UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On April 27, 2023, EchoStar Corporation (“EchoStar”) held its 2023 Annual Meeting of Shareholders (the “2023 Annual Meeting”).
The following matters were voted upon at the 2023 Annual Meeting:
| 1. | Election of R. Stanton Dodge, Michael T. Dugan, Charles W. Ergen, Lisa W. Hershman, Pradman P. Kaul, C. Michael Schroeder, Jeffrey R. Tarr and William D. Wade as directors to serve until the 2024 Annual Meeting of Shareholders or until their respective successors shall be duly elected and qualified; |
| 2. | Ratification of the appointment of KPMG LLP as EchoStar’s independent registered public accounting firm for the fiscal year ending December 31, 2023; |
| 3. | Non-binding advisory vote on the compensation of EchoStar’s named executive officers; and |
| 4. | Non-binding advisory vote on the frequency of future advisory votes on the compensation of EchoStar’s named executive officers. |
The following are the final voting results for each of the items voted on at the 2023 Annual Meeting:
Proposal 1: Election of Directors:
| Votes | ||||||||||||
| Nominee | For | Withheld | Broker Non-Votes | |||||||||
| R. Stanton Dodge | 490,976,115 | 11,172,801 | 4,435,160 | |||||||||
| Michael T. Dugan | 490,910,111 | 11,238,805 | 4,435,160 | |||||||||
| Charles W. Ergen | 490,694,457 | 11,454,459 | 4,435,160 | |||||||||
| Lisa W. Hershman | 491,545,832 | 10,603,084 | 4,435,160 | |||||||||
| Pradman P. Kaul | 490,860,933 | 11,287,983 | 4,435,160 | |||||||||
| C. Michael Schroeder | 489,274,119 | 12,874,797 | 4,435,160 | |||||||||
| Jeffrey R. Tarr | 489,682,807 | 12,466,109 | 4,435,160 | |||||||||
| William D. Wade | 487,111,283 | 15,037,633 | 4,435,160 | |||||||||
Proposal 2: Ratification of the appointment of KPMG LLP:
| Votes | |||||||||||
| For | Against | Abstain | |||||||||
| 506,255,185 | 286,454 | 42,437 | |||||||||
Proposal 3: Non-binding Advisory Vote on Executive Compensation:
| Votes | |||||||||||||||
| For | Against | Abstain | Broker Non-Votes | ||||||||||||
| 493,571,464 | 8,442,894 | 134,558 | 4,435,160 | ||||||||||||
Proposal 4: Non-binding Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation:
| Votes | |||||||||||||||||||
| 1 Year | 2 Year | 3 Year | Abstain | Broker Non-Votes | |||||||||||||||
| 19,001,475 | 45,784 | 482,962,842 | 138,815 | 4,435,160 | |||||||||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ECHOSTAR CORPORATION | ||
| Date: April 28, 2023 | By: | /s/ Dean A. Manson |
| Dean A. Manson | ||
| Chief Legal Officer and Secretary | ||