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Ergen family reshapes EchoStar (ECHO) control via GRAT transfers and LLC

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

EchoStar Corporation’s Schedule 13D amendment shows that the Ergen family and related entities continue to hold effective control of the company as of July 10, 2026. On a converted basis, Charles W. Ergen beneficially owns 148,681,347 shares, or 50.9% of the Class A common stock, and Cantey M. Ergen beneficially owns 147,197,377 shares, or 50.7%, each calculated from 159,134,547 Class A shares outstanding and assuming conversion of their Class B shares and exercisable options. Because Class B stock carries 10 votes per share, each may be deemed to beneficially own equity securities representing approximately 90.3% of EchoStar’s voting power. Telluray Holdings, LLC alone holds 78,807,979 shares, or 33.5% of the Class A common stock on a converted basis and about 52.1% of voting power.

On July 10, 2026, the Ergen Two‑Year July 2024 SATS GRAT distributed 2,622,061 Class B shares to Mr. Ergen as an annuity and contributed its remaining 15,939,781 Class B shares to Telluray Holdings, after which the trust expired. Trust agreements for the other GRATs restrict dispositions of EchoStar shares unless a defined Change of Control Event occurs. Under an Amended and Restated Support Agreement linked to the EchoStar–DISH merger, Mr. and Mrs. Ergen and Telluray Holdings have agreed for three years not to vote their Class A shares except in limited situations, leaving their effective voting power in those circumstances at about 89.4%, 89.3% and 51.9%, respectively.

Positive

  • None.

Negative

  • None.
Mr. Ergen beneficial ownership 148,681,347 shares Represents 50.9% of Class A common stock on a converted basis as of July 10, 2026
Mrs. Ergen beneficial ownership 147,197,377 shares Represents 50.7% of Class A common stock on a converted basis as of July 10, 2026
Shares outstanding 159,134,547 shares Class A Common Stock outstanding as of July 10, 2026
Telluray Holdings stake 78,807,979 shares 2,350,696 Class A and 76,457,283 Class B; 33.5% of Class A on a converted basis
Mr. and Mrs. Ergen voting power approximately 90.3% Voting power each may be deemed to beneficially own due to 10‑vote Class B shares
Telluray voting power approximately 52.1% Voting power represented by Telluray Holdings’ Class A and Class B EchoStar shares
GRAT annuity distribution 2,622,061 shares Class B shares distributed to Charles Ergen from the July 2024 SATS GRAT on July 10, 2026
GRAT contribution to Telluray 15,939,781 shares Class B shares contributed from the July 2024 SATS GRAT to Telluray Holdings
beneficially owns regulatory
"Because each share of Class B Common Stock is entitled to 10 votes per share, Mr. Ergen may be deemed to beneficially own equity securities"
Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.
Change of Control Event regulatory
"Each of the trust agreements ... will not dispose of any shares of EchoStar ... unless a Change of Control Event occurs."
grantor retained annuity trusts financial
"created for estate planning purposes including without limitation the grantor retained annuity trusts"
A grantor retained annuity trust (GRAT) is an estate-planning tool where an owner transfers assets into a trust and receives fixed payments back for a set number of years; any remaining assets after that period pass to designated beneficiaries. For investors it matters because it can move future investment growth to heirs while potentially reducing gift and estate taxes — like putting a rising asset in a timed box that pays you first and gives the remaining upside to others.
Continuing Director regulatory
"For purposes of the definition of 'Change of Control Event' 'Continuing Director' means, as of any date of determination, any member"
Equity Interest financial
"'Equity Interest' means any capital stock of EchoStar and all warrants, options or other rights to acquire capital stock"
An equity interest is an ownership stake in a company that gives the holder a share of its assets, profits and sometimes voting power—think of owning a slice of a pie that grows or shrinks with the business. Investors care because the size and type of that stake determine how much they benefit from future gains, bear losses, receive dividends, or influence decisions, and it directly affects the value and risk of their investment.
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FAQ

What percentage of EchoStar (ECHO) does Charles W. Ergen report owning?

Charles W. Ergen reports beneficial ownership of 148,681,347 shares, or 50.9% of EchoStar’s Class A common stock. This is based on 159,134,547 Class A shares outstanding and assumes conversion of his Class B shares and options exercisable within 60 days of July 10, 2026.

