What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2026-05-08 compared with 2026-02-06 · 116 added, 93 removed, 214 unchanged (49% of the section changed)

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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”), including stated annual local media rights fees for the fiscal year ending June 30, 2026 and the potential spin-off the Company’s New York Rangers (“Rangers”) business (the “Rangers Distribution”).

See Note 1 to the consolidated financial statements included in “Part I — Item 1.

Financial Statements” of this Quarterly Report on Form 10-Q for further discussion of the Rangers Distribution.

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.

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

• geopolitical risks, including the direct and indirect impact of foreign wars and conflicts, including the conflict with Iran and related unrest in the Middle East, on international, domestic and local economies;

• the performance by our affiliates of their obligations under various agreements with the Company;

4 unchanged sentences

• a pandemic or another public health emergency and our ability to effectively manage the impacts, including labor market disruptions;

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

• the impact of governmental regulations or laws, changes in how those regulations and laws are interpreted and the continued benefit of certain tax exemptions (including for The Garden) or tax deductions and the ability for us and Madison Square Garden Entertainment Corp.

6 unchanged sentences

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

• whether or not we pursue and complete the Rangers Distribution and, if so, its impact on our business, financial condition and results of operations;

• the factors described under “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2025 (our “2025 Form 10-K”).

8 unchanged sentences

Results of Operations.

This section provides an analysis of our unaudited results of operations for the three and six months ended December 31, 2025 compared to the three and six months ended December 31, 2024.

This section provides an analysis of our unaudited results of operations for the three and nine months ended March 31, 2026 compared to the three and nine months ended March 31, 2025.

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, 2025 compared to the six months ended December 31, 2024, and (iii) certain contractual obligations.

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 nine months ended March 31, 2026 compared to the nine months ended March 31, 2025, and (iii) certain contractual obligations.

Seasonality of Our Business.

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Our operating results are largely dependent on the continued popularity and/or on-court or on-ice competitiveness of our Knicks and Rangers teams, which have a direct effect on ticket sales for the teams’ home games and are each team’s largest single source of revenue.

As with other sports teams, the competitive positions of our sports teams depend primarily on our ability to

develop, obtain and retain talented players, for which we compete with other professional sports teams.

As with other sports teams, the competitive positions of our sports teams depend primarily on our ability to develop, obtain and retain talented players, for which we compete with other professional sports teams.

A significant factor in our ability to attract and retain talented players is player compensation.

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An economic downturn could adversely affect our business and results of operations as it may lead to lower demand for suite licenses and tickets to the games of our sports teams, which would also negatively affect merchandise and concession sales, as well as decrease levels of sponsorship and venue signage revenues.

Amendments to Media Rights Agreements

On June 27, 2025, the media rights agreements between subsidiaries of MSG Networks, on the one hand, and New York Knicks, LLC (“Knicks LLC”) and New York Rangers, LLC (“Rangers LLC”), on the other hand, were amended, as follows:

Amendments to Local Telecast Rights Agreements

On June 27, 2025, the local telecast rights agreements between subsidiaries of MSG Networks, on the one hand, and New York Knicks, LLC (“Knicks LLC”) and New York Rangers, LLC (“Rangers LLC”), on the other hand, were amended, as follows:

• New York Knicks:

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◦ a change to the contract expiration date to the end of the 2028-29 season, subject to a right of first refusal in favor of MSG Networks.

Concurrent with the amendments to the media rights agreements, MSG Networks issued penny warrants to the Company exercisable for 19.9% of the equity interests in MSG Networks.

As a result of the amendments to the media rights agreements, media rights fees revenues for the three and six months ended December 31, 2025 have been recorded at the applicable reduced rate described above.

The Company also expects to record media rights fees reflecting the reduced rates described above in future periods.

Concurrent with the amendments to the local telecast rights agreements, MSG Networks issued penny warrants to the Company exercisable for 19.9% of the equity interests in MSG Networks.

As a result of the amendments to the local telecast rights agreements, local telecast rights fees revenues for the three and nine months ended March 31, 2026 and 2025 have been recorded at the applicable reduced rate described above.

The Company also expects to record local telecast rights fees reflecting the reduced rates described above in future periods.

