Madison Square Garden Sports (MSGS) risk factors, FY2026 10-K

Madison Square Garden Sports's FY2026 10-K, filed Aug 13, 2026, lists 44 risk factors in 2 groups. Against the prior year's 36: 13 new, 5 dropped, 11 substantially reworded.

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Risk factors listed
442 groups
New this year
13vs 36 last year
Dropped
5since the prior 10-K
Substantially reworded
11of those kept
Section length
16k wordsItem 1A

What the changes say

  • The proposed Rangers Distribution adds six risks covering completion, taxes, operating restrictions, lost scale and post-separation share values.
  • Local media rights fell to $125.7 million, or 11% of fiscal 2026 revenue, from $157.4 million, or 15%.
  • Section 162(m) changes could add approximately $59 million of income tax expense in fiscal 2028.
  • NBA and NHL expansion could dilute shared media revenue and increase competition for players and New York fans.

What changed since the prior 10-K

New

  • New

    restrictions could impair our ability to proceed with a transaction that is in the best interest of the Company and its stockholders if we were unable to obtain any required league approvals in a timely manner or at all

    NBA or NHL expansion could dilute national media revenue, intensify competition for players, and draw fans from the Knicks or Rangers, especially in New York.

  • New

    Local media rights represent a significant revenue stream for the Company. In fiscal year 2026, we recorded $125.7 million of local media rights revenues, which represented 11% of our total revenues in fiscal year 2026, compared to $157.4 million in fiscal year 2025, which represented 15% of our total revenues

    Local media rights generated $125.7 million, or 11% of fiscal 2026 revenue, but MSG Networks’ financial problems could reduce future rights income.

  • New

    Under the Arena License Agreements, the Knicks and the Rangers are each generally responsible for 50% of any real estate or similar taxes applicable to The Garden, with those percentages subject to reduction or increase in certain circumstances, as further described in the applicable Arena License Agreement

    The Knicks and Rangers generally each bear 50% of applicable Garden real estate taxes, while losing the exemption could materially increase costs.

  • New

    Our revenues and expenses have been seasonal and we expect they will continue to be seasonal. Due to the NBA and NHL playing seasons, revenues from our business are typically concentrated in the second and third quarters of each fiscal year

    NBA and NHL seasonality concentrates revenue in the second and third fiscal quarters, causing significant period-to-period cash-flow and results fluctuations.

  • NewOperational Risks

    our businesses. Any changes to the legal and regulatory framework applicable to our businesses could have an adverse impact on our business and results of operations

    Expanded Section 162(m) coverage of highly paid players could make approximately $59 million of compensation expense nondeductible in fiscal 2028.

  • NewOperational Risks

    received from a client, vendor, service provider, counterparty or other third party could result in legal liability, regulatory action and reputational harm

    Evolving cybersecurity and artificial-intelligence disclosure rules could create costly compliance, notification and response obligations and expose the Company to reputational harm.

  • NewRisks Relating to the Impact of the Potential Rangers Distribution

    We May Not Complete the Rangers Distribution on the Expected Terms or at All, and Our Pursuit of the Transaction Could Adversely Affect Our Business and Results of Operations

    The Rangers Distribution may be delayed, changed or abandoned, while pursuing it could consume management time, increase costs and disrupt business relationships.

  • NewRisks Relating to the Impact of the Potential Rangers Distribution

    The Rangers Distribution Could Result in Significant Tax Liability

    The Rangers Distribution could become taxable if its legal opinion, assumptions or factual representations fail, creating tax on the distributed Spinco stock’s gain.

  • NewRisks Relating to the Impact of the Potential Rangers Distribution

    We May Have a Significant Indemnity Obligation to Spinco if the Rangers Distribution Is Treated as a Taxable Transaction

    Tax disaffiliation obligations could require MSG Sports to indemnify Spinco for taxes or covenant breaches, creating substantial liabilities.

  • NewRisks Relating to the Impact of the Potential Rangers Distribution

    The Tax Rules Applicable to the Rangers Distribution, if Consummated, May Restrict us From Engaging in Certain Corporate Transactions or From Raising Equity Capital Beyond Certain Thresholds for a Period of Time After the Rangers Distribution

    For two years after the Rangers Distribution, tax-preservation rules could restrict stock issuances, repurchases, asset sales, mergers and other strategic transactions.

  • NewRisks Relating to the Impact of the Potential Rangers Distribution

    We May not Enjoy all the Benefits of Scale that We Achieved Prior to the Rangers Distribution, if Consummated

    After separation, MSG Sports and Spinco may lose shared administrative, compliance, tax, legal and human-resources economies of scale.

