Form 4: EchoStar GRAT Distributes Class B Shares, Expires

A Grantor Retained Annuity Trust (GRAT) related to EchoStar's 10% owner distributed 19 million Class B shares to Mr. Ergen and Telluray Holdings, then expired.

Summary

• The Ergen Two-Year December 2023 SATS GRAT, an entity related to EchoStar's 10% owner, completed its planned distribution and expired.
• On December 22, 2025, the GRAT disposed of a total of 19,038,378 Class B Common Stock shares of EchoStar Corp.
• Of these, 2,060,220 Class B shares were distributed to Mr. Ergen as an annuity payment.
• The remaining 16,978,158 Class B shares were contributed to Telluray Holdings, LLC in exchange for membership units.
• Class B shares are convertible into an equal number of Class A shares at any time without additional consideration.

Sentiment

Score: 5

Explanation: The filing reports a pre-planned estate planning transaction (GRAT distribution and expiration) by a significant shareholder, which is generally neutral in terms of market sentiment as it does not reflect operational performance or new strategic decisions.

Future Outlook

No forward-looking statements or guidance were provided in this filing.

Industry Context

This is an insider transaction related to estate planning, not directly tied to broader industry trends. It reflects a change in beneficial ownership structure for a significant shareholder within EchoStar Corp.

Related Party Transactions

• The transaction involves the Ergen Two-Year December 2023 SATS GRAT, which distributed shares to Mr. Ergen (a director and 10% owner) and Telluray Holdings, LLC, an entity likely related to Mr. Ergen, as part of an estate planning strategy.

Stakeholder Impact

• Shareholders: The beneficial ownership of a significant block of Class B shares has shifted from a GRAT to Mr. Ergen and Telluray Holdings, LLC. This is a change in the structure of ownership for a 10% owner, but not a change in the ultimate control or economic interest of the underlying shares. The convertibility of Class B to Class A shares remains unchanged.

Next Steps

• The Ergen Two-Year December 2023 SATS GRAT has expired in accordance with its terms.

Key Dates

Keywords

EchoStar, SATS, Form 4, Beneficial Ownership, Class B Common Stock, GRAT, Grantor Retained Annuity Trust, Charlie Ergen, Telluray Holdings, Equity Distribution, Estate Planning