Knicks and Rangers Home Games at The Garden

The Company’s operating results are impacted by the number of home games the Knicks and the Rangers play at The Garden during each quarter of the fiscal year.

For the three and six months ended December 31, 2025, the Knicks and the Rangers played a combined four additional home games at The Garden during the current year periods as compared to the prior year periods.

The Knicks played 20 games at The Garden during the three and six months ended December 31, 2025 as compared to 17 games during the prior year periods.

The Rangers played 19 games at The Garden during the three months ended December 31, 2025 and 21 games at The Garden during the six months ended December 31, 2025 as compared to 18 and 20 games, respectively, during the prior year periods.

For the three months ended March 31, 2026, the Knicks and the Rangers played a combined five fewer home games at The Garden during the current year period as compared to the prior year period.

For the nine months ended March 31, 2026, the Knicks and the Rangers played a combined one fewer home game at The Garden during the current year period as compared to the prior year period.

The Knicks played 19 games at The Garden during the

three months ended March 31, 2026 and 39 games at The Garden during the nine months ended March 31, 2026 as compared to 23 and 40 games, respectively, during the prior year periods.

As a result of the NBA Cup, the Knicks will play 43 pre/regular season home games at The Garden during the 25-26 season as compared to 44 pre/regular season home games during the 24-25 season.

The Rangers played 19 games at The Garden during the three months ended March 31, 2026 and 40 games at The Garden during the nine months ended March 31, 2026 as compared to 20 and 40 games, respectively, during the prior year periods.

Results of Operations

Comparison of the three and six months ended December 31, 2025 versus the three and six months ended December 31, 2024

Comparison of the three and nine months ended March 31, 2026 versus the three and nine months ended March 31, 2025

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

Three Months Ended December 31, Change Six Months Ended December 31, Change

Three Months Ended March 31, Change Nine Months Ended March 31, Change

2026 2025 $ % 2026 2025 $ %

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Depreciation and amortization 790 823 (33) (4) % 2,391 2,396 (5) — %

Restructuring charges 1,244 — 1,244 NM 1,244 — 1,244 NM

Operating income (loss) 1,963 32,342 (30,379) (94) % (3,282) 37,384 (40,666) NM

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Miscellaneous (expense) income, net (11,155) (5,743) (5,412) (94) % 2,424 (13,478) 15,902 NM

Income (loss) before income taxes 14,960 1,809 13,151 NM (2,393) (12,781) 10,388 81 %

Income tax (expense) benefit (6,717) (698) (6,019) NM 1,838 6,350 (4,512) (71) %

Net income (loss) $ 8,243 $ 1,111 $ 7,132 NM $ (555) $ (6,431) $ 5,876 91 %

(Loss) income before income taxes (13,294) 22,630 (35,924) NM (15,687) 9,849 (25,536) NM

Income tax expense (6,689) (36,857) 30,168 82 % (4,851) (30,507) 25,656 84 %

Net loss $ (19,983) $ (14,227) $ (5,756) (40) % $ (20,538) $ (20,658) $ 120 1 %

______________

NM - Percentage is not meaningful

Revenues increased $45,665, or 13%, to $403,424 for the three months ended December 31, 2025 as compared to the prior year period.

Revenues increased $31,812 , or 8% , to $442,878 for the six months ended December 31, 2025 as compared to the prior year period.

Revenues increased $8,002, or 2%, to $432,199 for the three months ended March 31, 2026 as compared to the prior year period.

Revenues increased $39,814 , or 5% , to $875,077 for the nine months ended March 31, 2026 as compared to the prior year period.

The n et increases were attributable to the following:

Months Months

Increase in pre/regular season ticket-related revenues $ 25,644 $ 25,316

Increase in revenues from league distributions $ 26,977 $ 34,151

Increase in suite revenues 131 12,036

Increase in sponsorship and signage revenues 7,229 6,598

Increase in pre/regular season food, beverage and merchandise sales 4,048 4,374

(Decrease) increase in pre/regular season ticket-related revenues (12,894) 12,422

Decrease in revenues from local media rights fees (3,981) (28,173)

Other net increase 272 637

(Decrease) increase in pre/regular season food, beverage and merchandise sales (1,178) 3,196

(Decrease) increase in sponsorship and signage revenues (703) 5,895

Other net (decrease) increase (350) 287

$ 8,002 $ 39,814

The increases in pre/regular season ticket-related revenues for the three and six months ended December 31, 2025 were primarily due to the Knicks and the Rangers playing a combined four additional home games at The Garden during the current year periods as compared to the prior year periods and higher average per-game revenue.

