SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
ERGEN THREE YEAR 2017 SATS GRAT

(Last) (First) (Middle)
9601 S. MERIDIAN BLVD.

(Street)
ENGLEWOOD CO 80112

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EchoStar CORP [ SATS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
Joint Filing Group
3. Date of Earliest Transaction (Month/Day/Year)
05/30/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (1) 05/30/2018 G(2) 2,709,042 (1) (1) Class A Common Stock 2,709,042 (1) 4,890,958 D(3)(4)
Class B Common Stock (5) (5) (5) Class A Common Stock 8,000,000 8,000,000 D(3)(6)
Class B Common Stock (7) (7) (7) Class A Common Stock 4,969,546 4,969,546 D(3)(8)
1. Name and Address of Reporting Person*
ERGEN THREE YEAR 2017 SATS GRAT

(Last) (First) (Middle)
9601 S. MERIDIAN BLVD.

(Street)
ENGLEWOOD CO 80112

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ERGEN TWO YEAR 2017 SATS GRAT

(Last) (First) (Middle)
9601 S. MERIDIAN BLVD.

(Street)
ENGLEWOOD CO 80112

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Ergen Three Year 2015 SATS GRAT

(Last) (First) (Middle)
5701 S. SANTA FE DRIVE

(Street)
LITTLETON CO 80123

(City) (State) (Zip)
Explanation of Responses:
1. On May 30, 2017, Charles W. Ergen established a Grantor Retained Annuity Trust ("GRAT"), 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 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.
2. Pursuant to the terms of the 2017 May GRAT, 2,709,042 Class B shares were distributed as an annuity to Mr. Ergen on May 30, 2018, with the 2017 May GRAT retaining 4,890,958 Class B shares. The 2017 May GRAT is scheduled to expire in accordance with its terms on May 30, 2020.
3. 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 1, 2017) occurs. The dispositive and voting power of the shares held by each of the GRATs is independent of each other.
4. These securities are owned directly by the 2017 May GRAT.
5. 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.
6. These securities are owned directly by the 2017 November GRAT.
7. On November 30, 2015, Mr. Ergen established the Ergen Three-Year 2015 SATS GRAT (the "2015 GRAT") and contributed a total of 9,000,000 Class B shares to such trust. The 2015 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.
8. These securities are owned directly by the 2015 GRAT.
Remarks:
/s/ Cantey M. Ergen, Trustee of the Ergen Three-Year 2017 SATS GRAT, by Joseph Turitz, her Attorney-in-Fact 06/01/2018
/s/ Cantey M. Ergen, Trustee of the Ergen Two-Year 2017 SATS GRAT, by Joseph Turitz, her Attorney-in-Fact 06/01/2018
/s/ William R. Gouger, Trustee of the Ergen Three-Year 2015 SATS GRAT, by Joseph Turitz, his Attorney-in-Fact 06/01/2018
** Signature of Reporting Person Date
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