0001415889-22-007966.txt : 20220726 0001415889-22-007966.hdr.sgml : 20220726 20220726182953 ACCESSION NUMBER: 0001415889-22-007966 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220722 FILED AS OF DATE: 20220726 DATE AS OF CHANGE: 20220726 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Carlson W. Erik CENTRAL INDEX KEY: 0001426816 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39144 FILM NUMBER: 221108125 MAIL ADDRESS: STREET 1: DISH NETWORK CORPORATION STREET 2: 9601 S. MERIDIAN BLVD. CITY: ENGLEWOOD STATE: CO ZIP: 80112 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DISH Network CORP CENTRAL INDEX KEY: 0001001082 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 880336997 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9601 S. MERIDIAN BLVD. CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 3037231000 MAIL ADDRESS: STREET 1: 9601 S. MERIDIAN BLVD. CITY: ENGLEWOOD STATE: CO ZIP: 80112 FORMER COMPANY: FORMER CONFORMED NAME: ECHOSTAR COMMUNICATIONS CORP DATE OF NAME CHANGE: 19950919 4 1 form4-07262022_030742.xml X0306 4 2022-07-22 0001001082 DISH Network CORP DISH 0001426816 Carlson W. Erik 9601 S. MERIDIAN BLVD. ENGLEWOOD CO 80112 true true false false PRESIDENT & CEO Employee Stock Option (Right To Buy) 57.18 2022-07-22 4 D 0 200000 0 D 2026-01-01 Class A Common Stock 200000 0 D Employee Stock Option (Right To Buy) 47.75 2022-07-22 4 D 0 200000 0 D 2028-01-01 Class A Common Stock 200000 0 D Employee Stock Option (Right To Buy) 34.63 2022-07-22 4 D 0 200000 0 D 2030-07-01 Class A Common Stock 200000 0 D Employee Stock Option (Right To Buy) 42.44 2022-07-22 4 D 0 100000 0 D 2031-07-01 Class A Common Stock 100000 0 D Employee Stock Option (Right To Buy) 20 2022-07-22 4 A 0 460000 0 A 2032-07-22 Class A Common Stock 460000 460000 D Employee Stock Option (Right To Buy) 20 2022-07-22 4 A 0 240000 0 A 2032-07-22 Class A Common Stock 240000 240000 D Employee Stock Option (Right To Buy) 35.42 2022-07-22 4 D 0 200000 0 D 2028-10-01 Class A Common Stock 200000 0 D Employee Stock Option (Right To Buy) 20 2022-07-22 4 A 0 145341 0 A 2032-07-22 Class A Common Stock 145341 145341 D Employee Stock Option (Right To Buy) 20 2022-07-22 4 A 0 54659 0 A 2032-07-22 Class A Common Stock 54659 54659 D Employee Stock Option (Right To Buy) 31.73 2022-07-22 4 D 0 200000 0 D 2032-02-01 Class A Common Stock 200000 0 D Employee Stock Option (Right To Buy) 20 2022-07-22 4 A 0 200000 0 A 2032-07-22 Class A Common Stock 200000 200000 D The transactions reported herein reflect the exchange of "underwater" options to acquire shares of the Issuer's Class A Common Stock pursuant to the terms and conditions set forth in the Issuer's Offer to Exchange Eligible Stock Options dated June 24, 2022, which expired on July 22, 2022 (the "Exchange"). Effective July 22, 2022, the Issuer cancelled the options the Reporting Person elected to exchange and granted to the Reporting Person an identical number of options with, among other new terms, a new exercise price and an extended vesting schedule for options that are not subject to achievement of certain performance criteria. The new exercise price is $20, which is higher than the closing price per share of the Issuer's Class A Common Stock on the Nasdaq Global Select Market of $18.70 on July 22, 2022. The shares underlying the options were scheduled to vest at the rate of 20% per year, commencing upon January 1, 2017. The shares underlying the options were scheduled to vest at the rate of 20% per year, commencing upon January 1, 2019. The shares underlying the options were scheduled to vest at the rate of 20% per year, commencing upon July 1, 2021. The shares underlying the options were scheduled to vest at the rate of 20% per year, commencing upon July 1, 2022. Pursuant to the Exchange, the Reporting Person exchanged the following vested options granted on January 1, 2016 (200,000 options), January 1, 2018 (160,000 options), July 1, 2020 (80,000 options) and July 1, 2021 (20,000 options) for a total exchange of 460,000 vested options. 40% of the shares underlying these options vest 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 Exchange, the Reporting Person exchanged the following unvested options granted on January 1, 2018 (40,000 options), July 1, 2020 (120,000 options) and July 1, 2021 (80,000 options) for a total exchange of 240,000 unvested options. 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. 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 Exchange, the Reporting Person exchanged the following vested options granted on October 1, 2018 (145,341 options) for a total exchange of 145,341 vested options. 40% of the shares underlying these options vest 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. 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. /s/ W. Erik Carlson by Brandon Ehrhart, Attorney-in-Fact 2022-07-26