The increases in revenues from league distributions for the three and six months ended December 31, 2025 were primarily due to increased rights fees under the NBA’s new national media rights agreements, which began with the 2025-26 NBA regular season, in the current year periods.

In addition, for the six months ended December 31, 2025, the increase was partially offset by a decrease in certain league distributions unrelated to national media rights fees.

The increases in suite revenues for the three and six months ended December 31, 2025 were primarily due to higher net sales of suite products and the Knicks and the Rangers playing a combined four additional home games at The Garden during the current year periods as compared to the prior year periods.

The increases in sponsorship and signage revenues for the three and six months ended December 31, 2025 were primarily due to higher net sales of existing sponsorship and signage inventory and the Knicks and the Rangers playing a combined four additional home games at The Garden during the current year periods as compared to the prior year periods.

The increases in pre/regular season food, beverage and merchandise sales for the three and six months ended December 31, 2025 were primarily due to higher online sales of merchandise, the Knicks and the Rangers playing a combined four additional home games at The Garden during the current year periods as compared to the prior year periods, and higher average per-game revenue.

Merchandise sales for the three and six months ended December 31, 2025 included the positive impact of new Rangers’ jersey launches.

The decreases in revenues from local media rights fees for the three and six months ended December 31, 2025 were primarily due to reduced local media rights fees as a result of amendments to the Knicks’ and Rangers’ local media rights agreements with MSG Networks entered into in the fourth quarter of fiscal year 2025, and, to a lesser extent, a reduction in rights fees due to a decrease in the number of games exclusively available to MSG Networks during the current fiscal year as compared to the prior fiscal year.

Stated annual local media rights fees, subject to adjustments in certain circumstances, including if the Company does not make available a minimum number of games in the year, after consideration of the media rights amendments are $139,237 for the fiscal year ending June 30, 2026 as compared to $162,939 in stated annual local media rights fees for the fiscal year ended June 30, 2025.

The increases in revenues from league distributions for the three and nine months ended March 31, 2026 were primarily due to increased rights fees under the NBA’s new national media rights agreements, which began with the 2025-26 NBA regular

season, as well as an incremental league distribution received from the NBA in the current year related to the impact of the NBA Cup on the Knicks' 2025-26 game schedule.

In addition, for the nine months ended March 31, 2026, the increase was partially offset by a decrease in certain league distributions unrelated to national media rights fees.

The increase in suite revenues for the three months ended March 31, 2026 was primarily due to higher net sales of suite products, offset by the Knicks and the Rangers playing a combined five fewer home games at The Garden during the current year period as compared to the prior year period.

The increase in suite revenues for the nine months ended March 31, 2026 was primarily due to higher net sales of suite products.

The decrease in pre/regular season ticket-related revenues for the three months ended March 31, 2026 was primarily due to the Knicks and the Rangers playing a combined five fewer home games at The Garden during the current year period as compared to the prior year period, partially offset by higher average per-game revenue.

The increase in pre/regular season ticket-related revenues for the nine months ended March 31, 2026 was primarily due to higher average per-game revenue, partially offset by the Knicks and the Rangers playing a combined one fewer home game during the current year period as compared to the prior year period.

The decrease in revenue from local media rights fees for the three months ended March 31, 2026 was primarily due to a reduction in local telecast rights fees due to a decrease in the number of games exclusively available to MSG Networks during the current fiscal year as compared to the prior fiscal year.

The decrease in revenue from local media rights fees for the nine months ended March 31, 2026 was primarily due to reduced local telecast rights fees as a result of amendments to the Knicks’ and the Rangers’ local telecast rights agreements with MSG Networks entered into in the fourth quarter of fiscal year 2025, and a reduction in local telecast rights fees due to a decrease in the number of games exclusively available to MSG Networks during the current fiscal year as compared to the prior fiscal year.

