Sec Form 4 Filing - ERGEN CHARLES W @ EchoStar CORP - 2024-04-01

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)
9601 S. MERIDIAN BLVD.
3. Date of Earliest Transaction (MM/DD/YY)
04/01/2024
(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 2,230,258 D
Class A Common Stock 11,280 I I ( 1 )
Class A Common Stock 213 I I ( 2 )
Class A Common Stock 1,189 I I ( 3 )
Class A Common Stock 9,966 I I ( 4 )
Class A Common Stock 766,443 I I ( 5 )
Class A Common Stock 2,350,696 I I ( 6 )
Class A Common Stock 9,122,802 I I ( 7 )
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 ( 8 ) 04/01/2024 G( 9 ) 3,693,428 ( 8 ) ( 8 ) Class A Common Stock 3,693,428 ( 8 ) 0 I I ( 9 )
Class B Common Stock ( 8 ) 04/01/2024 G( 9 ) 3,693,428 ( 8 ) ( 8 ) Class A Common Stock 3,693,428 ( 8 ) 3,760,092 D
Class B Common Stock ( 8 ) ( 8 ) ( 8 ) Class A Common Stock 35,190,866 35,190,866 I I ( 6 )
Class B Common Stock ( 8 ) ( 8 ) ( 8 ) Class A Common Stock 2,687,900 2,687,900 I I ( 10 )
Class B Common Stock ( 8 ) ( 8 ) ( 8 ) Class A Common Stock 5,181,574 5,181,574 I I ( 11 )
Class B Common Stock ( 8 ) ( 8 ) ( 8 ) Class A Common Stock 9,824,556 9,824,556 I I ( 7 )
Class B Common Stock ( 8 ) ( 8 ) ( 8 ) Class A Common Stock 14,500,000 14,500,000 I I ( 12 )
Class B Common Stock ( 8 ) ( 8 ) ( 8 ) Class A Common Stock 31,403,491 31,403,491 I I ( 13 )
Class B Common Stock ( 8 ) ( 8 ) ( 8 ) Class A Common Stock 28,799,989 28,799,989 I I ( 14 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ERGEN CHARLES W
9601 S. MERIDIAN BLVD.
ENGLEWOOD, CO80112
X X CHAIRMAN
ERGEN CANTEY
9601 S. MERIDIAN BLVD.
ENGLEWOOD, CO80112
X X SENIOR ADVISOR
Signatures
/s/ Charles W. Ergen, by Dean A. Manson, Attorney-in-Fact 04/03/2024
Signature of Reporting Person Date
/s/ Cantey M. Ergen, by Dean A. Manson, Attorney-in-Fact 04/03/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )By 401(K).
( 2 )Held by Mrs. Cantey M. Ergen, Mr. Ergen's spouse.
( 3 )Held by Mrs. Ergen in a 401(k) account.
( 4 )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.
( 5 )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.
( 6 )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.
( 7 )On May 12, 2023, Mr. Charles W. 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 (the "Merger") between EchoStar Corporation ("EchoStar") and DISH Network Corporation ("DISH"), 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 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.
( 8 )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.
( 9 )Pursuant to the terms of the Ergen Two-Year March 2022 SATS GRAT (the "2022 March GRAT"), all 3,693,428 Class B shares held by the 2022 March GRAT were distributed as an annuity to Mr. Ergen on April 1, 2024, and the 2022 March GRAT expired in accordance with its terms.
( 10 )On June 23, 2022, Mr. Ergen established the Ergen Two-Year June 2022 SATS GRAT (the "2022 June GRAT") and contributed a total of 7,000,000 Class B shares to such trust. The 2022 June GRAT currently holds 2,687,900 Class B shares. The 2022 June GRAT is scheduled to expire in accordance with its terms on June 23, 2024. Mrs. Cantey M. Ergen serves as the trustee of the 2022 June GRAT.
( 11 )On December 21, 2022, Mr. Ergen established the Ergen Two-Year December 2022 SATS GRAT (the "2022 December GRAT") and contributed a total of 13,900,000 Class B shares to such trust. The 2022 December GRAT currently holds 5,181,574 Class B shares and is scheduled to expire in accordance with its terms on December 21, 2024. Mrs. Cantey M. Ergen serves as the trustee of the 2022 December GRAT.
( 12 )On June 23, 2023, Mr. Ergen established the Ergen Two-Year June 2023 SATS GRAT (the "2023 June GRAT") and contributed a total of 14,500,000 Class B shares to such trust. The 2023 June 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 GRAT.
( 13 )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 such trust. 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 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.
( 14 )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 EchoStar Class B shares and 57,000,000 DISH Class B shares to such trust. In connection with the Merger, such DISH Class B shares converted into the right to receive 19,999,989 EchoStar Class B shares. The 2023 December GRAT currently holds 28,799,989 Class B shares and is scheduled to expire in accordance with its terms on December 22, 2025. Mrs. Cantey M. Ergen serves as the trustee of the 2023 December GRAT.

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