Form 4: Ergen Family Adjusts EchoStar Holdings

EchoStar's Chairman and CEO, Charles W. Ergen, and Senior Advisor, Cantey M. Ergen, reported changes in their beneficial ownership of Class A and Class B common stock, primarily through GRATs and family trusts.

Summary

• Charles W. Ergen disposed of 11,821 shares of Class A Common Stock via gift on December 26, 2025, at a price of $0.
• On December 22, 2025, the Ergen Two-Year December 2023 SATS GRAT distributed 2,060,220 Class B shares to Mr. Ergen as an annuity payment, and contributed the remaining 16,978,158 Class B shares to Telluray Holdings, LLC, upon its expiration.
• On December 22, 2025, certain trusts established by Mr. Ergen for the benefit of his family contributed 5,422,728 Class B shares to Telluray Holdings, LLC.
• Mr. Ergen established several new Grantor Retained Annuity Trusts (GRATs) in 2024 and 2025, contributing significant amounts of Class B shares to them, with Mrs. Cantey M. Ergen serving as trustee.
• Following these transactions, Charles W. Ergen directly owns 11,140,269 Class A shares and 2,087,989 Class B shares.
• Indirect beneficial ownership of Class A shares includes 11,367 shares in a 401(k), 213 shares held by Mrs. Cantey M. Ergen, 1,276 shares in Mrs. Ergen's 401(k), 11,921 shares by a child, 766,443 shares by a charitable foundation, 2,350,696 shares by Telluray Holdings, LLC, and 1,551,355 shares by nXgen Opportunities, LLC.
• Indirect beneficial ownership of Class B shares includes 52,169,024 shares and 57,591,752 shares held by Telluray Holdings, LLC, 3,306,885 shares by the 2024 May GRAT, 18,561,842 shares by the 2024 July GRAT, 25,000,000 shares by the 2025 May GRAT, 16,800,000 shares by the 2025 June GRAT, and 8,000,000 shares by the 2025 July GRAT.

Sentiment

Score: 5

Explanation: This Form 4 reports routine insider transactions related to estate planning and ownership restructuring, with no direct positive or negative implications for company performance or valuation.

Future Outlook

The filing details the scheduled expiration dates for several Grantor Retained Annuity Trusts (GRATs) established by Mr. Ergen, with the earliest expiring on May 13, 2026, and the latest on July 29, 2027. These expirations will likely lead to further restructuring of beneficial ownership of Class B shares.

Industry Context

This filing primarily concerns the personal estate planning and ownership restructuring of EchoStar's key executives, Charles W. Ergen and Cantey M. Ergen. It does not provide information directly related to broader industry trends or competitive landscape within the satellite services or communications sector.

Related Party Transactions

• Charles W. Ergen's gift of Class A Common Stock.
• Transactions involving the Ergen Two-Year December 2023 SATS GRAT, established by Mr. Ergen.
• Contributions of Class B shares from family trusts established by Mr. Ergen to Telluray Holdings, LLC.
• Establishment of new GRATs (2024 May, 2024 July, 2025 May, 2025 June, 2025 July) by Mr. Ergen, with Mrs. Cantey M. Ergen serving as trustee.
• Beneficial ownership through a 401(k) account, Mrs. Cantey M. Ergen, Mrs. Ergen's 401(k) account, a child, a charitable foundation where the reporting persons are officers, Telluray Holdings, LLC where the reporting persons are managers, and nXgen Opportunities, LLC which Mr. Ergen controls.

Stakeholder Impact

• Primarily impacts the ownership structure and estate planning of the Ergen family, who are significant shareholders and executives.
• Provides transparency to other shareholders regarding the beneficial ownership of key insiders, but does not directly alter their economic interest or voting power in the company.

Next Steps

• Expiration of the Ergen Two-Year May 2024 SATS GRAT on May 13, 2026.
• Expiration of the Ergen Two-Year July 2024 SATS GRAT on July 10, 2026.
• Expiration of the Ergen Two-Year May 2025 SATS GRAT on May 13, 2027.
• Expiration of the Ergen Two-Year June 2025 SATS GRAT on June 26, 2027.
• Expiration of the Ergen Two-Year July 2025 SATS GRAT on July 29, 2027.

Key Dates

Keywords

EchoStar, SATS, Charles Ergen, Cantey Ergen, Insider Transaction, Form 4, Beneficial Ownership, Class A Common Stock, Class B Common Stock, GRAT, Telluray Holdings, Estate Planning