4//SEC Filing
ERGEN TWO YEAR 2017 SATS GRAT 4
Accession 0001724546-19-000002
CIK 0001415404other
Filed
Dec 3, 7:00 PM ET
Accepted
Dec 4, 4:21 PM ET
Size
11.7 KB
Accession
0001724546-19-000002
Insider Transaction Report
Form 4
EchoStar CORPSATS
Transactions
- Gift
Class B Common Stock
2019-12-02−5,733,901→ 14,266,099 total→ Class A Common Stock (5,733,901 underlying) - Gift
Class B Common Stock
2019-12-02−2,611,427→ 0 total→ Class A Common Stock (2,611,427 underlying)
ERGEN TWO YEAR 2017 SATS GRAT
10% Owner
Transactions
- Gift
Class B Common Stock
2019-12-02−5,733,901→ 14,266,099 total→ Class A Common Stock (5,733,901 underlying) - Gift
Class B Common Stock
2019-12-02−2,611,427→ 0 total→ Class A Common Stock (2,611,427 underlying)
Footnotes (6)
- [F1]On November 30, 2017, Mr. Ergen established the Ergen Two-Year 2017 SATS GRAT (the "2017 November GRAT") and contributed a total of 8,000,000 Class B shares to such trust. The 2017 November GRAT could have elected 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. Mrs. Cantey M. Ergen served as the trustee of the 2017 November GRAT.
- [F2]Pursuant to the terms of the 2017 November GRAT, all of the remaining 2,611,427 Class B shares were distributed as an annuity to Mr. Ergen on December 2, 2019 and the 2017 November GRAT expired in accordance with its terms.
- [F3]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 3, 2019) occurs. The dispositive and voting power of the shares held by each of the GRATs is independent of each other.
- [F4]On November 30, 2018, Mr. Ergen established the Ergen Two-Year November 2018 SATS GRAT (the "2018 November GRAT") and contributed a total of 20,000,000 Class B shares to such trust. The 2018 November 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. The 2018 November GRAT is scheduled to expire in accordance with its terms on November 30, 2020. Mrs. Cantey M. Ergen serves as the trustee of the 2018 November GRAT.
- [F5]Pursuant to the terms of the 2018 November GRAT, 5,733,901 Class B shares were distributed to Mr. Ergen as an annuity payment on December 2, 2019, with the 2018 November GRAT retaining 14,266,099 Class B shares.
- [F6]These securities are owned directly by the 2018 November GRAT.
Documents
Issuer
EchoStar CORP
CIK 0001415404
Entity typeother
Related Parties
1- filerCIK 0001724546
Filing Metadata
- Form type
- 4
- Filed
- Dec 3, 7:00 PM ET
- Accepted
- Dec 4, 4:21 PM ET
- Size
- 11.7 KB