Stated annual local media rights fees, subject to adjustments in certain circumstances, including if the Company does not make available a minimum number of games in the year, after consideration of the local telecast rights amendments are $139,237 for the fiscal year ending June 30, 2026 as compared to $162,939 in stated annual local media rights fees for the fiscal year ended June 30, 2025.

The decrease in pre/regular season food, beverage and merchandise sales for the three months ended March 31, 2026 was primarily due to the Knicks and the Rangers playing a combined five fewer home games at The Garden during the current year period as compared to the prior year period, partially offset by higher average per-game revenue.

The increase in pre/regular season food, beverage and merchandise sales for the nine months ended March 31, 2026 was primarily due to higher online sales of merchandise and higher average per-game revenue.

Merchandise sales for the three and nine months ended March 31, 2026 included the positive impact of new Rangers’ jersey launches.

The decrease in sponsorship and signage revenues for the three months ended March 31, 2026 was primarily due to the Knicks and the Rangers playing a combined five fewer home games at The Garden during the current year period as compared to the prior year period, partially offset by higher net sales of existing sponsorship and signage inventory.

The increase in sponsorship and signage revenues for the nine months ended March 31, 2026 was primarily due to higher net sales of existing sponsorship and signage inventory.

Direct operating expenses

Direct operating expenses increased $35,636, or 13%, to $311,389 for the three months ended December 31, 2025 as compared to the prior year period.

Direct operating expenses increased $35,704 , or 13%, for the six months ended December 31, 2025 as compared to the prior year period.

Direct operating expenses increased $38,168, or 12%, to $354,503 for the three months ended March 31, 2026 as compared to the prior year period.

Direct operating expenses increased $73,872 , or 12%, to $674,171 for the nine months ended March 31, 2026 as compared to the prior year period.

The net increases were attributable to the following:

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Increase in net provisions for league revenue sharing expense (net of escrow and excluding playoffs) and NBA luxury tax 15,421 25,981

Increase (decrease) in net provisions (credits) for certain team personnel transactions 5,357 (680)

Increase in other team operating expenses 2,189 8,745

Increase in operating lease costs associated with the Knicks and the Rangers playing home games at The Garden 3,300 3,300

Increase in pre/regular season expense associated with merchandise sales 2,369 2,530

Decrease in net provisions for certain team personnel transactions (7,586) (6,037)

Decrease in operating lease costs associated with the Knicks and the Rangers playing home games at The Garden (3,300) —

(Decrease) increase in pre/regular season expense associated with merchandise sales (286) 2,245

$ 38,168 $ 73,872

The increases in team personnel compensation for the three and six months ended December 31, 2025 were primarily due to changes in the Knicks and the Rangers rosters.

Three Months Ended Six Months Ended

December 31, December 31,

The increases in team personnel compensation for the three and nine months ended March 31, 2026 were primarily due to changes in the Knicks and the Rangers rosters.

Three Months Ended Nine Months Ended

March 31, March 31,

2026 2025 Increase 2026 2025 Increase

Net provisions for league revenue sharing expense (net of escrow and excluding playoffs) and NBA luxury tax $ 69,332 $ 53,911 $ 15,421 $ 121,310 $ 95,329 $ 25,981

The 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, 2025 were primarily due to higher provisions for league revenue sharing expense (net of escrow and excluding playoffs) and higher NBA luxury tax expense.

In addition, for the six months ended December 31, 2025, the increase was partially offset by the net impact of adjustments to prior seasons’ revenue sharing expense (net of escrow).

The increases in net provisions for league revenue sharing expense (net of escrow and excluding playoffs) and NBA luxury tax for the three and nine months ended March 31, 2026 were primarily due to higher provisions for league revenue sharing expense (net of escrow and excluding playoffs) and higher NBA luxury tax expense, partially offset by the net impact of adjustments to prior seasons’ revenue sharing expense (net of escrow).

The actual net provisions for league revenue sharing expense (net of escrow and excluding playoffs) for the 2025-26 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.

Other team operating expenses primarily consist 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 in other team operating expenses for the three and six months ended December 31, 2025 were primarily due to higher average per-game expenses and the Knicks and the Rangers playing a combined four additional home games at The Garden during the current year periods as compared to the prior year periods.

The increases 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, 2025 were a result of the Knicks and the Rangers playing a combined four additional home games at The Garden during the current year periods as compared to the prior year periods.

