4//SEC Filing
EchoStar CORP 4
Accession 0001659362-16-000008
$SATSCIK 0001415404operating
Filed
Dec 1, 7:00 PM ET
Accepted
Dec 2, 4:36 PM ET
Size
10.9 KB
Accession
0001659362-16-000008
Insider Transaction Report
Form 4
EchoStar CORPSATS
Ergen Three Year 2015 SATS GRAT
10% Owner
Transactions
- Gift
Class B Common Stock
2016-11-30−1,995,242→ 7,004,758 total→ Class A Common Stock (1,995,242 underlying)
Holdings
- 2,680,131
Class B Common Stock
→ Class A Common Stock (2,680,131 underlying)
ERGEN THREE YEAR 2014 SATS GRAT
10% OwnerOther
Transactions
- Gift
Class B Common Stock
2016-11-30−1,995,242→ 7,004,758 total→ Class A Common Stock (1,995,242 underlying)
Holdings
- 2,680,131
Class B Common Stock
→ Class A Common Stock (2,680,131 underlying)
Footnotes (6)
- [F1]On November 30, 2015, Charles W. Ergen established a Grantor Retained Annuity Trust ("GRAT"), the Ergen Three-Year 2015 SATS GRAT (the "2015 GRAT"), and contributed a total of 9,000,000 Class B shares to the 2015 GRAT. The 2015 GRAT may elect to convert any or all of its Class B shares into an equal number of Class A shares at any time for no additional consideration.
- [F2]Pursuant to the terms of the 2015 GRAT, 1,995,242 Class B shares were distributed as an annuity to Mr. Ergen on November 30, 2016, with the 2015 GRAT retaining 7,004,758 Class B shares. The 2015 GRAT expires in accordance with its terms on November 30, 2018.
- [F3]These securities are owned directly by the 2015 GRAT.
- [F4]There is no formal agreement to vote or dispose of the shares owned by each GRAT in a particular manner, except that the trust agreement for each GRAT contains an irrevocable provision that provides that the trustee will not dispose of any shares of the issuer held by the GRAT unless a Change of Control Event (as defined in Item 6 of the GRATs' Schedule 13D/A filed on December 1, 2016) occurs. The dispositive and voting power of the shares held by each of the GRATs is independent of each other, except to the extent that Mr. William R. Gouger is the trustee of each of the GRATs and in that respect is able to control the disposition and voting of the shares of Class B Common Stock owned by each such GRAT.
- [F5]On May 30, 2014, Charles W. Ergen established a Grantor Retained Annuity Trust ("GRAT"), the Ergen Three-Year 2014 SATS GRAT (the "2014 GRAT"), and contributed 10,000,000 Class B shares to the 2014 GRAT. The 2014 GRAT may elect to convert any or all of its Class B shares into an equal number of Class A shares at any time for no additional consideration.
- [F6]These securities are owned directly by the 2014 GRAT.
Documents
Issuer
EchoStar CORP
CIK 0001415404
Entity typeoperating
IncorporatedNV
Related Parties
1- filerCIK 0001415404
Filing Metadata
- Form type
- 4
- Filed
- Dec 1, 7:00 PM ET
- Accepted
- Dec 2, 4:36 PM ET
- Size
- 10.9 KB