Home/Filings/4/0001415889-24-030173
4//SEC Filing

ERGEN CHARLES W 4

Accession 0001415889-24-030173

CIK 0001415404other

Filed

Dec 25, 7:00 PM ET

Accepted

Dec 26, 6:34 PM ET

Size

34.0 KB

Accession

0001415889-24-030173

Insider Transaction Report

Form 4
Period: 2024-12-23
ERGEN CHARLES W
DirectorChairman and CEO10% Owner
Transactions
  • Gift

    Class B Common Stock

    2024-12-235,181,5740 total(indirect: I)
    Class A Common Stock (5,181,574 underlying)
  • Gift

    Class B Common Stock

    2024-12-23+5,181,5745,261,699 total
    Class A Common Stock (5,181,574 underlying)
  • Gift

    Class A Common Stock

    2024-12-2480,97011,272,090 total
  • Gift

    Class B Common Stock

    2024-12-23+9,761,61115,023,310 total
    Class A Common Stock (9,761,611 underlying)
  • Gift

    Class B Common Stock

    2024-12-239,761,61119,038,378 total(indirect: I)
    Class A Common Stock (9,761,611 underlying)
Holdings
  • Class A Common Stock

    (indirect: I)
    1,189
  • Class A Common Stock

    (indirect: I)
    213
  • Class A Common Stock

    (indirect: I)
    766,443
  • Class A Common Stock

    (indirect: I)
    2,350,696
  • Class A Common Stock

    (indirect: I)
    1,551,355
  • Class A Common Stock

    (indirect: I)
    11,280
  • Class A Common Stock

    (indirect: I)
    11,566
  • Class B Common Stock

    (indirect: I)
    Class A Common Stock (6,000,000 underlying)
    6,000,000
  • Class B Common Stock

    (indirect: I)
    Class A Common Stock (35,190,866 underlying)
    35,190,866
  • Class B Common Stock

    (indirect: I)
    Class A Common Stock (7,563,458 underlying)
    7,563,458
  • Class B Common Stock

    (indirect: I)
    Class A Common Stock (6,927,672 underlying)
    6,927,672
  • Class B Common Stock

    (indirect: I)
    Class A Common Stock (15,104,784 underlying)
    15,104,784
  • Class B Common Stock

    (indirect: I)
    Class A Common Stock (26,500,000 underlying)
    26,500,000
ERGEN CANTEY
Director10% OwnerOther
Transactions
  • Gift

    Class B Common Stock

    2024-12-23+5,181,5745,261,699 total
    Class A Common Stock (5,181,574 underlying)
  • Gift

    Class B Common Stock

    2024-12-23+9,761,61115,023,310 total
    Class A Common Stock (9,761,611 underlying)
  • Gift

    Class A Common Stock

    2024-12-2480,97011,272,090 total
  • Gift

    Class B Common Stock

    2024-12-235,181,5740 total(indirect: I)
    Class A Common Stock (5,181,574 underlying)
  • Gift

    Class B Common Stock

    2024-12-239,761,61119,038,378 total(indirect: I)
    Class A Common Stock (9,761,611 underlying)
Holdings
  • Class B Common Stock

    (indirect: I)
    Class A Common Stock (7,563,458 underlying)
    7,563,458
  • Class B Common Stock

    (indirect: I)
    Class A Common Stock (6,000,000 underlying)
    6,000,000
  • Class B Common Stock

    (indirect: I)
    Class A Common Stock (35,190,866 underlying)
    35,190,866
  • Class B Common Stock

    (indirect: I)
    Class A Common Stock (26,500,000 underlying)
    26,500,000
  • Class A Common Stock

    (indirect: I)
    11,280
  • Class A Common Stock

    (indirect: I)
    766,443
  • Class A Common Stock

    (indirect: I)
    2,350,696
  • Class A Common Stock

    (indirect: I)
    1,551,355
  • Class A Common Stock

    (indirect: I)
    213
  • Class A Common Stock

    (indirect: I)
    1,189
  • Class A Common Stock

    (indirect: I)
    11,566
  • Class B Common Stock

    (indirect: I)
    Class A Common Stock (6,927,672 underlying)
    6,927,672
  • Class B Common Stock