Recognition of operating lease costs is recorded on a straight-line basis over the term of the applicable agreement based upon the value of total future payments under the arrangement.

Operating lease costs associated with the Knicks and the Rangers playing home games at The Garden includes operating lease costs of (i) $20,185 and $21,064 of expense paid in cash for the three and six months ended December 31, 2025, respectively, and $17,447 and $18,301 of expense paid in cash for the three and six months ended December 31, 2024, respectively, and (ii) a non-cash expense of $9,896 and $10,327 for the three and six months ended December 31, 2025, respectively, and $9,334 and $9,791 for the three and six months ended December 31, 2024, respectively.

The increases in pre/regular season expense associated with merchandise sales for the three and six months ended December 31, 2025 were primarily due to higher online sales of merchandise, the Knicks and the Rangers playing a combined four additional home games at The Garden during the current year periods as compared to the prior year periods, and higher average per-game revenue.

Net provisions for certain team personnel transactions were as follows:

Three Months Ended Six Months Ended

December 31, December 31,

2025 2024 (Decrease)

Increase 2025 2024 (Decrease) Increase

Net provisions (credits) for certain team personnel transactions were as follows:

Three Months Ended Nine Months Ended

March 31, March 31,

2026 2025 Increase

(Decrease) 2026 2025 Increase

Player trades $ 4,739 $ (786) $ 5,525 $ 4,739 $ 6,800 $ (2,061)

Waivers/contract terminations (35) — (35) 2,347 833 1,514

Net provisions for certain team personnel transactions $ — $ 7,586 $ (7,586) $ 2,382 $ 8,419 $ (6,037)

Season-ending injuries — 133 (133) — 133 (133)

Net provisions (credits) for certain team personnel transactions $ 4,704 $ (653) $ 5,357 $ 7,086 $ 7,766 $ (680)

The increases in other team operating expenses for the three and nine months ended March 31, 2026 were primarily due to higher average per-game expenses.

In addition, for the three months ended March 31, 2026, the increase was partially offset by the Knicks and the Rangers playing a combined five fewer home games at The Garden during the current year period as compared to the prior year period.

The decrease in operating lease costs associated with the Knicks and the Rangers playing home games at The Garden for the three months ended March 31, 2026 was a result of the Knicks and the Rangers playing a combined five fewer home games at The Garden during the current year period as compared to the prior year period.

Recognition of operating lease costs is recorded on a straight-line basis over the term of the applicable agreement based upon the value of total future payments under the arrangement.

Operating lease costs associated with the Knicks and the Rangers playing home games at The Garden includes (i) $20,185 and $41,249 of expense paid in cash for the three and nine months ended March 31, 2026, respectively, and $21,747 and $40,048 of expense paid in cash for the three and nine months ended March 31, 2025, respectively, and (ii) a non-cash expense of $9,896 and $20,223 for the three and nine months ended March 31, 2026, respectively, and $11,633 and $21,424 for the three and nine months ended March 31, 2025, respectively.

The decrease in pre/regular season expense associated with merchandise sales for the three months ended March 31, 2026 was primarily due to the Knicks and the Rangers playing a combined five fewer home games at The Garden during the current year period as compared to the prior year period, partially offset by higher average per-game revenue.

The increase in pre/regular season expense associated with merchandise sales for the nine months ended March 31, 2026 was primarily due to higher online sales of merchandise and higher average per-game revenue.

Merchandise sales for the three and nine months ended March 31, 2026 included the positive impact of new Rangers’ jersey launches.

Selling, general and administrative expenses

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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, 2025 increased $1,165, or 2%, to $69,065 as compared to the prior year period driven by (i) higher employee compensation and related benefits of $2,096, (ii) higher costs related to the Services Agreement of $1,424, (iii) higher sales and marketing costs of $1,227, and (iv) higher other general and administrative expenses, partially offset by the timing of lower operating lease costs of $2,240, and lower professional fees of $2,070.

Selling, general and administrative expenses for the six months ended December 31, 2025 increased $6,367, or 5%, to $126,854 as compared to the prior year period driven by (i) higher employee compensation and related benefits of $3,103, (ii) higher costs related to the Services Agreement of $3,038, (iii) higher sales and marketing costs of $1,389, and (iv) higher other general and administrative expenses, partially offset by lower professional fees of $1,982.

