0001477834-11-000002.txt : 20111202 0001477834-11-000002.hdr.sgml : 20111202 20111202183229 ACCESSION NUMBER: 0001477834-11-000002 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20111130 FILED AS OF DATE: 20111202 DATE AS OF CHANGE: 20111202 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ergen Two-Year 2009 DISH GRAT CENTRAL INDEX KEY: 0001477834 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26176 FILM NUMBER: 111241619 BUSINESS ADDRESS: STREET 1: 9601 S MERIDIAN BLVD CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 303-723-1000 MAIL ADDRESS: STREET 1: 9601 S MERIDIAN BLVD CITY: ENGLEWOOD STATE: CO ZIP: 80112 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ergen Two-Year 2010 DISH GRAT CENTRAL INDEX KEY: 0001507095 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26176 FILM NUMBER: 111241618 BUSINESS ADDRESS: STREET 1: 9601 SOUTH MERIDIAN BOULEVARD CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 303-723-1000 MAIL ADDRESS: STREET 1: 9601 SOUTH MERIDIAN BOULEVARD CITY: ENGLEWOOD STATE: CO ZIP: 80112 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ergen Three-Year 2010 DISH GRAT CENTRAL INDEX KEY: 0001507098 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26176 FILM NUMBER: 111241617 BUSINESS ADDRESS: STREET 1: 9601 SOUTH MERIDIAN BOULEVARD CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 303-723-1000 MAIL ADDRESS: STREET 1: 9601 SOUTH MERIDIAN BOULEVARD CITY: ENGLEWOOD STATE: CO ZIP: 80112 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ergen Four-Year 2010 DISH GRAT CENTRAL INDEX KEY: 0001507099 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26176 FILM NUMBER: 111241616 BUSINESS ADDRESS: STREET 1: 9601 SOUTH MERIDIAN BOULEVARD CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 303-723-1000 MAIL ADDRESS: STREET 1: 9601 SOUTH MERIDIAN BOULEVARD CITY: ENGLEWOOD STATE: CO ZIP: 80112 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ergen Five-Year 2010 DISH GRAT CENTRAL INDEX KEY: 0001507100 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26176 FILM NUMBER: 111241615 BUSINESS ADDRESS: STREET 1: 9601 SOUTH MERIDIAN BOULEVARD CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 303-723-1000 MAIL ADDRESS: STREET 1: 9601 SOUTH MERIDIAN BOULEVARD CITY: ENGLEWOOD STATE: CO ZIP: 80112 4 1 edgar.xml PRIMARY DOCUMENT X0304 4 2011-11-30 0001001082 DISH Network CORP DISH 0001477834 Ergen Two-Year 2009 DISH GRAT 9601 S. MERIDIAN BLVD. ENGLEWOOD CO 80112 0 0 1 1 Joint Filing Group 0001507095 Ergen Two-Year 2010 DISH GRAT 9601 S. MERIDIAN BLVD. ENGLEWOOD CO 80112 0 0 1 1 Joint Filing Group 0001507098 Ergen Three-Year 2010 DISH GRAT 9601 S. MERIDIAN BLVD. ENGLEWOOD CO 80112 0 0 1 1 Joint Filing Group 0001507099 Ergen Four-Year 2010 DISH GRAT 9601 S. MERIDIAN BLVD. ENGLEWOOD CO 80112 0 0 1 1 Joint Filing Group 0001507100 Ergen Five-Year 2010 DISH GRAT 9601 S. MERIDIAN BLVD. ENGLEWOOD CO 80112 0 0 1 1 Joint Filing Group Class B Common Stock 2011-11-30 5 G 0 35006717 D Class A Common Stock 35006717 0 D Class B Common Stock 2011-11-30 5 G 0 3318817 D Class A Common Stock 3318817 9181183 D Class B Common Stock 2011-11-30 5 G 0 1638608 D Class A Common Stock 1638608 10861392 D Class B Common Stock 2011-11-30 5 G 0 809444 D Class A Common Stock 809444 11690556 