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
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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
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54659
D
Employee Stock Option (Right To Buy)
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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)
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2022-07-22
4
A
0
200000
0
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2032-07-22
Class A Common Stock
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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