How much of EchoStar (ECHO) does Cantey M. Ergen beneficially own?

Cantey M. Ergen beneficially owns 147,197,377 shares, representing 50.7% of EchoStar’s Class A common stock on a converted basis. The calculation uses 159,134,547 Class A shares outstanding and assumes conversion of her Class B shares and options exercisable within 60 days of July 10, 2026.

What is the Ergen group’s voting power in EchoStar (ECHO)?

Because Class B shares carry 10 votes each, both Charles and Cantey Ergen may be deemed to beneficially own equity securities representing about 90.3% of EchoStar’s voting power. In certain circumstances under a support agreement, their effective voting power is about 89.4% and 89.3%, respectively.

What EchoStar (ECHO) shares are held by Telluray Holdings, LLC?

Telluray Holdings, LLC holds 78,807,979 shares (2,350,696 Class A and 76,457,283 Class B), equal to 33.5% of EchoStar’s Class A common stock on a converted basis. Those holdings represent about 52.1% of EchoStar’s voting power, or roughly 51.9% in certain limited voting circumstances.

What transaction did the July 2024 SATS GRAT report involving EchoStar (ECHO) shares?

On July 10, 2026, the Ergen Two‑Year July 2024 SATS GRAT distributed 2,622,061 Class B shares to Charles Ergen as an annuity and contributed the remaining 15,939,781 Class B shares to Telluray Holdings. After these transfers, the July 2024 GRAT expired in accordance with its terms.





