4//SEC Filing
KELLY MICHAEL 4
Accession 0001104659-24-001010
CIK 0001415404other
Filed
Jan 2, 7:00 PM ET
Accepted
Jan 3, 7:04 PM ET
Size
10.9 KB
Accession
0001104659-24-001010
Insider Transaction Report
Form 4
EchoStar CORPSATS
KELLY MICHAEL
ExcVP/Grp Pres,Retail Wireless
Transactions
- Award
Class A Common Stock
2023-12-31+53,384→ 53,384 total - Award
Employee Stock Option (Option to Buy)
2023-12-31+26,621→ 26,621 totalExercise: $18.79Exp: 2033-07-01→ Class A Common Stock (26,621 underlying) - Award
Employee Stock Option (Option to Buy)
2023-12-31+148,817→ 148,817 totalExercise: $18.79Exp: 2033-07-01→ Class A Common Stock (148,817 underlying)
Footnotes (3)
- [F1]Received in exchange for shares of Class A Common Stock, par value $0.01 per share ("DISH Class A Common Stock") of DISH Network Corporation, a Nevada corporation ("DISH") in connection with the Amended and Restated Agreement and Plan of Merger, dated as of October 2, 2023 ("Merger Agreement"), by and between the Issuer, DISH and EAV Corp., a Nevada corporation and a wholly owned direct subsidiary of the Issuer ("Merger Sub"). Pursuant to the Merger Agreement, on December 31, 2023, Merger Sub merged with and into DISH with DISH surviving the merger as a wholly owned subsidiary of the Issuer (the "Merger"). At the effective time of the Merger (the "Effective Time"), each outstanding share of DISH Class A Common Stock was converted into the right to receive a number of Issuer Class A Common Stock equal to 0.350877 (the "Exchange Ratio").
- [F2]The shares underlying these options vest 20% per year on each of July 1, 2024, July 1, 2025, July 1, 2026, July 1, 2027 and July 1, 2028.
- [F3]Received in exchange for an employee stock option to acquire shares of DISH Class A Common Stock in connection of the Merger Agreement. At the Effective Time, each stock option held by the reporting person was converted into an Issuer stock option on substantially the same terms and conditions, with respect to a number of shares of Issuer Class A Common Stock equal to (i) the number of shares of DISH Class A Common Stock subject to the corresponding DISH stock option immediately prior to the Effective Time, multiplied by the Exchange Ratio, at an exercise price equal to the exercise price of the corresponding DISH stock option immediately prior to the Effective Time divided by the Exchange Ratio.
Documents
Issuer
EchoStar CORP
CIK 0001415404
Entity typeother
Related Parties
1- filerCIK 0001110592
Filing Metadata
- Form type
- 4
- Filed
- Jan 2, 7:00 PM ET
- Accepted
- Jan 3, 7:04 PM ET
- Size
- 10.9 KB