Selling, general and administrative expenses for the three months ended March 31, 2026 decreased $998, or 1%, to $73,699 as compared to the prior year period primarily driven by lower professional fees of $7,183 and lower other general and administrative expenses, partially offset by higher employee compensation and related benefits of $7,528, primarily due to executive management transition costs of $6,939 recognized in the current year period.

Selling, general and administrative expenses for the nine months ended March 31, 2026 increased $5,369, or 3%, to $200,553 as compared to the prior year period primarily driven by (i) higher employee compensation and related benefits of $10,632, including executive management transition costs of $6,939 recognized in the current year period, (ii) higher costs related to the Services Agreement of $2,523 and (iii) higher other general and administrative expenses.

The increase was partially offset by lower professional fees of $9,167.

Restructuring charges

Restructuring charges for the three and nine months ended March 31, 2026 were $1,244 due to termination benefits provided as part of a voluntary exit program the Company implemented during the three months ended March 31, 2026.

There were no restructuring charges for the three and nine months ended March 31, 2025.

Operating income (loss)

Operating income for the three months ended December 31, 2025 increased $8,865, or 67%, to $22,180 as compared to the prior year period primarily due to higher revenues, partially offset by higher direct operating expenses and, to a lesser extent, higher selling, general and administrative expenses.

Operating income (loss) for the six months ended December 31, 2025 decreased $10,287 to an operating loss of $5,245 as compared to the prior year period driven by higher direct operating expenses and, to a lesser extent, higher selling, general and administrative expenses, partially offset by higher revenues.

Operating income for the three months ended March 31, 2026 decreased $30,379, or 94%, to $1,963 as compared to the prior year period primarily due to higher direct operating expenses, partially offset by higher revenues.

Operating income (loss) for the nine months ended March 31, 2026 reflected an operating loss of $3,282 and operating income (loss) for the nine months ended March 31, 2025 reflected operating income of $37,384.

The decrease was primarily driven by higher direct operating expenses and, to a lesser extent, higher selling, general and administrative expenses, partially offset by higher revenues.

Interest income

Interest income for the three months ended December 31, 2025 decreased $194, or 28%, to $496 as compared to the prior year period.

Interest income for the six months ended December 31, 2025 decreased $480, or 31%, to $1,074 as compared to the prior year period.

Interest income for the three months ended March 31, 2026 decreased $318, or 30%, to $733 as compared to the prior year period.

Interest income for the nine months ended March 31, 2026 decreased $798, or 31%, to $1,807 as compared to the prior year period.

Interest expense

Interest expense for the three months ended December 31, 2025 increased $623, or 11%, to $6,210 as compared to the prior year period.

Interest expense for the six months ended December 31, 2025 increased $159, or 1%, to $11,801 as compared to the prior year period.

Interest expense for the three months ended March 31, 2026 decreased $185, or 4%, to $4,835 as compared to the prior year period.

Interest expense for the nine months ended March 31, 2026 decreased $26 to $16,636 as compared to the prior year period.

Miscellaneous (expense) income, net

Miscellaneous (expense) income, net for the three months ended December 31, 2025 and 2024 reflected net expense of $1,506 and $6,609, respectively.

Miscellaneous (expense) income, net for the three months ended March 31, 2026 and 2025 reflected net expense of $11,155 and $5,743, respectively.

The decrease in miscellaneous (expense) income, net relates to changes in fair value in the Company’s investments.

Miscellaneous (expense) income, net for the six months ended December 31, 2025 reflected net income of $13,579 and miscellaneous (expense) income, net for the six months ended December 31, 2024 reflected net expense of $7,735.

Miscellaneous (expense) income, net for the nine months ended March 31, 2026 reflected net income of $2,424 and miscellaneous (expense) income, net for the nine months ended March 31, 2025 reflected net expense of $13,478.

The increase in miscellaneous (expense) income, net relates to changes in fair value in the Company’s investments.

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For example, to the extent the expansion of Section 162(m) of the U.S.

Internal Revenue Code, which will become effective for the Company’s fiscal year ending June 30, 2028, reduces the amount of tax deductions available to us, our income tax expense would increase, which would reduce our net income.

