0001659362-18-000002.txt : 20181204
0001659362-18-000002.hdr.sgml : 20181204
20181204161530
ACCESSION NUMBER: 0001659362-18-000002
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20181130
FILED AS OF DATE: 20181204
DATE AS OF CHANGE: 20181204
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ergen Three Year 2015 SATS GRAT
CENTRAL INDEX KEY: 0001659362
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33807
FILM NUMBER: 181216991
BUSINESS ADDRESS:
STREET 1: C/O ECHOSTAR CORPORATION
STREET 2: 100 INVERNESS TERRACE EAST
CITY: ENGLEWOOD
STATE: CO
ZIP: 80112
BUSINESS PHONE: 3037064000
MAIL ADDRESS:
STREET 1: C/O ECHOSTAR CORPORATION
STREET 2: 100 INVERNESS TERRACE EAST
CITY: ENGLEWOOD
STATE: CO
ZIP: 80112
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ERGEN TWO YEAR 2017 SATS GRAT
CENTRAL INDEX KEY: 0001724546
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33807
FILM NUMBER: 181216992
BUSINESS ADDRESS:
STREET 1: C/O ECHOSTAR CORPORATION
STREET 2: 100 INVERNESS TERRACE EAST
CITY: ENGLEWOOD
STATE: CO
ZIP: 80112
BUSINESS PHONE: 303-706-4000
MAIL ADDRESS:
STREET 1: C/O ECHOSTAR CORPORATION
STREET 2: 100 INVERNESS TERRACE EAST
CITY: ENGLEWOOD
STATE: CO
ZIP: 80112
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ERGEN THREE YEAR 2017 SATS GRAT
CENTRAL INDEX KEY: 0001708529
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33807
FILM NUMBER: 181216993
BUSINESS ADDRESS:
STREET 1: C/O ECHOSTAR CORPORATION
STREET 2: 100 INVERNESS TERRACE EAST
CITY: ENGLEWOOD
STATE: CO
ZIP: 80112
BUSINESS PHONE: 303-706-4000
MAIL ADDRESS:
STREET 1: C/O ECHOSTAR CORPORATION
STREET 2: 100 INVERNESS TERRACE EAST
CITY: ENGLEWOOD
STATE: CO
ZIP: 80112
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: EchoStar CORP
CENTRAL INDEX KEY: 0001415404
STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663]
IRS NUMBER: 261232727
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 100 INVERNESS TERRACE E.
CITY: ENGLEWOOD
STATE: CO
ZIP: 80112
BUSINESS PHONE: 303-723-1277
MAIL ADDRESS:
STREET 1: 100 INVERNESS TERRACE E.
CITY: ENGLEWOOD
STATE: CO
ZIP: 80112
FORMER COMPANY:
FORMER CONFORMED NAME: EchoStar Holding CORP
DATE OF NAME CHANGE: 20071017
4
1
wf-form4_154395810946065.xml
FORM 4
X0306
4
2018-11-30
0
0001415404
EchoStar CORP
SATS
0001659362
Ergen Three Year 2015 SATS GRAT
1623 CENTRAL AVENUE, SUITE 214
CHEYENNE
WY
82001
0
0
0
1
Joint Filing Group
0001724546
ERGEN TWO YEAR 2017 SATS GRAT
9601 S. MERIDIAN BLVD.
ENGLEWOOD
CO
80112
0
0
1
0
0001708529
ERGEN THREE YEAR 2017 SATS GRAT
9601 S. MERIDIAN BLVD.
ENGLEWOOD
CO
80112
0
0
0
1
Joint Filing Group
Class B Common Stock
2018-11-30
4
G
0
4969546
D
Class A Common Stock
4969546.0
0
D
Class B Common Stock
2018-11-30
4
G
0
5388573
D
Class A Common Stock
5388573.0
2611427
D
Class B Common Stock
Class A Common Stock
4890958.0
4890958
D
On November 30, 2015, Charles W. Ergen established a Grantor Retained Annuity Trust ("GRAT"), the Ergen Three-Year 2015 SATS GRAT (the "2015 GRAT"), and contributed a total of 9,000,000 Class B shares to the 2015 GRAT. The reporting person 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 2015 GRAT, 3,489,069 shares were distributed to Mr. Ergen as an annuity payment on November 30, 2018 and the remaining 1,480,477 shares were distributed to a trust established by Mr. Ergen for the benefit of his family. Following these distributions, the 2015 GRAT expired in accordance with its terms.
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 each 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 GRATs' Schedule 13D/A filed on December 3, 2018) occurs. The dispositive and voting power of the shares held by each of the GRATs is independent of each other.
These securities are owned directly by the 2015 GRAT.
On November 30, 2017, Mr. Ergen established the Ergen Two-Year 2017 SATS GRAT (the "2017 November GRAT"), and contributed 8,000,000 Class B shares to the 2017 November GRAT. The 2017 November 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 2017 November GRAT, 5,388,573 Class B shares were distributed as an annuity to Mr. Ergen, with the 2017 November GRAT retaining 2,611,427 Class B shares. The 2017 November GRAT is scheduled to expire in accordance with its terms on November 30, 2019.
These securities are owned directly by the 2017 November GRAT.
On May 30, 2017, Mr. Ergen established the Ergen Three-Year 2017 SATS GRAT (the "2017 May GRAT"), and contributed a total of 7,600,000 Class B shares to the 2017 May GRAT. The 2017 May GRAT currently holds 4,890,958 Class B shares. The 2017 May 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.
These securities are owned directly by the 2017 May GRAT.
/s/ William R. Gouger, Trustee of the Ergen Three-Year 2015 SATS GRAT, by Joseph Turitz, his Attorney-in-Fact
2018-12-04
/s/ Cantey M. Ergen, Trustee of the Ergen Two-Year 2017 SATS GRAT, by Joseph Turitz, her Attorney-in-Fact
2018-12-04
/s/ Cantey M. Ergen, Trustee of the Ergen Three-Year 2017 SATS GRAT, by Joseph Turitz, her Attorney-in-Fact
2018-12-04