SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

CHARLES F. DOLAN CHILDREN TRUST FBO JAMES L. DOLAN

(Last)

(First)

(Middle)

KNICKERBOCKER GROUP LLC

PO BOX 420

(Street)

OYSTER BAY

11771

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Madison Square Garden Co [ MSG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of 13D Group

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	09/30/2015		J⁽¹⁾	V	13,295⁽¹⁾	A	⁽¹⁾	13,295⁽²⁾	D⁽³⁾
Class A Common Stock	09/30/2015		J⁽¹⁾	V	13,295⁽¹⁾	A	⁽¹⁾	13,295⁽²⁾	D⁽⁴⁾
Class A Common Stock	09/30/2015		J⁽¹⁾	V	15,954⁽¹⁾	A	⁽¹⁾	15,954⁽²⁾	D⁽⁵⁾
Class A Common Stock	09/30/2015		J⁽¹⁾	V	15,954⁽¹⁾	A	⁽¹⁾	15,954⁽²⁾	D⁽⁶⁾
Class A Common Stock	09/30/2015		J⁽¹⁾	V	15,954⁽¹⁾	A	⁽¹⁾	15,954⁽²⁾	D⁽⁷⁾
Class A Common Stock	09/30/2015		J⁽¹⁾	V	15,954⁽¹⁾	A	⁽¹⁾	15,954⁽²⁾	D⁽⁸⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	⁽⁹⁾	09/30/2015		J⁽¹⁰⁾	V	308,986⁽¹⁰⁾		⁽⁹⁾	⁽⁹⁾	Class A Common Stock	308,986⁽¹⁰⁾	⁽¹⁰⁾	308,986⁽²⁾	D⁽³⁾
Class B Common Stock	⁽⁹⁾	09/30/2015		J⁽¹⁰⁾	V	308,986⁽¹⁰⁾		⁽⁹⁾	⁽⁹⁾	Class A Common Stock	308,986⁽¹⁰⁾	⁽¹⁰⁾	308,986⁽²⁾	D⁽⁴⁾
Class B Common Stock	⁽⁹⁾	09/30/2015		J⁽¹⁰⁾	V	295,338⁽¹⁰⁾		⁽⁹⁾	⁽⁹⁾	Class A Common Stock	295,338⁽¹⁰⁾	⁽¹⁰⁾	295,338⁽²⁾	D⁽⁵⁾
Class B Common Stock	⁽⁹⁾	09/30/2015		J⁽¹⁰⁾	V	306,327⁽¹⁰⁾		⁽⁹⁾	⁽⁹⁾	Class A Common Stock	306,327⁽¹⁰⁾	⁽¹⁰⁾	306,327⁽²⁾	D⁽⁶⁾
Class B Common Stock	⁽⁹⁾	09/30/2015		J⁽¹⁰⁾	V	306,327⁽¹⁰⁾		⁽⁹⁾	⁽⁹⁾	Class A Common Stock	306,327⁽¹⁰⁾	⁽¹⁰⁾	306,327⁽²⁾	D⁽⁷⁾
Class B Common Stock	⁽⁹⁾	09/30/2015		J⁽¹⁰⁾	V	296,934⁽¹⁰⁾		⁽⁹⁾	⁽⁹⁾	Class A Common Stock	296,934⁽¹⁰⁾	⁽¹⁰⁾	296,934⁽²⁾	D⁽⁸⁾

1. Name and Address of Reporting Person^*

CHARLES F. DOLAN CHILDREN TRUST FBO JAMES L. DOLAN

(Last)

(First)

(Middle)

KNICKERBOCKER GROUP LLC

PO BOX 420

(Street)

OYSTER BAY

11771

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of 13D Group

1. Name and Address of Reporting Person^*

CHARLES F. DOLAN CHILDREN TRUST FBO THOMAS C. DOLAN

(Last)

(First)

(Middle)

C/O DOLAN FAMILY OFFICE

340 CROSSWAYS PARK DRIVE

(Street)

WOODBURY

11797

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of 13D Group

1. Name and Address of Reporting Person^*

CHARLES F. DOLAN CHILDREN TRUST FBO PATRICK F. DOLAN

(Last)

(First)

(Middle)

C/O DOLAN FAMILY OFFICE

340 CROSSWAYS PARK DRIVE

(Street)

