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