Two-Year May 2023 Dish Grat Ergen - 31 Dec 2023 Form 4 Insider Report for DISH Network CORP

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
03 Jan 2024, 19:40:04 UTC
Prior SEC filing
18 May 2023
Next SEC filing
15 May 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Cantey M. Ergen, Trustee of the Ergen Two-Year May 2023 DISH GRAT, by Timothy A. Messner, Attorney-in-Fact

Key filing fact

Two-Year May 2023 Dish Grat Ergen filed Form 4 for DISH Network CORP on 03 Jan 2024.

Key facts

  • This page summarizes Two-Year May 2023 Dish Grat Ergen's Form 4 filing for DISH Network CORP.
  • 2 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 03 Jan 2024, 19:40.

Change

  • Previous filing in this sequence was filed on 18 May 2023.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

DISH transaction

Class A Common Stock

Disposed to Issuer

Transaction value
Shares
-26,000,000
Change %
-100%
Price
Shares after
0
Date
31 Dec 2023
Ownership
Direct
Footnotes
F1, F2, F3

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

DISH transaction Derivative

Class B Common Stock

Disposed to Issuer

Transaction value
Shares
-28,000,000
Change %
-100%
Price
Shares after
0
Date
31 Dec 2023
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
28,000,000
Exercise price
Footnotes
F1, F2, F3, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Two-Year May 2023 Dish Grat Ergen is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 4 footnotes

Footnote 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").

Footnote F2

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") and Class B Common Stock, par value $0.01 per share, of the Issuer ("Issuer Class B 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") or Class B Common Stock, par value $0.001 per share, of EchoStar ("EchoStar Class B Common Stock"), as applicable.

Footnote F3

On May 12, 2023, Charles W. Ergen established the Ergen Two-Year May 2023 DISH GRAT (the "2023 May GRAT") and contributed a total of 26,000,000 Class A shares and 28,000,000 Class B shares to such GRAT. The 2023 May GRAT is scheduled to expire in accordance with its terms on May 12, 2025. Mrs. Cantey M. Ergen serves as the trustee of such GRAT.

Footnote F4

The holder of the Class B shares may elect to convert any or all of its Class B shares into an equal number of Class A shares at any time for no additional consideration.

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