    (indirect: I)
    Class A Common Stock (15,104,784 underlying)
    15,104,784
Footnotes (15)
  • [F1]By 401(K).
  • [F10]On December 22, 2023, Mr. Ergen established the Ergen Two-Year December 2023 SATS GRAT (the "2023 December GRAT") and contributed a total of 8,800,000 Class B shares and 57,000,000 DISH Class B shares to the 2023 December GRAT. In connection with the merger (the "Merger") between EchoStar Corporation ("EchoStar") and DISH Network Corporation ("DISH") as defined in their respective SEC filings, such DISH shares converted into the right to receive 19,999,989 EchoStar Class B shares. After the Merger, the 2023 December GRAT held a total of 28,799,989 Class B shares. Pursuant to the terms of the 2023 December GRAT, 9,761,611 Class B shares were distributed as an annuity to Mr. Ergen on December 23, 2024. Following this distribution, the 2023 December GRAT held 19,038,378 Class B shares. The 2023 December GRAT is schedule to expire in accordance with its terms on December 22, 2025. Mrs. Cantey M. Ergen serves as trustee of the 2023 December GRAT.
  • [F11]On May 12, 2023, Mr. Ergen established the Ergen Two-Year May 2023 DISH GRAT (the "2023 May DISH GRAT") and contributed a total of 26,000,000 DISH Class A shares and 28,000,000 DISH Class B shares to such trust. In connection with the Merger, such shares converted into the right to receive 9,122,802 EchoStar Class A Shares and 9,824,556 EchoStar Class B shares, respectively. The 2023 May DISH GRAT currently holds 7,563,458 Class B shares. The 2023 May DISH GRAT is scheduled to expire in accordance with its terms on May 12, 2025. Mrs. Cantey M. Ergen serves as the trustee of the 2023 May DISH GRAT.
  • [F12]On June 23, 2023, Mr. Ergen established the Ergen Two-Year June 2023 SATS GRAT (the "2023 June SATS GRAT") and contributed a total of 14,500,000 Class B shares to such trust. The 2023 June SATS GRAT currently holds 6,927,672 Class B shares. The 2023 June SATS GRAT is scheduled to expire in accordance with its terms on June 23, 2025. Mrs. Cantey M. Ergen serves as the trustee of the 2023 June SATS GRAT.
  • [F13]On May 13, 2024, Mr. Ergen established the Ergen Two-Year May 2024 SATS GRAT (the "2024 May GRAT") and contributed 6,000,000 Class B shares to the 2024 May GRAT. The 2024 May GRAT is scheduled to expire in accordance with its terms on May 13, 2026. Mrs. Cantey M. Ergen serves as the trustee of the 2024 May GRAT.
  • [F14]On June 26, 2023, Mr. Ergen established the Ergen Two-Year June 2023 DISH GRAT (the "2023 June DISH GRAT") and contributed a total of 89,500,000 DISH Class B shares to the 2023 June DISH GRAT. In connection with the Merger, such shares converted into the right to receive 31,403,491 EchoStar Class B shares. The 2023 June DISH GRAT currently holds 15,104,784 Class B shares. The 2023 June DISH GRAT is scheduled to expire in accordance with its terms on June 26, 2025. Mrs. Cantey M. Ergen serves as the trustee of the 2023 June DISH GRAT.
  • [F15]On July 10, 2024, Mr. Ergen established the Ergen Two-Year July 2024 SATS GRAT (the "2024 July GRAT") and contributed 26,500,000 Class B shares to the 2024 July GRAT. The 2024 July GRAT is scheduled to expire in accordance with its terms on July 10, 2026. Mrs. Cantey M. Ergen serves as the trustee of the 2024 July GRAT.
  • [F2]Held by Mrs. Cantey M. Ergen, Mr. Ergen's spouse.
  • [F3]Held by Mrs. Ergen in a 401(k) account.
  • [F4]The shares are owned beneficially by the reporting persons' child. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein.
  • [F5]The shares are held by a charitable foundation. The reporting persons are officers of the charitable foundation and share voting and dispositive power for the foundation. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein.
  • [F6]The shares are held by Telluray Holdings, LLC. Mr. Ergen and Mrs. Ergen are the managers of Telluray Holdings, LLC. Mrs. Ergen, as a manager of Telluray Holdings, LLC, has sole voting power over the Class A shares and Class B shares held by Telluray Holdings, LLC, and Mr. Ergen and Mrs. Ergen, as the managers of Telluray Holdings, LLC, share dispositive power over the Class A shares and Class B shares held by Telluray Holdings, LLC. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein.
  • [F7]These shares are beneficially owned indirectly by Mr. Ergen through nXgen Opportunities, LLC, which controls CONX Corp. The reporting persons disclaim beneficial ownership of the shares except to the extent of their pecuniary interest therein.
  • [F8]The holder of Class B shares may elect to convert any or all of their Class B shares into an equal number of Class A shares at any time for no additional consideration.
  • [F9]On December 22, 2022, Mr. Ergen established the Two-Year December 2022 SATS GRAT (the "2022 December GRAT") and contributed 55,000,000 Class B shares to the 2022 December GRAT. Pursuant to the terms of the 2022 December GRAT, all 5,181,574 Class B shares were distributed as an annuity to Mr. Ergen on December 23, 2024. Following this distribution, the Ergen Two-Year December 2022 SATS GRAT expired in accordance with its terms.

Issuer

EchoStar CORP

CIK 0001415404

Entity typeother

Related Parties

1
  • filerCIK 0000904548

Filing Metadata

Form type
4
Filed
Dec 25, 7:00 PM ET
Accepted
Dec 26, 6:34 PM ET
Size
34.0 KB