EchoStar Form 4 / CHARLES W ERGEN ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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

1. Name and Address of Reporting Person^*

ERGEN CHARLES W

(Last)

(First)

(Middle)

9601 S. MERIDIAN BLVD.

(Street)

ENGLEWOOD

80112

(City)

(State)

(Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
07/10/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock								11,353,060	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⁾

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	⁽⁷⁾	07/10/2024		G⁽⁸⁾			26,500,000	⁽⁷⁾	⁽⁷⁾	Class A Common Stock	26,500,000	$0	80,125	D
Class B Common Stock	⁽⁷⁾	07/10/2024		G⁽⁸⁾		26,500,000		⁽⁷⁾	⁽⁷⁾	Class A Common Stock	26,500,000	$0	26,500,000	I	I⁽⁸⁾
Class B Common Stock	⁽⁷⁾							⁽⁷⁾	⁽⁷⁾	Class A Common Stock	35,190,866		35,190,866	I	I⁽⁶⁾
Class B Common Stock	⁽⁷⁾							⁽⁷⁾	⁽⁷⁾	Class A Common Stock	5,181,574		5,181,574	I	I⁽⁹⁾
Class B Common Stock	⁽⁷⁾							⁽⁷⁾	⁽⁷⁾	Class A Common Stock	7,563,458		7,563,458	I	I⁽¹⁰⁾
Class B Common Stock	⁽⁷⁾							⁽⁷⁾	⁽⁷⁾	Class A Common Stock	6,927,672		6,927,672	I	I⁽¹¹⁾
Class B Common Stock	⁽⁷⁾							⁽⁷⁾	⁽⁷⁾	Class A Common Stock	28,799,989		28,799,989	I	I⁽¹²⁾
Class B Common Stock	⁽⁷⁾							⁽⁷⁾	⁽⁷⁾	Class A Common Stock	6,000,000		6,000,000	I	I⁽¹³⁾
Class B Common Stock	⁽⁷⁾							⁽⁷⁾	⁽⁷⁾	Class A Common Stock	15,104,784		15,104,784	I	I⁽¹⁴⁾

1. Name and Address of Reporting Person^*

ERGEN CHARLES W

(Last)

(First)

(Middle)

9601 S. MERIDIAN BLVD.

(Street)

ENGLEWOOD

80112

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

ERGEN CANTEY

(Last)

(First)

(Middle)

9601 S. MERIDIAN BLVD.

(Street)

ENGLEWOOD

80112

(City)

(State)

(Zip)

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. 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.

8. On July 10, 2024, Charles W. Ergen established the Ergen Two-Year July 2024 SATS GRAT (the "2024 July GRAT") and contributed 26,500,000 Class B shares to the 2024 July GRAT. The 2024 July GRAT is scheduled to expire in accordance with its terms on July 10, 2026. Mrs. Cantey M. Ergen serves as the trustee of the 2024 July GRAT.

9. 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.

10. On May 12, 2023, Mr. 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") as defined in their respective SEC filings, 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 currently holds 7,563,458 Class B shares. 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.

11. On June 23, 2023, Mr. Ergen established the Ergen Two-Year June 2023 SATS GRAT (the "2023 June SATS GRAT") and contributed a total of 14,500,000 Class B shares to such trust. The 2023 June SATS GRAT currently holds 6,927,672 Class B shares. The 2023 June SATS 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 SATS GRAT.

12. 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.

13. On May 13, 2024, Charles W. Ergen established the Ergen Two-Year May 2024 SATS GRAT (the "2024 May GRAT") and contributed 6,000,000 Class B shares to the 2024 May GRAT. The 2024 May GRAT is scheduled to expire in accordance with its terms on May 13, 2026. Mrs. Cantey M. Ergen serves as the trustee of the 2024 May GRAT.

14. 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 the 2023 June DISH GRAT. 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 currently holds 15,104,784 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.

	/s/ Charles W. Ergen, by Dean A. Manson, Attorney-in-Fact	07/15/2024
	/s/ Cantey M. Ergen, by Dean A. Manson, Attorney-in-Fact	07/15/2024
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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EchoStar (SATS) Form 4EchoStar / CHARLES W ERGEN ownership change