Sec Form 4 Filing - ERGEN CHARLES W @ EchoStar CORP - 2020-03-18

Insider filing report for Changes in Beneficial Ownership
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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
ERGEN CHARLES W
2. Issuer Name and Ticker or Trading Symbol
EchoStar CORP [ SATS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman
(Last) (First) (Middle)
100 INVERNESS TERRACE EAST
3. Date of Earliest Transaction (MM/DD/YY)
03/18/2020
(Street)
ENGLEWOOD, CO80112
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 03/18/2020 G( 1 ) 2,151,751 D $ 0 48,927 D
Class A Common Stock 03/18/2020 G( 1 ) 2,151,751 A $ 0 2,151,751 I I ( 1 )
Class A Common Stock 6,122 I By child ( 2 )
Class A Common Stock 47 I By spouse
Class A Common Stock 3,705 I By 401(k)
Class A Common Stock 201 I By spouse's 401(k)
Class A Common Stock 5,400 I By Charitable Foundation ( 3 )
Class A Common Stock 824 I I ( 4 )
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
Class B Common Stock ( 5 ) 03/18/2020 G( 1 ) 1,348,249 ( 5 ) ( 5 ) Class A Common Stock 1,348,249 $ 0 0 D
Class B Common Stock ( 5 ) 03/18/2020 G( 1 ) 1,348,249 ( 5 ) ( 5 ) Class A Common Stock 1,348,249 $ 0 1,348,249 I I ( 1 )
Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 8,000,000 8,000,000 I I ( 6 )
Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 14,266,099 14,266,099 I I ( 7 )
Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 5,000,000 5,000,000 I I ( 8 )
Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 5,000,000 5,000,000 I I ( 9 )
Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 1,264,486 1,264,486 I I ( 10 )
Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 12,808,205 12,808,205 I I ( 11 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ERGEN CHARLES W
100 INVERNESS TERRACE EAST
ENGLEWOOD, CO80112
X X Chairman
ERGEN CANTEY
9601 S. MERIDIAN BLVD.
ENGLEWOOD, CO80112
X
Signatures
/s/ Charles W. Ergen, by Joseph Turitz, his attorney-in-fact 03/20/2020
Signature of Reporting Person Date
/s/ Cantey M. Ergen, by Joseph Turitz, her attorney-in-fact 03/20/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On March 18, 2020, Mr. Ergen established the Ergen Two-Year March 2020 SATS GRAT (the "2020 March GRAT") and contributed a total of 2,151,751 Class A shares and 1,348,249 Class B shares to such trust. Mrs. Cantey M. Ergen serves as the trustee of the 2020 March GRAT. The 2020 March GRAT is scheduled to expire in accordance with its terms on March 18, 2022.
( 2 )The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
( 3 )These 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 and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
( 4 )These shares are held by a trust for which Mr. Ergen's spouse, Cantey M. Ergen, has durable power of attorney for the beneficiary of the trust. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
( 5 )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.
( 6 )On December 5, 2019, Mr. Ergen established the Ergen Two-Year December 2019 SATS GRAT (the "2019 December GRAT") and contributed a total of 8,000,000 Class B shares to such trust. The 2019 December GRAT is scheduled to expire in accordance with its terms on December 5, 2021. Mrs. Cantey M. Ergen serves as the trustee of the 2019 December GRAT.
( 7 )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 currently holds 14,266,099 Class B shares and is scheduled to expire in accordance with its terms on November 30, 2020. Mrs. Cantey M. Ergen serves as the trustee of such GRAT.
( 8 )On May 30, 2019, Mr. Ergen established the Ergen Two-Year 2019 SATS GRAT II (the "2019 GRAT II") and contributed a total of 5,000,000 Class B shares to such trust. The 2019 GRAT II is scheduled to expire in accordance with its terms on May 30, 2021. Mrs. Cantey M. Ergen serves as the trustee of such GRAT.
( 9 )On May 20, 2019, Mr. Ergen established the Ergen Two-Year May 2019 SATS GRAT (the "2019 May GRAT") and contributed a total of 5,000,000 Class B shares to such trust. The 2019 May GRAT is scheduled to expire in accordance with its terms on May 20, 2021. Mrs. Cantey M. Ergen serves as the trustee of such GRAT.
( 10 )On May 30, 2017, Mr. Ergen established the Ergen Three-Year 2017 SATS GRAT (the "2017 May GRAT") and contributed a total of 7,600,000 Class B shares to such trust. The 2017 May GRAT currently holds 1,264,486 Class B shares and is scheduled to expire in accordance with its terms on May 30, 2020. Mrs. Cantey M. Ergen serves as the trustee of such GRAT.
( 11 )These shares are held by Telluray Holdings, LLC ("Telluray"). Mrs. Ergen has sole voting power over the Class B shares held by Telluray and Mr. Ergen and Mrs. Ergen share dispositive power over the Class B shares held by Telluray. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

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