Kristin A. Dolan

About Kristin A. Dolan

Kristin A. Dolan (age 59) is a Class B director of Sphere Entertainment Co. (SPHR) since April 17, 2020. She is Chief Executive Officer of AMC Networks (since Feb 2023), founder and former CEO/Chair of 605, LLC (sold to iSpot in Sept 2023), and previously COO of Cablevision; she has extensive operating and data/measurement experience across media and entertainment and prior public board service at multiple companies . SPHR is a controlled company; Ms. Dolan is the spouse of SPHR’s Executive Chairman & CEO, James L. Dolan, and a member of the wider Dolan governance network .

Past Roles

External Roles

Board Governance

• Independence: Not listed among SPHR’s independent directors; SPHR is a “controlled company” that does not have a majority-independent board. Independent committees exist for Audit and Compensation; Class A stockholders elect at least 25% of the board .
• Committees at SPHR: None (no committee assignments; not a chair) .
• Tenure on SPHR board: Class B director since April 17, 2020 .
• Attendance: Board met 4 times in the 2024 Transition Period; all directors on the board during that period attended at least 75% of applicable board/committee meetings .
• Executive sessions: Independent/non-management directors meet regularly in executive session .
• Board leadership: No lead independent director; combined Executive Chairman & CEO (James L. Dolan) structure; board cites voting structure as rationale .

Fixed Compensation (Director)

2024 Transition Period (six months ended Dec 31, 2024) – Individual

Director ticket access/perks: Non-employee directors may receive up to two tickets per event for up to eight events/year at Sphere; not treated as perquisites; additional venue access/perks did not exceed $10,000 for any director in the period .

Performance Compensation (Director)

• No performance-based pay disclosed for directors; equity retainers are time-vested and subject to post-service holding requirement .

Other Directorships & Interlocks

• Current: The Wendy’s Company (director) .
• Executive role at AMC Networks (CEO), while SPHR’s subsidiary MSG Networks has a commercial services agreement with AMC Networks (origination/master control/technical services) – related-party exposure managed under SPHR’s Independent Committee and related-party policies .
• Family/governance network: Spouse of SPHR Executive Chairman & CEO; multiple Dolan family members on SPHR’s Class B slate; SPHR is controlled via Class B stockholders’ agreement .

Expertise & Qualifications

• Media and entertainment operator: CEO of AMC Networks; prior COO of Cablevision .
• Data/measurement entrepreneurship: Founder/CEO of 605, LLC; exit to iSpot .
• Board experience: Extensive prior public company board service (WEN, Revlon, AMC Networks, MSGS, MSGN, Cablevision) .

Equity Ownership

Beneficial ownership as of April 9, 2025 (proxy reference date)

Power/Disclaimers detail:

• Sole power: 14,119 Class A shares owned personally .
• Shared power: 1,250,478 Class A (includes spouse’s personal holdings and options, and trust holdings) and 2,187,357 Class B (spouse personal/trusts); Ms. Dolan disclaims beneficial ownership of her spouse’s personal and trust-held securities and related options referenced in the shared totals .
• Director RSUs outstanding (held to post-separation): 18,817 units as of Dec 31, 2024 ; updated disclosure indicates 23,214 units as of a Sept 10, 2025 Schedule 13D/A (settle 90 days post-separation) .

Ownership alignment and policies:

• Director RSUs are fully vested but subject to holding until 90 days after separation; aligns with long-term orientation .
• Anti-hedging/pledging policies apply; no excise tax gross-ups; clawback policy in place .
• No pledging of Ms. Dolan’s SPHR shares disclosed in the proxy; Section 16(a) compliance reported as timely (no delinquencies) .

Governance Assessment

Key positives

• Significant operating expertise in media and data/measurement; broad public board experience .
• Board process mitigants: independent Audit and Compensation Committees; Independent Committee oversight of related-party transactions and special approval policy for intercompany dealings with MSGE, MSGS, AMC Networks; regular executive sessions; RSU holding requirement for directors; anti-hedging/pledging and clawback policies .
• Board/committee attendance: ≥75% during the period .
• Shareholder support signals: 2024 say-on-pay approval ~93.7% of votes cast .

Risk indicators and potential conflicts

• RED FLAG: Not independent (spouse of Executive Chairman & CEO) and part of controlling stockholder group; SPHR does not have a majority-independent board (controlled company exemptions) .
• RED FLAG: Related-party exposure via AMC Networks services to MSG Networks and extensive intercompany/aircraft arrangements among SPHR, MSGE, MSGS, and Dolan entities; while subject to Independent Committee oversight, the breadth of transactions requires sustained scrutiny (e.g., 2024 Transition Period payments of ~$3.1M to MSGE and ~$1.2M to MSGS for aircraft arrangements; company share of personal aircraft/helicopter costs ~$283,136; shared executive support costs ~$377,985) .
• RED FLAG: Concentrated voting control—Class B stock (10 votes/share) elects up to 75% of the board and can approve auditor ratification and say-on-pay regardless of Class A votes; independent leadership (lead director) not designated .

Overall implications for investors

• Ms. Dolan brings relevant sector/operator expertise and board experience; her presence contributes industry insight but not independent oversight. Given her spousal and corporate interlocks, monitor Independent Committee processes and disclosures around intercompany contracts and perquisite allocations to assess ongoing alignment and governance rigor .

Appendix — Reference Tables

Board/Committee Structure and Attendance (2024 Transition Period)

Director Equity Grants and Holdings

Related-Party & Intercompany Snapshot (2024 Transition Period)