Charles P. Dolan
Madison Square Garden SportsAbout Charles P. Dolan
Age 38; Class B Director of MSGS since September 30, 2015. Background includes over a decade with Knickerbocker Group LLC; graduate of New York University; third-generation member of Cablevision’s founding family providing familiarity with MSGS’s business and Dolan family governance structure .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Knickerbocker Group LLC | Employee | Since 2010 | N/A |
| MSG Networks | Director | 2010–2015 | Public company board experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Madison Square Garden Entertainment Corp. (MSGE) | Director | Since April 2023 | Controlled company within Dolan family ecosystem |
| Sphere Entertainment Co. (SPHR) | Director | Since April 2020 | Controlled company; commercial arrangements with MSGS |
Board Governance
- Committee assignments: None (not a member of Audit or Compensation Committees) .
- Independence: Not independent (independent directors are Cohen, Mills, Peltz, Schwartz, Seidenberg, Tese, Vinciquerra) .
- Attendance: Board met 6 times in FY2025; each director attended at least 75% of applicable meetings .
- Structure: Controlled company; no nominating/governance committee; independent Audit and Compensation Committees; regular executive sessions; no lead independent director given voting structure .
Fixed Compensation
Non-Employee Director Compensation Program (FY2025):
| Element | Compensation |
|---|---|
| Annual Cash Retainer | $75,000 |
| Annual Equity Retainer (RSUs) | $160,000 |
| Audit/Comp Committee Member Fee | $15,000 |
| Audit/Comp Committee Chair Fee | $25,000 |
FY2025 Compensation for Charles P. Dolan:
| Component | Amount ($) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $75,000 | No committee fees (not a member) |
| Stock Awards | $164,318 | Includes 709 RSUs granted in Dec 2024 to each non-employee director |
| Total | $239,318 | Equity ≈69%, Cash ≈31% (calculated from table) |
Perquisites available to non-employee directors:
- Tickets: Up to two tickets per event for up to eight events per calendar year at The Garden; additional access at MSG Entertainment and Sphere venues (perquisites); ticket value per director < $10,000 (excluded from table) .
Performance Compensation
Director equity is time-based RSUs with holding requirements (not performance-conditioned):
| Grant Type | Units | Grant Date | Fair Value ($) | Vesting/Holding |
|---|---|---|---|---|
| RSUs | 709 | Dec 2024 | $164,318 | Fully vested on grant; holding until first business day following 90 days after separation (settled in stock or cash at Committee’s election) |
- Director RSUs are subject to a holding requirement through end of service on the Board; no PSU metrics for directors (PSU metrics—AOI and Revenues—apply to executives, not directors) .
Other Directorships & Interlocks
| Company | Role | Interlock/Transaction Exposure |
|---|---|---|
| MSG Entertainment (MSGE) | Director | Overlapping boards/officers across MSGS, MSGE, SPHR, AMC Networks may create actual/apparent conflicts; corporate opportunity renouncement in Articles mitigates; Independent Committee oversight of intercompany transactions |
| Sphere Entertainment (SPHR) | Director | Time-share aircraft and other arrangements among MSGS/MSG Entertainment/Sphere; Independent Committee reviews >$1 million transactions |
Expertise & Qualifications
- Education: New York University graduate .
- Credentials: Long-standing familiarity with MSGS’s businesses as part of Cablevision founder family; board concluded he should serve based on familiarity and contributions .
Equity Ownership
| Security | Holdings | Percent of Class | Notes |
|---|---|---|---|
| Class A Common Stock | 6,094 shares | * (<1%) | Beneficial ownership excludes director RSUs |
| Class B Common Stock | — | — | Class B entirely held by Dolan Family Group; ten votes per share |
| Director RSUs (not counted in beneficial table) | 6,774 units as of June 30, 2025 | N/A | Fully vested; holding until post-separation |
| Pledged/Hedged | Not disclosed; company policy prohibits hedging and pledging by directors/employees |
Insider Trades
| Period | Form 4 transactions (Charles P. Dolan) |
|---|---|
| 2024–2025 | None found via insider-trades tool query for MSGS and “Charles P. Dolan” (company noted no delinquent Section 16(a) reports for FY2025) . |
Governance Assessment
- Red flags: Controlled-company structure; overlapping boards across Dolan-controlled entities; Dolan Family Group’s ownership of all Class B stock confers power to elect Class B directors and approve auditor and say-on-pay regardless of other votes; Articles renounce certain corporate opportunities—potential conflicts persist despite mitigations .
- Mitigations: Independent Audit and Compensation Committees; Independent Committee policy requiring approval/oversight of related-party transactions (including all MSGE/SPHR/AMC arrangements above $1 million and quarterly updates); director RSU holding requirement; anti-hedging/pledging policy .
- Engagement/attendance signals: Each director met at least 75% meeting attendance in FY2025; management engaged with holders of >60% of Class A on governance/compensation; 2024 say-on-pay had strong Class A support (~92.1%) .