0001415889-24-000440.txt : 20240103 0001415889-24-000440.hdr.sgml : 20240103 20240103195042 ACCESSION NUMBER: 0001415889-24-000440 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231231 FILED AS OF DATE: 20240103 DATE AS OF CHANGE: 20240103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Telluray Holdings, LLC CENTRAL INDEX KEY: 0001747721 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39144 FILM NUMBER: 24509276 BUSINESS ADDRESS: STREET 1: 1623 CENTRAL AVENUE CITY: CHEYENNE STATE: WY ZIP: 82001 BUSINESS PHONE: 303-723-1000 MAIL ADDRESS: STREET 1: 1623 CENTRAL AVENUE CITY: CHEYENNE STATE: WY ZIP: 82001 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DISH Network CORP CENTRAL INDEX KEY: 0001001082 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] ORGANIZATION NAME: 06 Technology 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 form4-01042024_120130.xml X0508 4 2023-12-31 1 0001001082 DISH Network CORP DISH 0001747721 Telluray Holdings, LLC 1623 CENTRAL AVENUE SUITE 214 CHEYENNE WY 82001 false false true false 0 Class A Common Stock 2023-12-31 4 D 0 6699489 D 0 D Class B Common Stock 2023-12-31 4 D 0 63790620 D Class A Common Stock 63790620 0 D 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") 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. Mr. Charles W. Ergen and his spouse, Mrs. Cantey M. Ergen, serve as managers of Telluray Holdings, LLC ("Telluray Holdings"). Mrs. Ergen, as a manager of Telluray Holdings, has sole voting power over the shares of Class A Common Stock and Class B Common Stock held by Telluray Holdings and Mr. Ergen and Mrs. Ergen, as the managers of Telluray Holdings, share dispositive power over the shares of Class A Common Stock and Class B Common Sock held by Telluray Holdings. 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. /s/ Cantey M. Ergen, Manager of Telluray Holdings, LLC, by Timothy A. Messner, Attorney-in-Fact 2024-01-03