Marianne Dolan Weber

About Marianne Dolan Weber

Marianne Dolan Weber, age 68, is a Class B Director of Madison Square Garden Entertainment Corp. (MSGE) since April 20, 2023. She is part of Cablevision’s founding family, with prior roles including Chair of the Dolan Family Foundation and Vice Chair/Director of the Dolan Family Office, and currently serves as President of Heartfelt Wings Foundation Inc. and manager of MLC Ventures LLC .

Past Roles

External Roles

Board Governance

• Committee assignments: None; she does not sit on the Audit or Compensation Committees, which are comprised solely of independent directors .
• Attendance: The Board met five times in FY2025; all directors attended at least 75% of Board and applicable committee meetings, and all then-serving directors attended the 2024 annual meeting .
• Independence framework: Regular executive sessions of independent directors; Board self-assessments annually; committee self-assessments annually .
• Board leadership: MSGE combines Executive Chairman and CEO roles and does not designate a lead independent director due to its stockholder voting structure .
• Director nominations: No nominating committee; Class A and Class B nominees are recommended per governance guidelines consistent with dual-class structure .

Fixed Compensation

• RSU settlement mechanics for directors: RSUs are fully vested on grant, but remain subject to a holding requirement; settlement occurs on the first business day following 90 days after separation (or immediately upon death), in stock or at the Compensation Committee’s discretion, cash .
• Tickets: Non-employee directors may receive up to two tickets per event for up to eight events per calendar year at MSGE venues (not treated as perquisites), plus access to tickets at no cost for events at Company and Sphere venues (treated as perquisites); ticket value was under SEC de minimis disclosure threshold (<$10,000) for FY2025 .

Performance Compensation

• Non-employee director pay has no performance-based components, options, or PSUs; compensation is cash plus fully vested RSUs subject to holding requirements—no disclosed performance metrics apply to director compensation .

Other Directorships & Interlocks

Expertise & Qualifications

In light of her experience as a member of Cablevision’s founding family, as former Chairman of the Dolan Family Foundation, and as former Vice Chairman of the Dolan Family Office, plus knowledge gained across Company, Sphere, MSG Sports, MSG Networks, AMC Networks, and Cablevision, the Board concluded Ms. Dolan Weber should serve as a director of the Company .

Equity Ownership

• Footnote detail: She may be deemed to share voting/disposition power over 80,225 Class A shares (Heartfelt Wings Foundation: 49,320; Dolan Children Trust: 24,187; 2009 Family Trust: 6,718) and 1,153,526 Class B shares (2009 Family Trust: 646,426; Dolan Children Trust: 450,152; CFD 2010 Grandchildren Trust: 56,948); she disclaims beneficial ownership of these shares .

Compensation Committee Analysis

• Committee composition: Martin Bandier, Donna M. Coleman (Chair), Frederic V. Salerno—each independent under NYSE rules .
• Consultant usage: The Compensation Committee has engaged an independent compensation consultant and independent legal counsel; it reviews risk and determines that compensation programs do not incentivize excessive risk-taking .

Related Party Transactions and Conflicts

• Overlapping boards/management: Many directors and officers (including Ms. Dolan Weber) overlap across MSGE, Sphere Entertainment, MSG Sports, and AMC Networks; Articles of Incorporation renounce certain corporate opportunities and validate intercompany arrangements, potentially limiting fiduciary claims in defined circumstances .
• Aircraft arrangements: The Company maintains aircraft arrangements and services with Dolan entities; payments in FY2025 included $188,250 to Brighid Air (Patrick F. Dolan), $25,742 to Dolan Family Office pilots, and aircraft support services provided to Charles F. Dolan and certain of his children including Marianne Dolan Weber—parties paid $217,892 and $189,798 to the Company in FY2025 under services agreements .
• Intercompany aircraft cost allocations: The Company allocated costs for personal helicopter/aircraft use across MSGE, Sphere Entertainment, MSG Sports, and AMC Networks; MSGE’s portion was $569,077 in FY2025; certain aircraft agreements with Charles F. Dolan and S2K (Deborah Dolan-Sweeney) were terminated in July 2025 .

Insider Filings Compliance (Section 16)

Governance Assessment

• Strengths:
  • Independent Audit and Compensation Committees; annual Board and committee self-assessments; regular executive sessions of independent directors .
  • Defined risk oversight (Audit Committee covers cybersecurity and venue security) and investor engagement (management engaged with holders of ~85% of Class A in FY2025) .
  • Director equity subject to post-service holding requirement, improving alignment .
• RED FLAGS:
  • Dual-class structure with Class B electing up to 75% of the Board; no nominating committee; Class B directors recommended by Class B directors—limits Class A influence .
  • Dolan Family Group collectively beneficially owns 100% of Class B (6,866,754 shares) and 64.3% combined voting power, entrenching control and heightening conflict risks .
  • Overlapping boards/management among MSGE, Sphere Entertainment, MSG Sports, AMC Networks with corporate opportunity renunciation—material conflicts can arise despite Independent Committee policies .
  • No lead independent director; combined Chair/CEO roles at MSGE .
  • Related-party aircraft and service arrangements involving Dolan family entities (including services covering Marianne Dolan Weber), with material payments—ongoing related-party exposure .