  • NewRisks Relating to the Impact of the Potential Rangers Distribution

    If the Rangers Distribution Occurs, the Combined Post-Distribution Value of MSG Sports and Spinco Shares May Not Equal or Exceed the Pre-Distribution Value of MSG Sports Shares

    The combined post-distribution trading value of MSG Sports and Spinco shares may fall below MSG Sports’ pre-distribution value or fluctuate substantially.

  • NewRisks Relating to the Impact of the Potential Rangers Distribution

    If the Rangers Distribution Occurs, We Will Rely on Spinco’s Performance Under Various Agreements

Dropped

  • Dropped

    Our Business Faces Intense and Wide-Ranging Competition, Which May Have a Material Negative Effect on Our Business and Results of Operations

    Broad competition from other live events, media, streaming services and leisure activities.

  • Dropped

    Local Media Rights Are a Significant Revenue Stream for Our Business. Decreases in Local Media Rights Revenue Have Had an Adverse Effect on our Business and Results of Operations, and the Effect of Future Reductions, Including from a Bankruptcy of MSG Networks, Could be Material

  • Dropped

    Under the Arena License Agreements, the teams are responsible for 100% of any real estate or similar taxes applicable to The Garden

  • Dropped

    Our Business is Subject to Seasonal Fluctuations and our Operating Results and Cash Flows Can Vary Substantially from Period to Period

  • DroppedOperational Risks

    24, 2024 for a discussion of certain procedures we instituted to help ameliorate such potential conflicts with MSG Entertainment, Sphere Entertainment and/or AMC Networks that may arise

Reworded

  • 64% rewrittenOperational Risks

    We Share Certain Directors, Officers and Employees with MSG Entertainment, Sphere Entertainment and/or AMC Global Media, Which Means Those Officers and Directors Do Not Devote Their Full Time and Attention to Our Affairs and the Overlap May Give Rise to Conflicts

    AMC Networks is now called AMC Global Media, and overlapping directors decreased from six to four; shared executive and board roles otherwise remain.

    Was: We Share Certain Directors, Officers and Employees with MSG Entertainment, Sphere Entertainment and/or AMC Networks, Which Means Those Officers and Directors Do Not Devote Their Full Time and Attention to Our Affairs and the Overlap May Give Rise to Conflicts

  • 61% rewrittenOperational Risks

    We Are Subject to Governmental Regulation, Including Tax Laws and Regulations, Which Can Change, and Any Failure to Comply With These Regulations May Have a Material Negative Effect on Our Business and Results of Operations

    The risk now specifically highlights tax-law changes that could limit deductions or increase taxes, including expanded Section 162(m) coverage.

    Was: We Are Subject to Governmental Regulation, Which Can Change, and Any Failure to Comply With These Regulations May Have a Material Negative Effect on Our Business and Results of Operations

  • 59% rewritten

    In recent years, regional sports networks, including MSG Networks, have experienced significant financial difficulties

    The amended rights agreements are described as local telecast agreements, and the prior reference to MSG Networks’ right of first refusal was removed.

  • 58% rewrittenOperational Risks

    Future Stock Sales, Including as a Result of the Exercise of Registration Rights by Certain of Our Stockholders, Could Adversely Affect the Trading Price of Our Class A Common Stock

    Registration rights increased from approximately 5.0 million to 5.1 million shares, with new potential Class B issuance carrying generally ten votes per share.

  • 48% rewritten

    From time to time, we may disagree with or challenge actions the leagues take or the power and authority they assert. The following discussion highlights examples of areas in which decisions of the NBA and the NHL could materially affect our business

    The NBA national-media-rights example now refers simply to fiscal year 2025 rather than the fiscal year ended June 30, 2025.

  • 38% rewritten

    Our Business Is Substantially Dependent on the Continued Popularity and/or Competitive Success of the Knicks and the Rangers, Including the Significant Additional Revenue Generated by Advancing in the Playoffs, Which Cannot Be Assured

    The risk now emphasizes teams’ direct effect on home-game ticket sales, while continuing to link popularity with broader revenue and media rights.

    Was: Our Business Is Substantially Dependent on the Continued Popularity and/or Competitive Success of the Knicks and the Rangers, Which Cannot Be Assured

  • 37% rewritten

    Certain of Our Subsidiaries Have Incurred Substantial Indebtedness, and the Occurrence of an Event of Default Under Our Subsidiaries’ Credit Facilities or Our Inability to Repay Such Indebtedness When Due Could Substantially Impair the Assets of Those Subsidiaries and Have a Negative Effect on Our Business

    The Knicks facility increased from $275 million to $425 million, outstanding borrowings fell to $242 million, and both facilities now mature in November 2030.

  • 32% rewritten

    We Do Not Own The Garden and Our Failure to Renew the Arena License Agreements or MSG Entertainment’s Failure to Operate The Garden in Compliance with the Arena License Agreements or Extensive Governmental Regulations May Have a Material Negative Effect on Our Business and Results of Operations

    No substantive change is shown; the 2055 Garden license expiry and MSG Entertainment’s first-class operating obligation remain the same.

