Sec Form 4 Filing - Swieringa John @ EchoStar CORP - 2023-12-31

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Swieringa John 2. Issuer Name and Ticker or Trading Symbol EchoStar CORP [ SATS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President, Technology and COO (Last) (First) (Middle) 100 INVERNESS TERRACE EAST 3. Date of Earliest Transaction (MM/DD/YY) 12/31/2023 (Street) ENGLEWOOD, CO80112 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 12/31/2023 A 5,548 A 5,548 D Class A Common Stock 12/31/2023 A 721 A 721 I By 401(K) Class A Common Stock 01/01/2024 M 258 A 5,806 D Class A Common Stock 01/01/2024 M 7,017 A 12,823 D Class A Common Stock 01/01/2024 F( 12 ) 89 D $ 16.57 12,734 D Class A Common Stock 01/01/2024 F( 12 ) 2,406 D $ 16.57 10,328 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Employee Stock Option (Right to Buy) $ 57.01 12/31/2023 A 109,709 ( 2 ) 07/22/2032 Class A Common Stock 109,709 ( 3 ) 109,709 D Employee Stock Option (Right to Buy) $ 57.01 12/31/2023 A 29,824 ( 4 ) 07/22/2032 Class A Common Stock 29,824 ( 3 ) 29,824 D Employee Stock Option (Right to Buy) $ 57.01 12/31/2023 A 9,588 ( 5 ) 07/22/2032 Class A Common Stock 9,588 ( 3 ) 9,588 D Employee Stock Option (Right to Buy) $ 57.01 12/31/2023 A 35,200 ( 6 ) 07/22/2022 Class A Common Stock 35,200 ( 3 ) 35,200 D Employee Stock Option (Right to Buy) $ 165.11 12/31/2023 A 21,052 ( 7 ) 01/01/2027 Class A Common Stock 21,052 ( 3 ) 21,052 D Restricted Stock Units ( 8 ) 12/31/2023 A 28,070 ( 9 ) 01/01/2027 Class A Common Stock 28,070 ( 10 ) 28,070 D Restricted Stock Units ( 8 ) 12/31/2023 A 258 ( 11 ) 01/01/2024 Class A Common Stock 258 ( 10 ) 258 D Restricted Stock Units ( 8 ) 01/01/2024 M 258 ( 11 ) 01/01/2024 Class A Common Stock 258 $ 0 0 D Restricted Stock Units ( 8 ) 01/01/2024 M 7,017 ( 11 ) 01/01/2024 Class A Common Stock 7,017 $ 0 21,053 D Employee Stock Option (Right to Buy) $ 16.57 01/01/2024 A 175,439 ( 13 ) 01/01/2034 Class A Common Stock 175,439 $ 0 175,439 D Restricted Stock Units ( 8 ) 01/01/2024 A 70,175 ( 14 ) 01/01/2029 Class A Common Stock 70,175 ( 8 ) 70,175 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Swieringa John 100 INVERNESS TERRACE EAST ENGLEWOOD, CO80112 President, Technology and COO Signatures /s/ John Swieringa, by Dean Manson, Attorney-in-Fact 01/03/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Received in exchange for shares of Class A Common Stock, par value $.01 par value per share (DISH Class A Common Stock"), of DISH in connection of 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"). ( 2 )40% of the shares underlying these options vested immediately upon the grant date. The remaining 60% of the shares underlying these options vest 20% per year on each of July 1, 2023, July 1, 2024 and July 1, 2025. ( 3 )Received in exchange for an employee stock option to acquire shares of DISH Class A Common Stock in connection of the Merger. 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. ( 4 )The shares underlying these options vest 20% per year on each of July 1, 2023, July 1, 2024, July 1, 2025, July 1, 2026 and July 1, 2027. ( 5 )The grant is subject to achievement of certain performance criteria prior to December 31, 2023 and will vest based on achievement of such criteria. The performance criteria are not tied to the market price of the Issuer's securities. ( 6 )The grant is subject to achievement of certain performance criteria prior to December 31, 2026 and will vest based on achievement of such criteria. The performance criteria are not tied to the market price of the Issuer's securities. ( 7 )The grant was subject to achievement of certain performance criteria prior to December 31, 2020 and will vest based on achievement of such criteria. The performance criteria are not tied to the market price of the Issuer's securities. ( 8 )Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Class A Common Stock of the Issuer, which will be issued to the Reporting Person immediately upon vesting. ( 9 )The shares underlying the restricted stock units vest at a rate of 20% per year, commencing January 1, 2023. ( 10 )Received in exchange for restricted stock units representing a contingent right to receive DISH Class A Common Stock in connection with the Merger. At the Effective Time, each restricted stock unit held by the reporting person was converted into an Issuer RSU 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 restricted stock unit award immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio. ( 11 )The RSUs vest in three equal annual installments, commencing upon January 1, 2022. ( 12 )Represents shares withheld to cover certain tax obligations in connection with vested Restricted Stock Units listed in Table II. ( 13 )The shares underlying these options vest 20% per year on each of January 1, 2025, January 1, 2026, January 1, 2027, January 1, 2028 and January 1, 2029. ( 14 )The RSUs vest 20% per year beginning upon January 1, 2025.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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