278768106

(CUSIP Number)
Jeffrey Blum, Acting CLO
9601 S. Meridian Blvd.,
Englewood, CO, 80112
303-723-1000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
07/10/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) All share amounts include shares of Class A Common Stock, $0.001 par value per share ('Class A Common Stock') and Class B Common Stock, $0.001 par value per share ('Class B Common Stock') of EchoStar Corporation ('EchoStar'). The shares of Class B Common Stock are convertible into shares of Class A Common Stock on a one-for-one basis at any time. (2) Sole Voting Power and Sole Dispositive Power totals consist of: (i) 11,140,269 shares of Class A Common Stock beneficially owned directly by Mr. Ergen; (ii) 11,404 shares of Class A Common Stock beneficially owned indirectly by Mr. Ergen in the DISH Network Corporation ('DISH Network') 401(k) Employee Savings Plan (the 'DISH Network 401(k) Plan'); (iii) 5,010,508 shares of Class B Common Stock beneficially owned directly by Mr. Ergen; (iv) 1,497,478 shares of Class A Common Stock deemed to be beneficially owned under Rule 13d-3(d)(1) because Mr. Ergen has the right to acquire beneficial ownership of such shares within 60 days after July 10, 2026; and (v) 1,551,355 shares of Class A Common Stock held by CONX Corp. ('CONX') and beneficially owned indirectly by Mr. Ergen through nXgen Opportunities, LLC ('nXgen'), which controls CONX. (3) Shared Voting Power and Shared Dispositive Power totals consist of: (i) 2,000 shares of Class A Common Stock beneficially owned directly by Mr. Ergen's spouse, Cantey M. Ergen; (ii) 1,313 shares of Class A Common Stock beneficially owned indirectly by Mrs. Ergen in the DISH Network 401(k) Plan; (iii) 11,921 shares of Class A Common Stock beneficially owned by one of Mr. Ergen's children; (iv) 766,443 shares of Class A Common Stock beneficially owned by a charitable foundation for which Mr. Ergen is an officer and for which he shares voting and dispositive power with Mrs. Ergen; (v) 2,350,696 shares of Class A Common Stock and 76,457,283 shares of Class B Common Stock held by Telluray Holdings, LLC ('Telluray Holdings'), for which Mrs. Ergen has sole voting power as a manager of Telluray Holdings and for which Mr. Ergen and Mrs. Ergen share dispositive power as the managers of Telluray Holdings; (vi) 23,097,210 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the Ergen Two-Year May 2025 SATS GRAT (the "2025 May GRAT"); (vii) 14,483,467 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the Ergen Two-Year June 2025 SATS GRAT (the "2025 June GRAT"); (viii) 8,000,000 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the Ergen Two-Year July 2025 SATS GRAT (the '2025 July GRAT'); and (ix) 4,300,000 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the Ergen Two-Year June 2026 SATS GRAT (the "2026 June GRAT"). (4) Percent of Class Represented is based on 159,134,547 shares of Class A Common Stock outstanding on July 10, 2026 and assuming the conversion of only the shares of Class B Common Stock beneficially owned by Mr. Ergen into Class A Common Stock and giving effect to the exercise of options held by Mr. Ergen that are either currently exercisable as of, or may become exercisable within 60 days after, July 10, 2026. Because each share of Class B Common Stock is entitled to 10 votes per share, Mr. Ergen may be deemed to beneficially own equity securities of EchoStar representing approximately 90.3 percent of the voting power of EchoStar (assuming no conversion of any Class B Common Stock and giving effect to the exercise of options held by Mr. Ergen that are either currently exercisable as of, or may become exercisable within 60 days after, July 10, 2026). Pursuant to the Amended and Restated Support Agreement dated as of October 2, 2023 (the 'Amended Support Agreement', see Exhibit E), Mr. Ergen and certain other Reporting Persons have agreed not to vote, or cause or direct to be voted, the Class A Common Stock beneficially owned by them, other than with respect to any matter presented to the holders of Class A Common Stock on which holders of Class B Common Stock are not entitled to vote, for three years following the closing of the merger between EchoStar and DISH. As a result, Mr. Ergen's effective total voting power in such circumstances as of July 10, 2026 is approximately 89.4 percent.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) All share amounts include shares of Class A Common Stock and Class B Common Stock. The shares of Class B Common Stock are convertible into shares of Class A Common Stock on a one-for-one basis at any time. (2) Sole Voting Power shares consist of: (i) 2,000 shares of Class A Common Stock beneficially owned directly by Mrs. Ergen; (ii) 1,313 shares of Class A Common Stock beneficially owned indirectly by Mrs. Ergen in the DISH Network 401(k) Plan; (iii) 13,508 shares of Class A Common Stock deemed to be beneficially owned under Rule 13d-3(d)(1) because Mrs. Ergen has the right to acquire beneficial ownership of such shares within 60 days after July 10, 2026; (iv) 2,350,696 shares of Class A Common Stock and 76,457,283 shares of Class B Common Stock held by Telluray Holdings, for which Mrs. Ergen has sole voting power as a manager of Telluray Holdings; (v) 23,097,210 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the 2025 May GRAT; (vi) 14,483,467 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the 2025 June GRAT; (vii) 8,000,000 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the July 2025 GRAT; and (viii) 4,300,000 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the 2026 June GRAT. Mrs. Ergen exercises voting power with respect to Telluray Holdings and each of the 2025 May GRAT, the 2025 June GRAT, the 2025 July GRAT and the 2026 June GRAT independently and, with respect to the 2025 May GRAT, the 2025 June GRAT, the 2025 July GRAT, and the 2026 June GRAT, in accordance with her fiduciary responsibilities to the beneficiaries of such trusts. (3) Shared Voting Power shares consist of: (i) 11,140,269 shares of Class A Common Stock beneficially owned directly by Mrs. Ergen's spouse, Mr. Ergen; (ii) 11,404 shares of Class A Common Stock beneficially owned indirectly by Mr. Ergen in the DISH Network 401(k) Plan; (iii) 5,010,508 shares of Class B Common Stock beneficially owned directly by Mr. Ergen; (iv) 11,921 shares of Class A Common Stock beneficially owned by one of Mrs. Ergen's children; (v) 766,443 shares of Class A Common Stock beneficially owned by a charitable foundation for which Mrs. Ergen is an officer and for which she shares voting and dispositive power with Mr. Ergen; and (vi) 1,551,355 shares of Class A Common Stock held by CONX and beneficially owned indirectly by Mr. Ergen through nXgen, which controls CONX. (4) Sole Dispositive Power shares consist of: (i) 2,000 shares of Class A Common Stock beneficially owned directly by Mrs. Ergen; (ii) 1,313 shares of Class A Common Stock beneficially owned indirectly by Mrs. Ergen in the DISH Network 401(k) Plan; (iii) 13,508 shares of Class A Common Stock deemed to be beneficially owned under Rule 13d-3(d)(1) because Mrs. Ergen has the right to acquire beneficial ownership of such shares within 60 days after July 10, 2026; (iv) 23,097,210 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the 2025 May GRAT; (v) 14,483,467 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the 2025 June GRAT; (vi) 8,000,000 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the July 2025 GRAT; and (vii) 4,300,000 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the 2026 June GRAT. Mrs. Ergen exercises dispositive power with respect to each of the 2025 May GRAT, the 2025 June GRAT, the 2025 July GRAT and the 2026 June GRAT independently and in accordance with her fiduciary responsibilities to the beneficiaries of such trusts. (5) Shared Dispositive Power shares consist of: (i) 11,140,269 shares of Class A Common Stock beneficially owned directly by Mrs. Ergen's spouse, Mr. Ergen; (ii) 11,404 shares of Class A Common Stock beneficially owned indirectly by Mr. Ergen in the DISH Network 401(k) Plan; (iii) 5,010,508 shares of Class B Common Stock beneficially owned directly by Mr. Ergen; (iv) 11,921 shares of Class A Common Stock beneficially owned by one of Mrs. Ergen's children; (v) 766,443 shares of Class A Common Stock beneficially owned by a charitable foundation for which Mrs. Ergen is an officer and for which she shares voting and dispositive power with Mr. Ergen; (vi) 2,350,696 shares of Class A Common Stock and 76,457,283 shares of Class B Common Stock held by Telluray Holdings, for which Mr. Ergen and Mrs. Ergen share dispositive power as the managers of Telluray Holdings; and (vii) 1,551,355 shares of Class A Common Stock held by CONX and beneficially owned indirectly by Mr. Ergen through nXgen, which controls CONX. (6) Percent of Class Represented is based on 159,134,547 of Class A Common Stock outstanding on July 10, 2026 and assuming the conversion of only the shares of Class B Common Stock beneficially owned by Mrs. Ergen into Class A Common Stock and giving effect to the exercise of options held by Mrs. Ergen that are either currently exercisable as of, or may become exercisable within 60 days after, July 10, 2026. Because each share of Class B Common Stock is entitled to 10 votes per share, Mrs. Ergen may be deemed to beneficially own equity securities of EchoStar representing approximately 90.3 percent of the voting power of EchoStar (assuming no conversion of any Class B Common Stock and giving effect to the exercise of options held by Mrs. Ergen that are either exercisable as of, or may become exercisable within 60 days after, July 10, 2026). Pursuant to the Amended Support Agreement (see Exhibit E), Mrs. Ergen and certain other Reporting Persons have agreed not to vote, or cause or direct to be voted, the Class A Common Stock beneficially owned by them, other than with respect to any matter presented to the holders of Class A Common Stock on which holders of Class B Common Stock are not entitled to vote, for three years following the closing of the merger between EchoStar and DISH. As a result, Mrs. Ergen's effective total voting power in such circumstances as of July 10, 2026 is approximately 89.3 percent.


