MSG Knickerbockers Corp.

Our Executive Chairman and Chief Executive Officer, James L. Dolan, also serves as the Executive Chairman and Chief Executive Officer of MSG Rangers, MSG Entertainment and Sphere Entertainment, our Executive Vice President, David Granville-Smith, also serves as Executive Vice President of MSG Rangers, Sphere Entertainment and AMC Global Media, our Executive Vice President, Chief Financial Officer and Treasurer also serves as Executive Vice President, Chief Financial Officer and Treasurer of MSG Rangers, our Executive Vice President and Chief Legal Officer also serves as Executive Vice President and Chief Legal Officer of MSG Rangers and our Senior Vice President, Deputy General Counsel and Secretary, Mark C. Cresitello, serves as Senior Vice President, Deputy General Counsel and Secretary of MSG Rangers, MSG Entertainment and Sphere Entertainment. Three of our director nominees (including James L. Dolan) also serve as directors of MSG Rangers. Seven of our director nominees (including James L. Dolan) also serve as directors of MSG Entertainment. Nine of our director nominees (including James L. Dolan) also serve as directors of Sphere Entertainment. Four of our director nominees (including James L. Dolan) also serve as directors of AMC Global Media. Gregg G. Seibert, the Company’s Vice Chairman, also serves as Vice Chairman of MSG Rangers, MSG Entertainment, Sphere Entertainment and AMC Global Media. Therefore, these individuals may have actual or apparent conflicts of interest with respect to matters involving or affecting the Company, on the one hand, and MSG Rangers, MSG Entertainment, Sphere Entertainment or AMC Global Media, on the other hand. For example, there is the potential for a conflict of interest when we and MSG Rangers, MSG Entertainment, Sphere Entertainment and/or AMC Global Media look at certain acquisitions and other corporate opportunities that may be suitable for more than one of the companies. Also, conflicts may arise if there are issues or disputes under the commercial arrangements that exist between MSG Rangers, MSG Entertainment, Sphere Entertainment, including MSG Networks as a subsidiary of Sphere Entertainment, and/or AMC Global Media and us. In addition, certain of our officers and directors own MSG Rangers, MSG Entertainment, Sphere Entertainment and/or AMC Global Media stock, restricted stock units, performance stock units, stock options and/or performance stock options.

These ownership interests could create actual, apparent or potential conflicts of interest when these individuals are faced with decisions that could have different implications for the Company, MSG Rangers, MSG Entertainment, Sphere Entertainment or AMC Global Media. See “Related Party Transaction Approval Policy” below for a discussion of certain procedures we instituted to help ameliorate any such potential conflicts that may arise.

Our Articles of Incorporation acknowledge that the Company may have overlapping directors and officers with MSG Entertainment, Sphere Entertainment and AMC Global Media and their respective subsidiaries and that the Company may engage in material business transactions with such entities. In our Articles of Incorporation, the Company has renounced its rights to certain business opportunities and provided that in certain circumstances our directors and officers will not have liability to the Company or its stockholders for breach of any fiduciary duty by reason of the fact that any such individual directs a corporate opportunity to MSG Entertainment, Sphere Entertainment or AMC Global Media or any of their respective subsidiaries instead of the Company, or does not refer or communicate information regarding such corporate opportunity to the Company. The Articles of Incorporation also expressly validate certain contracts, agreements, arrangements and transactions (and amendments, modifications or terminations thereof) between the Company and MSG Entertainment, Sphere Entertainment and AMC Global Media and/or any of their respective subsidiaries and provide that, to the fullest extent permitted by law, the actions of the overlapping directors and officers in connection therewith are not breaches of fiduciary duties owed to the Company or its stockholders. In connection with the Rangers Distribution, our Board adopted an Overlap Policy to extend the same provisions to overlapping directors and officers with MSG Rangers.