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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 

 

Date of Report (Date of earliest event reported): January 10, 2024 (January 8, 2024)

  

ECHOSTAR CORPORATION

(Exact name of registrant as specified in its charter)

 

001-33807

(Commission File Number)

 

Nevada 26-1232727

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

 

100 Inverness Terrace East  
Englewood, Colorado 80112
(Address of principal executive offices) (Zip code)

 

(303) 706-4000

(Registrant’s telephone number, including area code)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  Trading Symbol(s)   Name of each exchange on which registered
Class A common stock, $0.01 par value   SATS   The Nasdaq Stock Market L.L.C.

 

DISH NETWORK CORPORATION

(Exact name of registrant as specified in its charter)

 

001-39144
(Commission File Number)

 

Nevada 88-0336997

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

 

9601 South Meridian Boulevard  
Englewood, Colorado 80112
(Address of principal executive offices) (Zip code)

 

(303) 723-1000
(Registrant’s telephone number, including area code)

 

Securities registered pursuant to Section 12(b) of the Act: None

 

DISH DBS CORPORATION

(Exact name of registrant as specified in its charter)

 

333-31929
(Commission File Number)

 

 

Colorado 84-1328967

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

 

9601 South Meridian Boulevard  
Englewood, Colorado 80112
(Address of principal executive offices) (Zip code)

 

(303) 723-1000
(Registrant’s telephone number, including area code)

 

Securities registered pursuant to Section 12(b) of the Act: None

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

   
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
¨  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Co-Registrant CIK
Co-Registrant Amendment Flag
Co-Registrant Form Type
Co-Registrant DocumentPeriodEndDate
Co-Registrant Written Communications
Co-Registrant Solicitating Materials
Co-Registrant PreCommencement Tender Offer
Co-Registrant PreCommencement Issuer Tender Offer
Co-Registrant Emerging growth company

Co-Registrant CIK
Co-Registrant Amendment Flag
Co-Registrant Form Type
Co-Registrant DocumentPeriodEndDate
Co-Registrant Written Communications
Co-Registrant Solicitating Materials
Co-Registrant PreCommencement Tender Offer
Co-Registrant PreCommencement Issuer Tender Offer
Co-Registrant Emerging growth company

 

 

 

 

 

Item 5.02  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Departure of Directors; Election of Directors

 

On January 8, 2024, Mr. Timothy Messner submitted his resignation from the board of directors of DISH DBS Corporation (“DISH DBS”). Mr. Messner did not resign from such position as a result of any disagreement with DISH DBS relating to its operations, policies or practices. Mr. Messner will continue as an officer of DISH DBS. On January 8, 2024, Mr. Tom Ortolf was appointed a director of DISH DBS. Mr. Ortolf is also a director of EchoStar Corporation.

 

Item 8.01  Other.

 

On January 10, 2024, the Corporation issued a press release, furnished herewith as Exhibit 99.1.

 

Item 9.01. Financial Statements and Exhibits.

 

Exhibit No.   Description
Exhibit 99.1   Press Release of EchoStar Corporation, titled, “EchoStar Corporation Unlocks Incremental Strategic, Financial and Operating Flexibility Following Completion of Merger with Dish Network Corporation”
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

 

   

ECHOSTAR CORPORATION

DISH NETWORK CORPORATION

DISH DBS CORPORATION

 
   
Date: January 10, 2024 By: /s/ Dean A. Manson
   

Dean A. Manson

Chief Legal Officer and Secretary