  • 31% rewrittenOperational Risks

    We Face Continually Evolving Cybersecurity and Other Technology-Related Risks, Which Could Result in Loss, Disclosure, Theft, Destruction or Misappropriation of, or Access to, Our Confidential Information and Cause Disruption to Our Business, Damage to Our Brands and Reputation, Legal Exposure and Financial Losses

  • 30% rewrittenOperational Risks

    We are Controlled by the Dolan Family. As a Result of Their Control, the Dolan Family Has the Ability to Prevent or Cause a Change in Control or Approve, Prevent or Influence Certain Actions by the Company

  • 22% rewrittenOperational Risks

    Our failure to comply with applicable governmental laws and regulations, or to maintain necessary permits or licenses, could result in liability that could have a material negative effect on our business and results of operations

All 44 risk factors

Headings as the filing states them, in filing order.

Other

  1. 01Our Business Is Substantially Dependent on the Continued Popularity and/or Competitive Success of the Knicks and the Rangers, Including the Significant Additional Revenue Generated by Advancing in the Playoffs, Which Cannot Be Assured38% rewritten
  2. 02Our Basketball and Hockey Decisions, Especially Those Concerning Player and Coach Selection and Salaries, May Have a Material Negative Effect on Our Business and Results of Operations
  3. 03The Actions of the NBA and NHL May Have a Material Negative Effect on Our Business and Results of Operations
  4. 04From time to time, we may disagree with or challenge actions the leagues take or the power and authority they assert. The following discussion highlights examples of areas in which decisions of the NBA and the NHL could materially affect our business48% rewritten
  5. 05restrictions could impair our ability to proceed with a transaction that is in the best interest of the Company and its stockholders if we were unable to obtain any required league approvals in a timely manner or at allNew
  6. 06Injuries to, and Illness of, Players on Our Sports Teams Could Hinder Our Success
  7. 07Local media rights represent a significant revenue stream for the Company. In fiscal year 2026, we recorded $125.7 million of local media rights revenues, which represented 11% of our total revenues in fiscal year 2026, compared to $157.4 million in fiscal year 2025, which represented 15% of our total revenuesNew
  8. 08In recent years, regional sports networks, including MSG Networks, have experienced significant financial difficulties59% rewritten
  9. 09Our Business Has Been Adversely Impacted and May, in the Future, Be Materially Adversely Impacted by an Economic Downturn, Recession, Financial Instability or Inflation
  10. 10Certain of Our Subsidiaries Have Incurred Substantial Indebtedness, and the Occurrence of an Event of Default Under Our Subsidiaries’ Credit Facilities or Our Inability to Repay Such Indebtedness When Due Could Substantially Impair the Assets of Those Subsidiaries and Have a Negative Effect on Our Business37% rewritten
  11. 11We May Require Additional Financing to Fund Our Ongoing Operations, the Availability of Which is Highly Uncertain
  12. 12We Have in the Past Incurred Substantial Net Losses, Operating Losses, Adjusted Operating Losses and Negative Cash Flow and There Can Be No Assurance We Will Not Incur Net Losses, Operating Losses, Adjusted Operating Losses or Negative Cash Flow Again in the Future
  13. 13We Do Not Own The Garden and Our Failure to Renew the Arena License Agreements or MSG Entertainment’s Failure to Operate The Garden in Compliance with the Arena License Agreements or Extensive Governmental Regulations May Have a Material Negative Effect on Our Business and Results of Operations32% rewritten
  14. 14A Change to or Withdrawal of a New York City Real Estate Tax Exemption May Have a Material Negative Effect on Our Business and Results of Operations
  15. 15Under the Arena License Agreements, the Knicks and the Rangers are each generally responsible for 50% of any real estate or similar taxes applicable to The Garden, with those percentages subject to reduction or increase in certain circumstances, as further described in the applicable Arena License AgreementNew
  16. 16Labor Matters May Have a Material Negative Effect on Our Business and Results of Operations
  17. 17We Rely on Affiliated Entities’ Performance, Including Performance of Financial Obligations, Under Various Agreements
  18. 18Our revenues and expenses have been seasonal and we expect they will continue to be seasonal. Due to the NBA and NHL playing seasons, revenues from our business are typically concentrated in the second and third quarters of each fiscal yearNew
  19. 19We May Pursue Acquisitions and Other Strategic Transactions to Complement or Expand Our Business that May Not Be Successful

