4//SEC Filing
Telluray Holdings, LLC 4
Accession 0001415889-24-000440
CIK 0001001082other
Filed
Jan 2, 7:00 PM ET
Accepted
Jan 3, 7:50 PM ET
Size
9.1 KB
Accession
0001415889-24-000440
Insider Transaction Report
Form 4
Telluray Holdings, LLC
10% Owner
Transactions
- Disposition to Issuer
Class B Common Stock
2023-12-31−63,790,620→ 0 total→ Class A Common Stock (63,790,620 underlying) - Disposition to Issuer
Class A Common Stock
2023-12-31−6,699,489→ 0 total
Footnotes (4)
- [F1]Pursuant to the Amended and Restated Agreement and Plan of Merger, dated as of October 2, 2023 ("Merger Agreement"), by and between the Issuer, EchoStar Corporation, a Nevada corporation ("EchoStar") and EAV Corp., a Nevada corporation and a wholly owned direct subsidiary of EchoStar ("Merger Sub"), on December 31, 2023, Merger Sub merged with and into the Issuer with the Issuer surviving the merger as a wholly owned subsidiary of EchoStar (the "Merger").
- [F2]Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of Class A Common Stock, par value $0.01 per share, of the Issuer ("Issuer Class A Common Stock") and Class B Common Stock, par value $0.01 per share, of the Issuer ("Issuer Class B Common Stock") held by the Reporting Person was converted into the right to receive 0.350877 shares of Class A Common Stock, par value $0.001 per share, of EchoStar ("EchoStar Class A Common Stock") or Class B Common Stock, par value $0.001 per share, of EchoStar ("EchoStar Class B Common Stock"), as applicable.
- [F3]Mr. Charles W. Ergen and his spouse, Mrs. Cantey M. Ergen, serve as managers of Telluray Holdings, LLC ("Telluray Holdings"). Mrs. Ergen, as a manager of Telluray Holdings, has sole voting power over the shares of Class A Common Stock and Class B Common Stock held by Telluray Holdings and Mr. Ergen and Mrs. Ergen, as the managers of Telluray Holdings, share dispositive power over the shares of Class A Common Stock and Class B Common Sock held by Telluray Holdings.
- [F4]The holder of the Class B shares may elect to convert any or all of its Class B shares into an equal number of Class A shares at any time for no additional consideration.
Documents
Issuer
DISH Network CORP
CIK 0001001082
Entity typeother
Related Parties
1- filerCIK 0001747721
Filing Metadata
- Form type
- 4
- Filed
- Jan 2, 7:00 PM ET
- Accepted
- Jan 3, 7:50 PM ET
- Size
- 9.1 KB