WOODBURY

11797

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of 13D Group

1. Name and Address of Reporting Person^*

CHARLES F. DOLAN CHILDREN TRUST FBO KATHLEEN M. DOLAN

(Last)

(First)

(Middle)

C/O RICHARD BACCARI

MLC VENTURES LLC, PO BOX 1014

(Street)

YORKTOWN HEIGHTS

10598

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of 13D Group

1. Name and Address of Reporting Person^*

CHARLES F. DOLAN CHILDREN TRUST FBO DEBORAH DOLAN-SWEENEY

(Last)

(First)

(Middle)

C/O DOLAN FAMILY OFFICE

340 CROSSWAYS PARK DRIVE

(Street)

WOODBURY

11797

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of 13D Group

1. Name and Address of Reporting Person^*

CHARLES F. DOLAN CHILDREN TRUST FBO MARIANNE DOLAN WEBER

(Last)

(First)

(Middle)

C/O RICHARD BACCARI

MLC VENTURES LLC, PO BOX 1014

(Street)

YORKTOWN HEIGHTS

10598

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of 13D Group

Explanation of Responses:

1. Represents Class A Common Stock received in connection with the distribution by MSG Networks Inc. (formerly, The Madison Square Garden Company, and referred to herein as "MSG Networks") of all of the outstanding common stock of The Madison Square Garden Company (formerly, MSG Spinco, Inc. and referred to herein as "MSG") to its stockholders (the "Distribution") in a transaction exempt under Rule 16a-9.

2. Reflects transfer of shares previously owned directly by MSG Networks and its subsidiaries exempt under Rule 16a-13.

3. These securities are owned solely by the Charles F. Dolan Children Trust FBO James L. Dolan, which is a member of a "group" with the other reporting persons for purposes of Section 13(d) of the Exchange Act. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

4. These securities are owned solely by the Charles F. Dolan Children Trust FBO Thomas C. Dolan, which is a member of a "group" with the other reporting persons for purposes of Section 13(d) of the Exchange Act. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

5. These securities are owned solely by the Charles F. Dolan Children Trust FBO Patrick F. Dolan, which is a member of a "group" with the other reporting persons for purposes of Section 13(d) of the Exchange Act. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

6. These securities are owned solely by the Charles F. Dolan Children Trust FBO Kathleen M. Dolan, which is a member of a "group" with the other reporting persons for purposes of Section 13(d) of the Exchange Act. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

7. These securities are owned solely by the Charles F. Dolan Children Trust FBO Deborah A. Dolan-Sweeney, which is a member of a "group" with the other reporting persons for purposes of Section 13(d) of the Exchange Act. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

8. These securities are owned solely by the Charles F. Dolan Children Trust FBO Marianne Dolan Weber, which is a member of a "group" with the other reporting persons for purposes of Section 13(d) of the Exchange Act. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

9. The Madison Square Garden Company Class B Common Stock (the "Class B Common Stock") is convertible at the option of the holder on a share for share basis into The Madison Square Garden Company Class A Common Stock (the "Class A Common Stock").

10. Represents Class B Common Stock received in connection with the Distribution in a transaction exempt under Rule 16a-9.

Remarks:

	CHARLES F. DOLAN CHILDREN TRUST FBO JAMES L. DOLAN By: /s/ Brian G. Sweeney, Attorney-in-Fact	10/09/2015
	CHARLES F. DOLAN CHILDREN TRUST FBO THOMAS C. DOLAN By: /s/ Brian G. Sweeney, Attorney-in-Fact	10/09/2015
	CHARLES F. DOLAN CHILDREN TRUST FBO PATRICK F. DOLAN By: /s/ Brian G. Sweeney, Attorney-in-Fact	10/09/2015
	CHARLES F. DOLAN CHILDREN TRUST FBO KATHLEEN M. DOLAN By: /s/ Brian G. Sweeney, Attorney-in-Fact	10/09/2015
	CHARLES F. DOLAN CHILDREN TRUST FBO DEBORAH DOLAN-SWEENEY By: /s/ Brian G. Sweeney, Attorney-in-Fact	10/09/2015
	CHARLES F. DOLAN CHILDREN TRUST FBO MARIANNE DOLAN WEBER By: /s/ Brian G. Sweeney, Attorney-in-Fact	10/09/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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