Operational Risks

  1. 20Our Operations and Operating Results Have Been, and May in the Future Be, Materially Impacted by a Pandemic or Other Public Health Emergency
  2. 21Our Business Could Be Adversely Affected by Terrorist Activity or the Threat of Terrorist Activity and Other Developments That Discourage Congregation at Prominent Places of Public Assembly
  3. 22We Are Subject to Governmental Regulation, Including Tax Laws and Regulations, Which Can Change, and Any Failure to Comply With These Regulations May Have a Material Negative Effect on Our Business and Results of Operations61% rewritten
  4. 23our businesses. Any changes to the legal and regulatory framework applicable to our businesses could have an adverse impact on our business and results of operationsNew
  5. 24Our failure to comply with applicable governmental laws and regulations, or to maintain necessary permits or licenses, could result in liability that could have a material negative effect on our business and results of operations22% rewritten
  6. 25We Are Subject to Data Privacy, Data Protection and Data Security Regulations and Laws and Could Face Substantial Penalties if We Fail to Comply With Such Regulations and Laws
  7. 26We Face Continually Evolving Cybersecurity and Other Technology-Related Risks, Which Could Result in Loss, Disclosure, Theft, Destruction or Misappropriation of, or Access to, Our Confidential Information and Cause Disruption to Our Business, Damage to Our Brands and Reputation, Legal Exposure and Financial Losses31% rewritten
  8. 27received from a client, vendor, service provider, counterparty or other third party could result in legal liability, regulatory action and reputational harmNew
  9. 28The Interruption or Unavailability of Third Party Facilities, Systems and/or Software Upon Which We Rely May Have a Material Negative Effect on Our Business, Financial Condition and Results of Operations
  10. 29We Rely Upon Cloud Computing Services to Operate Certain Aspects of Our Business and Any Disruption of or Interference With Our Use of These Services Would Impact Our Operations and Our Business Could Be Adversely Impacted
  11. 30We Have in the Past and May In the Future Become Subject to Infringement or Other Claims Relating to Our Content or Technology
  12. 31Weather or Other Conditions May Impact Our Games, Which May Have a Material Negative Effect on Our Business and Results of Operations
  13. 32There are inherent risks associated with having customers attend our teams’ games. As a result, personal injuries, accidents and other incidents have occurred and may occur from time to time, which could subject us to claims and liabilities
  14. 33We are Controlled by the Dolan Family. As a Result of Their Control, the Dolan Family Has the Ability to Prevent or Cause a Change in Control or Approve, Prevent or Influence Certain Actions by the Company30% rewritten
  15. 34We Have Elected to Be a “Controlled Company” for NYSE Purposes Which Allows Us Not to Comply with Certain of the Corporate Governance Rules of NYSE
  16. 35Future Stock Sales, Including as a Result of the Exercise of Registration Rights by Certain of Our Stockholders, Could Adversely Affect the Trading Price of Our Class A Common Stock58% rewritten
  17. 36Transfers and Ownership of Our Common Stock Are Subject to Restrictions Under Rules of the NBA and NHL and Our Articles of Incorporation Provide Us with Remedies Against Holders Who Do Not Comply with Those Restrictions
  18. 37We Share Certain Directors, Officers and Employees with MSG Entertainment, Sphere Entertainment and/or AMC Global Media, Which Means Those Officers and Directors Do Not Devote Their Full Time and Attention to Our Affairs and the Overlap May Give Rise to Conflicts64% rewritten

Risks Relating to the Impact of the Potential Rangers Distribution

  1. 38We May Not Complete the Rangers Distribution on the Expected Terms or at All, and Our Pursuit of the Transaction Could Adversely Affect Our Business and Results of OperationsNew
  2. 39The Rangers Distribution Could Result in Significant Tax LiabilityNew
  3. 40We May Have a Significant Indemnity Obligation to Spinco if the Rangers Distribution Is Treated as a Taxable TransactionNew
  4. 41The Tax Rules Applicable to the Rangers Distribution, if Consummated, May Restrict us From Engaging in Certain Corporate Transactions or From Raising Equity Capital Beyond Certain Thresholds for a Period of Time After the Rangers DistributionNew
  5. 42We May not Enjoy all the Benefits of Scale that We Achieved Prior to the Rangers Distribution, if ConsummatedNew
  6. 43If the Rangers Distribution Occurs, the Combined Post-Distribution Value of MSG Sports and Spinco Shares May Not Equal or Exceed the Pre-Distribution Value of MSG Sports SharesNew
  7. 44If the Rangers Distribution Occurs, We Will Rely on Spinco’s Performance Under Various AgreementsNew

Other Madison Square Garden Sports 10-Ks

  • FY2025 10-K risk factors
    36 risks

    Financial results depend heavily on the popularity and success of the Knicks and Rangers franchises. Broadcasting revenue is tied to the financial health of partner MSG Networks. The business relies on licensing agreements with MSG Entertainment for use of The Garden.

    Filed Aug 12, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.