0001104659-24-001014.txt : 20240103 0001104659-24-001014.hdr.sgml : 20240103 20240103190715 ACCESSION NUMBER: 0001104659-24-001014 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: Schanman Gary CENTRAL INDEX KEY: 0002003129 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33807 FILM NUMBER: 24509080 MAIL ADDRESS: STREET 1: 9601 S. MERIDIAN BLVD. CITY: ENGLEWOOD STATE: CO ZIP: 80112 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EchoStar CORP CENTRAL INDEX KEY: 0001415404 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] ORGANIZATION NAME: 06 Technology 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 tm2333986-12_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2023-12-31 0 0001415404 EchoStar CORP SATS 0002003129 Schanman Gary 100 INVERNESS TERRACE EAST ENGLEWOOD CO 80112 0 1 0 0 ExcVP/Grp Pres,Video Services 0 Employee Stock Option (Right to Buy) 52.36 2023-12-31 4 A 0 9549 A 2032-07-01 Class A Common Stock 9549 9549 D Employee Stock Option (Right to Buy) 18.79 2023-12-31 4 A 0 3510 A 2033-07-01 Class A Common Stock 3510 3510 D Employee Stock Option (Right to Buy) 52.36 2023-12-31 4 A 0 7017 A 2032-07-01 Class A Common Stock 7017 7017 D Employee Stock Option (Right to Buy) 52.36 2023-12-31 4 A 0 18521 A 2032-07-01 Class A Common Stock 18521 18521 D Employee Stock Option (Right to Buy) 52.36 2023-12-31 4 A 0 7017 A 2032-07-22 Class A Common Stock 7017 7017 D Employee Stock Option (Right to Buy) 18.79 2023-12-31 4 A 0 14033 A 2033-07-01 Class A Common Stock 14033 14033 D The shares underlying these options vest 20% per year on each of July 1, 2023, July 1, 2024, July 1, 2025, July 1, 2026 and July 1, 2027. Received in exchange for a an employee stock option to acquire shares of DISH Class A Common Stock in connection with the Amended and Restated Agreement and Plan of Merger, dated as of October 2, 2023 ("Merger Agreement"), by and between the Issuer, DISH and EAV Corp., a Nevada corporation and a wholly owned direct subsidiary of the Issuer ("Merger Sub"). Pursuant to the Merger Agreement, on December 31, 2023, Merger Sub merged with and into DISH with DISH surviving the merger as a wholly owned subsidiary of the Issuer (the "Merger"). At the Effective Time, each stock option held by the reporting person was converted into an Issuer stock option on substantially the same terms and conditions, with respect to a number of shares of Issuer Class A Common Stock equal to (i) the number of shares of DISH Class A Common Stock subject to the corresponding DISH stock option immediately prior to the Effective Time, multiplied by (ii) 0.350877 (the "Exchange Ratio"), at an exercise price equal to the exercise price of the corresponding DISH stock option immediately prior to the Effective Time divided by the Exchange Ratio. The shares underlying these options vest 20% per year on each of July 1, 2024, July 1, 2025, July 1, 2026, July 1, 2027 and July 1, 2028. The grant is subject to achievement of certain performance criteria prior to December 31, 2026 and will vest based on achievement of such criteria. The performance criteria are not tied to the market price of the Issuer's securities. /s/ Gary Schanman, by Dean Manson, Attorney-in-Fact 2024-01-03