Douglas Balsbough - 31 Dec 2023 Form 4 Insider Report for DISH Network CORP

Role
EVP AND CHIEF PEOPLE OFFICER
Signature
/s/ Douglas J. Balsbough, by Timothy A. Messner, Attorney-in-Fact
Issuer symbol
N/A
Transactions as of
31 Dec 2023
Net transactions value
$0
Form type
4
Filing time
03 Jan 2024, 19:45:18 UTC
Previous filing
08 May 2023
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction DISH Employee Stock Option (Right to Buy) Disposed to Issuer -150,000 -100% 0 31 Dec 2023 Class A Common Stock 150,000 $14.04 Direct F1, F2
transaction DISH Employee Stock Option (Right to Buy) Disposed to Issuer -40,000 -100% 0 31 Dec 2023 Class A Common Stock 40,000 $14.04 Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Douglas Balsbough is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 The shares underlying the options granted on January 1, 2023 will vest at a rate of 20% per year, beginning on January 1, 2024. Pursuant to the Merger Agreement, at the Effective Time, each option to purchase Issuer Class A Common Stock held by the Reporting Person was converted into a corresponding award with respect to EchoStar Class A Common Stock.
F2 Pursuant to the Amended and Restated Agreement and Plan of Merger, dated as of October 2, 2023 ("Merger Agreement"), by and between the Issuer, EchoStar Corporation, a Nevada corporation ("EchoStar") and EAV Corp., a Nevada corporation and a wholly owned direct subsidiary of EchoStar ("Merger Sub"), on December 31, 2023, Merger Sub merged with and into the Issuer with the Issuer surviving the merger as a wholly owned subsidiary of EchoStar (the "Merger"). Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of Class A Common Stock, par value $0.01 per share, of the Issuer ("Issuer Class A Common Stock") held by the Reporting Person was converted into the right to receive 0.350877 shares of Class A Common Stock, par value $0.001 per share, of EchoStar ("EchoStar Class A Common Stock").
F3 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. Pursuant to the Merger Agreement, at the Effective Time, each option to purchase Issuer Class A Common Stock held by the Reporting Person was converted into a corresponding award with respect to EchoStar Class A Common Stock.