D Class B Common Stock 2011-11-30 5 G 0 320551 D Class A Common Stock 320551 12179449 D On November 30, 2009, Charles W. Ergen established the Ergen Two-Year 2009 GRAT, contributing 75,000,000 Class B shares. The Ergen Two-Year 2009 GRAT 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. On November 30, 2010, Charles W. Ergen established four GRATs, contributing 12,500,000 Class B shares to each, resulting in the transfer of a total of 50,000,000 Class B shares. Each GRAT 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. Pursuant to the terms of the Ergen Two-Year 2009 DISH GRAT, all 35,006,717 shares held by the Ergen Two-Year 2009 DISH GRAT were distributed as an annuity to Mr. Ergen on November 30, 2011. Following this distribution, the Ergen Two-Year 2009 DISH GRAT expired pursuant to its terms. Pursuant to the terms of the Ergen Two-Year 2010 DISH GRAT, 3,318,817 shares were distributed as an annuity to Mr. Ergen on November 30, 2011, with the Ergen Two-Year 2010 DISH GRAT retaining 9,181,183 shares. The Ergen Two-Year 2010 DISH GRAT expires on November 30, 2012. Pursuant to the terms of the Ergen Three-Year 2010 DISH GRAT, 1,638,608 shares were distributed as an annuity to Mr. Ergen on November 30, 2011, with the Ergen Three-Year 2010 DISH GRAT retaining 10,861,392 shares. The Ergen Three-Year 2010 DISH GRAT expires on November 30, 2013. Pursuant to the terms of the Ergen Four-Year 2010 DISH GRAT, 809,444 shares were distributed as an annuity to Mr. Ergen on November 30, 2011, with the Ergen Four-Year 2010 DISH GRAT retaining 11,690,556 shares. The Ergen Four-Year 2010 DISH GRAT expires on November 30, 2014. Pursuant to the terms of the Ergen Five-Year 2010 DISH GRAT, 320,551 shares were distributed as an annuity to Mr. Ergen on November 30, 2011, with the Ergen Five-Year 2010 DISH GRAT retaining 12,179,449 shares. The Ergen Five-Year 2010 DISH GRAT expires on November 30, 2015. There is no formal agreement to vote or dispose of the shares owned by each GRAT in a particular manner, except that the trust agreement for the GRAT contains an irrevocable provision that provides that the trustee will not dispose of any shares of the Issuer held by the GRAT unless a Change of Control Event (as defined in Item 6 of the GRAT's Schedule 13D/A filed on December 1, 2011) occurs. The dispositive and voting power of the shares held by each of the GRATs is made independent of each other, except to the extent that Mrs. Cantey M. Ergen is the trustee of each of the GRATs and in that respect is able to control the disposition and voting of the shares of Class B Common Stock owned by each such GRAT. /s/ Mrs. Cantey M. Ergen, Trustee of the Ergen Two-Year 2009 DISH GRAT, by Brandon E. Ehrhart her Attorney in Fact 2011-12-02 /s/ Mrs. Cantey M. Ergen, Trustee of the Ergen Two-Year 2010 DISH GRAT, by Brandon E. Ehrhart her Attorney in Fact 2011-12-02 /s/ Mrs. Cantey M. Ergen, Trustee of the Ergen Three-Year 2010 DISH GRAT, by Brandon E. Ehrhart her Attorney in Fact 2011-12-02 /s/ Mrs. Cantey M. Ergen, Trustee of the Ergen Four-Year 2010 DISH GRAT, by Brandon E. Ehrhart her Attorney in Fact 2011-12-02 /s/ Mrs. Cantey M. Ergen, Trustee of the Ergen Five-Year 2010 DISH GRAT, by Brandon E. Ehrhart her Attorney in Fact 2011-12-02