SCHEDULE 13D






SCHEDULE 13D




Comment for Type of Reporting Person:
(1) All share amounts include shares of Class B Common Stock. The shares of Class B Common Stock are convertible into shares of Class A Common Stock on a one-for-one basis at any time. (2) Percent of Class Represented is based on 159,134,547 shares of Class A Common Stock outstanding on July 10, 2026 and assuming conversion of only the shares of Class B Common Stock beneficially owned by the 2025 May GRAT into Class A Common Stock. Because such Class B Common Stock is convertible on a one-for-one basis into Class A Common Stock, assuming conversion of all shares of outstanding Class B Common Stock into Class A Common Stock, the percentage of the Class A Common Stock that the 2025 May GRAT may be deemed to beneficially own would be approximately 8.0 percent. Because each share of Class B Common Stock is entitled to 10 votes per share, the 2025 May GRAT beneficially owns equity securities of EchoStar representing approximately 15.7 percent of the voting power of EchoStar (assuming no conversion of any Class B Common Stock).


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) All share amounts include shares of Class B Common Stock. The shares of Class B Common Stock are convertible into shares of Class A Common Stock on a one-for-one basis at any time. (2) Percent of Class Represented is based on 159,134,547 shares of Class A Common Stock outstanding on July 10, 2026 and assuming conversion of only the shares of Class B Common Stock beneficially owned by the 2025 June GRAT into Class A Common Stock. Because such Class B Common Stock is convertible on a one-for-one basis into Class A Common Stock, assuming conversion of all shares of outstanding Class B Common Stock into Class A Common Stock, the percentage of the Class A Common Stock that the 2025 June GRAT may be deemed to beneficially own would be approximately 5.0 percent. Because each share of Class B Common Stock is entitled to 10 votes per share, the 2025 June GRAT beneficially owns equity securities of EchoStar representing approximately 9.8 percent of the voting power of EchoStar (assuming no conversion of any Class B Common Stock).


