EchoStar (SATS) Form 4 EchoStar / CHARLES W ERGEN ownership change

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 CHARLES W

(Last) (First) (Middle)

100 INVERNESS TERRACE EAST

(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)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
Chairman

3. Date of Earliest Transaction (Month/Day/Year)
12/02/2019

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
Class A Common Stock								2,200,678	D
Class A Common Stock								6,122	I	By child(1)
Class A Common Stock								47	I	By spouse
Class A Common Stock								3,705	I	By 401(k)
Class A Common Stock								201	I	By Spouse's 401(k)
Class A Common Stock								5,400	I	By Charitable Foundation(2)
Class A Common Stock								824	I	I(3)

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	(4)	12/02/2019		G(5)			2,611,427	(4)	(4)	Class A Common Stock	2,611,427	$0	0	I	I(5)
Class B Common Stock	(4)	12/02/2019		G(5)		2,611,427		(4)	(4)	Class A Common Stock	2,611,427	$0	3,614,348	D
Class B Common Stock	(4)	12/02/2019		G(6)			5,733,901	(4)	(4)	Class A Common Stock	5,733,901	$0	14,266,099	I	I(6)
Class B Common Stock	(4)	12/02/2019		G(6)		5,733,901		(4)	(4)	Class A Common Stock	5,733,901	$0	9,348,249	D
Class B Common Stock	(4)							(4)	(4)	Class A Common Stock	5,000,000		5,000,000	I	I(7)
Class B Common Stock	(4)							(4)	(4)	Class A Common Stock	5,000,000		5,000,000	I	I(8)
Class B Common Stock	(4)							(4)	(4)	Class A Common Stock	1,264,486		1,264,486	I	I(9)
Class B Common Stock	(4)							(4)	(4)	Class A Common Stock	12,808,205		12,808,205	I	I(10)

1. Name and Address of Reporting Person^*

ERGEN CHARLES W

(Last) (First) (Middle)

100 INVERNESS TERRACE EAST

(Street)

ENGLEWOOD CO 80112

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ERGEN CANTEY

(Last) (First) (Middle)

9601 S. MERIDIAN BLVD.

(Street)

ENGLEWOOD CO 80112

(City) (State) (Zip)

Explanation of Responses:

1. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

2. The shares are held by a charitable foundation. The reporting persons are officers of the charitable foundation and share voting and dispositive power for the foundation. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

3. These shares are held by a trust for which Mr. Ergen's spouse, Cantey M. Ergen, has durable power of attorney for the beneficiary of the trust. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

4. The holder of Class B shares may elect to convert any or all of their Class B shares into an equal number of Class A shares at any time for no additional consideration.

5. On November 30, 2017, Mr. Ergen established the Ergen Two-Year 2017 SATS GRAT (the "2017 November GRAT") and contributed a total of 8,000,000 Class B shares to such trust. Pursuant to the terms of the 2017 November GRAT, all of the remaining 2,611,427 Class B shares were distributed as an annuity to Mr. Ergen on December 2, 2019 and the 2017 November GRAT expired in accordance with its terms. Mrs. Cantey M. Ergen served as the trustee of the 2017 November GRAT.

6. On November 30, 2018, Mr. Ergen established the Ergen Two-Year November 2018 SATS GRAT (the "2018 November GRAT") and contributed a total of 20,000,000 Class B shares to such trust. Pursuant to the terms of the 2018 November GRAT, 5,733,901 Class B shares were distributed to Mr. Ergen as an annuity payment on December 2, 2019, with the 2018 November GRAT retaining 14,266,099 Class B shares. The 2018 November GRAT is scheduled to expire in accordance with its terms on November 30, 2020. Mrs. Cantey M. Ergen serves as the trustee of the 2018 November GRAT.

7. On May 20, 2019, Mr. Ergen established the Ergen Two-Year May 2019 SATS GRAT (the "2019 May GRAT") and contributed a total of 5,000,000 Class B shares to such trust. The 2019 May GRAT is scheduled to expire in accordance with its terms on May 20, 2021. Mrs. Cantey M. Ergen serves as the trustee of the 2019 May GRAT.

8. On May 30, 2019, Mr. Ergen established the Ergen Two-Year 2019 SATS GRAT II (the "2019 GRAT II") and contributed a total of 5,000,000 Class B shares to such trust. The 2019 GRAT II is scheduled to expire in accordance with its terms on May 30, 2021. Mrs. Cantey M. Ergen serves as the trustee of the 2019 GRAT II.

9. 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 such trust. The 2017 May GRAT currently holds 1,264,486 Class B shares and is scheduled to expire in accordance with its terms on May 30, 2020. Mrs. Cantey M. Ergen serves as the trustee of the 2017 May GRAT.

10. These shares are held by Telluray Holdings, LLC ("Telluray"). Mrs. Ergen has sole voting power over the Class B shares held by Telluray and Mr. Ergen and Mrs. Ergen share dispositive power over the Class B shares held by Telluray. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

Remarks:

	/s/ Charles W. Ergen, by Joseph Turitz, his attorney-in-fact	12/04/2019
	/s/ Cantey M. Ergen, by Joseph Turitz, her attorney-in-fact	12/04/2019
	** Signature of Reporting Person	Date
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