Internal Revenue Code, which will become effective for the Company’s fiscal year ending June 30, 2028, reduces

the amount of tax deductions available to us, our income tax expense would increase, which would reduce our net income, all of which could have a significant impact on our business and results of operations.

See “Item 1A.

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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.

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.

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The Company has presented the components that reconcile operating income (loss), the most directly comparable GAAP financial measure, to adjusted operating income (loss).

The following are the reconciliations of operating income (loss) to adjusted operating income for the three and six months ended December 31, 2025 and 2024:

Three Months Ended December 31, Change Six Months Ended December 31, Change

The following are the reconciliations of operating income (loss) to adjusted operating income for the three and nine months ended March 31, 2026 and 2025:

Three Months Ended March 31, Change Nine Months Ended March 31, Change

2026 2025 $ % 2026 2025 $ %

2 unchanged sentences

Share-based compensation 6,613 3,900 17,645 14,159

Restructuring charges 1,244 — 1,244 —

Remeasurement of deferred compensation plan liabilities (302) (134) 1,177 973

Adjusted operating income $ 10,308 $ 36,931 $ (26,623) (72) % $ 19,175 $ 54,912 $ (35,737) (65) %

For the three months ended December 31, 2025, adjusted operating income increased $9,435, or 47%, to $29,674 as compared to the prior year period.

The increase in adjusted operating income was primarily due to higher revenues, partially offset by higher direct operating expenses.

For the six months ended December 31, 2025, adjusted operating income decreased $9,114, or 51%, to $8,867 as compared to the prior year period.

The decrease in adjusted operating income was primarily due to higher direct operating expenses and, to a lesser extent, higher selling, general and administrative expenses, partially offset by higher revenues.

______________

NM - Percentage is not meaningful

For the three months ended March 31, 2026, adjusted operating income decreased $26,623, or 72%, to $10,308 as compared to the prior year period.

The decrease in adjusted operating income was primarily due to higher direct operating expenses, partially offset by higher revenues and lower selling, general and administrative expenses.

For the nine months ended March 31, 2026, adjusted operating income decreased $35,737, or 65%, to $19,175 as compared to the prior year period.

The decrease in adjusted operating income was primarily due to higher direct operating expenses partially offset by higher revenues.

Liquidity and Capital Resources

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Our principal uses of cash include the operation of our businesses, working capital-related items, the repayment of outstanding debt, repurchases of shares of the Company’s Class A Common Stock, dividends, if declared, and investments.

As of December 31, 2025, we had $81,302 in C ash and cash equivale nts.

In addition, as of December 31, 2025, the Company’s deferred revenue obligations were $205,141, net of billed, but not yet collected deferred revenue.

As of March 31, 2026, we had $107,039 in C ash and cash equivale nts.

In addition, as of March 31, 2026, the Company’s deferred revenue obligations were $78,250, net of billed, but not yet collected deferred revenue.

This balance is primarily comprised of obligations in connection with tickets and suites.

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and global economic and market conditions could adversely impact its ability to do so at that time.

We believe we have sufficient liquidity, including approximately $81,302 in Cash and cash equivalents as of December 31, 2025, along with $408,000 of additional available borrowing capacity under existing credit facilities (as of December 31, 2025), to fund our operations and satisfy any obligations for the foreseeable future.

On January 5, 2026, the Company made a principal repayment of $7,500 under the Rangers NHL Advance Agreement and on February 3, 2026, the Company made a principal repayment of $25,000 under the Knicks Revolving Credit Facility.

We believe we have sufficient liquidity, including approximately $107,039 in Cash and cash equivalents as of March 31, 2026, along with $433,000 of additional available borrowing capacity under existing credit facilities (as of March 31, 2026), to fund our operations and satisfy any obligations for the foreseeable future.

