and amount of purchases ~~will depend~~depending on market conditions and other factors.

~~See Note 14 in the Notes~~ The Company has been funding and expects to ~~Condensed Consolidated Financial Statements for additional information.~~

~~The following table provides information with respect~~continue to ~~the Company’s purchase~~fund stock repurchases, if any, through a combination of cash on hand, cash generated by operations and available borrowing capacity under its ~~Class A Common Stock during~~existing credit facilities. During the three months ended December 31, ~~2022:~~2023, the Company did not make any share repurchases under its share repurchase program.

Period Total number of shares purchased Average price paid per share Total number of shares purchased as part of publicly announced plans or programs (1)(2) Maximum approximate dollar value of shares that may yet be purchased under the plans or programs
October 1, 2022 to October 31, 2022 — $ — — $ 259,639,000
November 1, 2022 to November 31, 2022 388,777 (2) 388,777 184,639,000
December 1, 2022 to December 31, 2022 — — — 184,639,000
Total 388,777 (2) 388,777

~~(1) Initial shares delivered to the Company on November 1, 2022, based on the closing price of the Company’s Class A Common Stock of $154.33 on October 28, 2022.~~

(2) The ASR concluded pursuant to the terms of the ASR agreement on January 31, 2023, with JP Morgan delivering 67,681 additional shares of Class A Common Stock to the Company on February 2, 2023. The average purchase price per share for shares purchased by the Company pursuant to the ASR was $164.31.

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Item 6. Exhibits

(a)Index to Exhibits


EXHIBIT NO.						DESCRIPTION

31.1						Certification by the Executive Chairman Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2						Certification by the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
~~32.1~~32.1*						Certification by the Executive Chairman Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
~~32.2~~32.2*						Certification by the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101						The following materials from Madison Square Garden Sports Corp. Quarterly Report on Form 10-Q for the quarter ended December 31, ~~2022~~2023 formatted in Inline Extensible Business Reporting Language (iXBRL): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income (Loss), (iv) Consolidated Statements of Cash Flows, (v) Consolidated Statements of Equity, and (vi) Notes to Consolidated Financial Statements.






104						The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, ~~2022~~2023 formatted in Inline XBRL and contained in Exhibit 101.

* Furnished herewith. These exhibits shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that Section. Such exhibits shall not be deemed incorporated into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on the 76th day of February ~~2023.~~2024.


Madison Square Garden Sports Corp.

By:	/S/ VICTORIA M. MINK
	Name:	Victoria M. Mink
	Title:	Executive Vice President, Chief Financial Officer and Treasurer

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December 31, 2022	Gross		Accumulated Amortization		Net
Trade names	$	2,300	$	(2,300)	$	—
Non-compete agreements	2,400		(2,400)		—
Other intangibles	1,200		(702)		498
	$	5,900	$	(5,402)	$	498


	December 31, 2022		June 30, 2022
Non-current assets (included in other assets)	$	12,126	$	2,736
Current liabilities (included in accrued employee related costs)	(1,140)		(123)
Non-current liabilities (included in other employee related costs)	(10,986)		(2,613)


Period	Total number of shares purchased	Average price paid per share		Total number of shares purchased as part of publicly announced plans or programs (1)(2)	Maximum approximate dollar value of shares that may yet be purchased under the plans or programs
October 1, 2022 to October 31, 2022	—	$	—	—	$	259,639,000
November 1, 2022 to November 31, 2022	388,777	(2)		388,777	184,639,000
December 1, 2022 to December 31, 2022	—	—		—	184,639,000
Total	388,777	(2)		388,777