| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | DISH | Class A Common Stock | Disposed to Issuer | -40K | -100% | 0 | Dec 31, 2023 | Direct | F1 | ||
| transaction | DISH | Class A Common Stock | Disposed to Issuer | -2.3K | -100% | 0 | Dec 31, 2023 | I | F1, F2 |
| 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 | -10.7K | -100% | 0 | Dec 31, 2023 | Class A Common Stock | 10.7K | $20.00 | Direct | F1, F3 | ||
| transaction | DISH | Employee Stock Option (Right To Buy) | Disposed to Issuer | -48K | -100% | 0 | Dec 31, 2023 | Class A Common Stock | 48K | $20.00 | Direct | F1, F4 | ||
| transaction | DISH | Employee Stock Option (Right To Buy) | Disposed to Issuer | -100K | -100% | 0 | Dec 31, 2023 | Class A Common Stock | 100K | $20.00 | Direct | F1, F5 | ||
| transaction | DISH | Employee Stock Option (Right To Buy) | Disposed to Issuer | -363K | -100% | 0 | Dec 31, 2023 | Class A Common Stock | 363K | $20.00 | Direct | F1, F6 |
W. Erik Carlson is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | 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"). |
| F2 | By 401(K). |
| F3 | 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. 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. |
| F4 | 192,000 options were forfeited and the remaining options are exercisable. 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. 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. |
| F5 | 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. |
| F6 | 242,137 options were forfeited and the remaining options are exercisable. 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. 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. |