Financing Agreements and Stock Repurchases

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Cash Flow Discussion

The following table summarizes the Company’s cash flow activities for the six months ended December 31, 2025 and 2024:

Six Months Ended December 31,

The following table summarizes the Company’s cash flow activities for the nine months ended March 31, 2026 and 2025:

Nine Months Ended March 31,

Net loss $ (20,538) $ (20,658)

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

Adjustments to reconcile net loss to net cash provided by operating activities:

24,207 21,038

Changes in working capital assets and liabilities 1,343 41,504

Net cash (used in) provided by operating activities (52,509) 35,621

Net cash provided by operating activities 5,012 41,884

Net cash used in investing activities (2,027) (5,349)

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Operating Activities

Net cash used in operating activities for the six months ended December 31, 2025 was $52,509 as compared to net cash provided by operating activities in the prior year period of $35,621.

This change was primarily due to changes in working capital assets and liabilities and the change in net loss adjusted for non-cash items.

The changes in working capital assets and liabilities were primarily driven by (i) a lower increase in deferred revenue of $33,994 primarily due to the timing of recognition of ticket-related and sponsorship and signage revenues, as well as the impact of lower revenues from local media rights fees, including the impact of amendments to the media rights agreements, (ii) an increase in net related party receivables of $29,054 primarily due to the timing of collections related to the Company’s Arena License Agreements and sponsorship sales and service representation agreements, (iii) a higher increase in prepaid expenses and other assets of $23,205 primarily due to higher prepayments related to team personnel compensation and income taxes in the current year period and (iv) a higher increase in accounts receivable, net, of $18,715 primarily due to the lack of receipts related to NBA luxury tax in the current year period and the timing of collections of sponsorship sales in the current year period.

These changes were partially offset by a lower decrease in accrued and other liabilities of $14,022 primarily due to higher accruals for employee compensation in the current year period, partially offset by the impact of NBA luxury tax payments in the current year period.

Net cash provided by operating activities for the nine months ended March 31, 2026 decreased by $36,872 to $5,012.

The decrease was primarily due to changes in working capital assets and liabilities, partially offset by the change in net loss adjusted for non-cash items.

The changes in working capital assets and liabilities were primarily driven by (i) a decrease in deferred revenue of $79,029 primarily due to the timing of collection of ticket-related revenues, (ii) a higher increase in prepaid expenses and other assets of $18,874 primarily due to a higher increase in contract assets related to the Company’s local media rights agreements and (iii) an increase in net related party receivables of $14,051 primarily due to the timing of collections related to the Company’s Arena License Agreements.

These changes were partially offset by (i) a higher increase in accrued and other liabilities of $42,337 primarily due to higher accruals for employee compensation and league revenue sharing (net of escrow) in the current year period, partially offset by the impact of NBA luxury tax payments in the the current year period and lower accruals for income taxes in the current year period and (ii) a lower increase in accounts receivable, net, of $25,555 primarily due to the timing of collections from MSG Networks related to the Company’s local media rights agreements.

Investing Activities

Net cash used in investing activities for the six months ended December 31, 2025 increased by $441 to $2,743 as compared to the prior year period primarily due to higher capital expenditures and higher purchases of investments in the current year period.

Net cash used in investing activities for the nine months ended March 31, 2026 decreased by $3,322 to $2,027 as compared to the prior year period primarily due to lower capital expenditures in the current year period and a distribution from an equity method investee in the current year period.

Financing Activities

Net cash used in financing activities for the six months ended December 31, 2025 increased by $4,261 to $16,634 as compared to the prior year period primarily due to payments for financing costs in the current year period, partially offset by lower taxes paid in lieu of shares issued for equity-based compensation in the current year period.

Net cash used in financing activities for the nine months ended March 31, 2026 increased by $22,728 to $49,134 as compared to the prior year period primarily due to higher principal repayments under the Company’s credit facilities in the current year period and payments for financing costs in the current year period.

Seasonality of Our Business

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There have been no material changes to the Company’s critical accounting policies from those set forth in our 2025 Form 10-K.

The carrying amount of goodwill as of December 31, 2025 was $226,523.

The carrying amount of goodwill as of March 31, 2026 was $226,523.

Goodwill is tested annually for impairment as of August 31 st and at any time upon the occurrence of certain events or changes in circumstances.

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Identifiable indefinite-lived intangible assets are tested annually for impairment as of August 31 st 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 accompanying consolidated balance sheet as of December 31, 2025:

The following table sets forth the amount of identifiable indefinite-lived intangible assets reported in the accompanying consolidated balance sheet as of March 31, 2026:

Sports franchises $ 102,564

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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.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis