Home/Filings/4/0001415889-22-007974
4//SEC Filing

Messner Timothy A. 4

Accession 0001415889-22-007974

CIK 0001001082other

Filed

Jul 25, 8:00 PM ET

Accepted

Jul 26, 6:46 PM ET

Size

35.0 KB

Accession

0001415889-22-007974

Insider Transaction Report

Form 4
Period: 2022-07-22
Messner Timothy A.
EVP & General Counsel
Transactions
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2022-07-2210,0000 total
    Exercise: $34.63Exp: 2030-07-01Class A Common Stock (10,000 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    2022-07-22+72,67172,671 total
    Exercise: $20.00Exp: 2032-07-22Class A Common Stock (72,671 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    2022-07-22+36,00036,000 total
    Exercise: $20.00Exp: 2032-07-22Class A Common Stock (36,000 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    2022-07-22+40,00040,000 total
    Exercise: $20.00Exp: 2032-07-22Class A Common Stock (40,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2022-07-22100,0000 total
    Exercise: $35.42Exp: 2028-10-01Class A Common Stock (100,000 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    2022-07-22+106,500106,500 total
    Exercise: $20.00Exp: 2032-07-22Class A Common Stock (106,500 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2022-07-222,5000 total
    Exercise: $69.73Exp: 2025-04-01Class A Common Stock (2,500 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2022-07-2215,0000 total
    Exercise: $46.29Exp: 2026-04-01Class A Common Stock (15,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2022-07-2225,0000 total
    Exercise: $62.76Exp: 2027-07-01Class A Common Stock (25,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2022-07-2240,0000 total
    Exercise: $33.14Exp: 2029-04-01Class A Common Stock (40,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2022-07-2250,0000 total
    Exercise: $47.75Exp: 2028-01-01Class A Common Stock (50,000 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    2022-07-22+27,32927,329 total
    Exercise: $20.00Exp: 2032-07-22Class A Common Stock (27,329 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2022-07-2240,0000 total
    Exercise: $31.73Exp: 2032-02-01Class A Common Stock (40,000 underlying)
Footnotes (12)
  • [F1]The transactions reported herein reflect the exchange of "underwater" options to acquire shares of the Issuer's Class A Common Stock pursuant to the terms and conditions set forth in the Issuer's Offer to Exchange Eligible Stock Options dated June 24, 2022, which expired on July 22, 2022 (the "Exchange"). Effective July 22, 2022, the Issuer cancelled the options the Reporting Person elected to exchange and granted to the Reporting Person an identical number of options with, among other new terms, a new exercise price and an extended vesting schedule for options that are not subject to achievement of certain performance criteria. The new exercise price is $20, which is higher than the closing price per share of the Issuer's Class A Common Stock on the Nasdaq Global Select Market of $18.70 on July 22, 2022.
  • [F10]The grant is subject to achievement of certain performance criteria prior to December 31, 2023 and will vest based on achievement of such criteria. The performance criteria are not tied to the market price of the Issuer's securities.
  • [F11]Pursuant to the Exchange, the Reporting Person exchanged the following vested options granted on October 1, 2018 (72,671 options) for a total exchange of 72,671 vested options. 40% of the shares underlying these options vest immediately upon the grant date. The remaining 60% of the shares underlying these options vest 20% per year on each of July 1, 2023, July 1, 2024 and July 1, 2025.
  • [F12]The grant is subject to achievement of certain performance criteria prior to December 31, 2026 and will vest based on achievement of such criteria. The performance criteria are not tied to the market price of the Issuer's securities.
  • [F2]The shares underlying the options were scheduled to vest at the rate of 20% per year, commencing upon April 1, 2016.
  • [F3]The shares underlying the options were scheduled to vest at the rate of 20% per year, commencing upon April 1, 2017.
  • [F4]The shares underlying the options were scheduled to vest at the rate of 20% per year, commencing upon July 1, 2018.
  • [F5]The shares underlying the options were scheduled to vest at the rate of 20% per year, commencing upon January 1, 2019.
  • [F6]The shares underlying the options were scheduled to vest at the rate of 20% per year, commencing upon April 1, 2020.
  • [F7]The shares underlying the options were scheduled to vest at the rate of 20% per year, commencing upon July 1, 2021.
  • [F8]Pursuant to the Exchange, the Reporting Person exchanged the following vested options granted on April 1, 2015 (2,500 options), April 1, 2016 (15,000 options), July 1, 2017 (25,000 options), January 1, 2018 (40,000 options), April 1, 2019 (20,000 options) and July 1, 2020 (4,000 options) for a total exchange of 106,600 vested options. 40% of the shares underlying these options vest immediately upon the grant date. The remaining 60% of the shares underlying these options vest 20% per year on each of July 1, 2023, July 1, 2024 and July 1, 2025.
  • [F9]Pursuant to the Exchange, the Reporting Person exchanged the following unvested options granted on January 1, 2018 (10,000 options), April 1, 2019 (20,000 options) and July 1, 2020 (6,000 options) for a total exchange of 36,000 unvested options. The shares underlying these options vest 20% per year on each of July 1, 2023, July 1, 2024, July 1, 2025, July 1, 2026 and July 1, 2027.

Issuer

DISH Network CORP

CIK 0001001082

Entity typeother

Related Parties

1
  • filerCIK 0001722081

Filing Metadata

Form type
4
Filed
Jul 25, 8:00 PM ET
Accepted
Jul 26, 6:46 PM ET
Size
35.0 KB