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) All share amounts include shares of Class B Common Stock. The shares of Class B Common Stock are convertible into shares of Class A Common Stock on a one-for-one basis at any time. (2) Percent of Class Represented is based on 159,134,547 shares of Class A Common Stock outstanding on July 10, 2026 and assuming conversion of only the shares of Class B Common Stock beneficially owned by the 2025 July GRAT into Class A Common Stock. Because such Class B Common Stock is convertible on a one-for-one basis into Class A Common Stock, assuming conversion of all shares of outstanding Class B Common Stock into Class A Common Stock, the percentage of the Class A Common Stock that the 2025 July GRAT may be deemed to beneficially own would be approximately 2.8 percent. Because each share of Class B Common Stock is entitled to 10 votes per share, the 2025 July GRAT beneficially owns equity securities of EchoStar representing approximately 5.4 percent of the voting power of EchoStar (assuming no conversion of any Class B Common Stock).


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) All share amounts include shares of Class B Common Stock. The shares of Class B Common Stock are convertible into shares of Class A Common Stock on a one-for-one basis at any time. (2) Percent of Class Represented is based on 159,134,547 shares of Class A Common Stock outstanding on July 10, 2026 and assuming conversion of only the shares of Class B Common Stock beneficially owned by the 2026 June GRAT into Class A Common Stock. Because such Class B Common Stock is convertible on a one-for-one basis into Class A Common Stock, assuming conversion of all shares of outstanding Class B Common Stock into Class A Common Stock, the percentage of the Class A Common Stock that the 2026 June GRAT may be deemed to beneficially own would be approximately 1.5 percent. Because each share of Class B Common Stock is entitled to 10 votes per share, the 2026 June GRAT beneficially owns equity securities of EchoStar representing approximately 2.9 percent of the voting power of EchoStar (assuming no conversion of any Class B Common Stock).


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) All share amounts include shares of Class A Common Stock and Class B Common Stock. The shares of Class B Common Stock are convertible into shares of Class A Common Stock on a one-for-one basis at any time. Totals consist of: (i) 2,350,696 shares of Class A Common Stock; and (ii) 76,457,283 shares of Class B Common Stock, for which Mrs. Ergen has sole voting power as a manager of Telluray Holdings and for which Mr. Ergen and Mrs. Ergen share dispositive power as the managers of Telluray Holdings. (2) Percent of Class Represented is based on 159,134,547 shares of Class A Common Stock outstanding on July 10, 2026 and assuming conversion of only the shares of Class B Common Stock beneficially owned by Telluray Holdings into Class A Common Stock. Because such Class B Common Stock is convertible on a one-for-one basis into Class A Common Stock, assuming conversion of all shares of outstanding Class B Common Stock into Class A Common Stock, the percentage of the Class A Common Stock that Telluray Holdings may be deemed to beneficially own would be approximately 27.1 percent. Because each share of Class B Common Stock is entitled to 10 votes per share, Telluray Holdings beneficially owns equity securities of EchoStar representing approximately 52.1 percent of the voting power of EchoStar (assuming no conversion of any Class B Common Stock). Pursuant to the Amended Support Agreement dated as of October 2, 2023 (see Exhibit E), Telluray Holdings and certain other Reporting Persons have agreed not to vote, or cause or direct to be voted, the Class A Common Stock beneficially owned by them, other than with respect to any matter presented to the holders of Class A Common Stock on which holders of Class B Common Stock are not entitled to vote, for three years following the closing of the merger between EchoStar and DISH. As a result, Telluray Holdings' effective total voting power in such circumstances as of July 10, 2026 is approximately 51.9 percent.


SCHEDULE 13D


Charles W. Ergen
Signature:/s/ Robert J. Hooke
Name/Title:Charles W. Ergen by Robert J. Hooke, attorney-in-fact
Date:07/14/2026
Cantey M. Ergen
Signature:/s/ Robert J. Hooke
Name/Title:Cantey M. Ergen by Robert J. Hooke, attorney-in-fact
Date:07/14/2026
Ergen Two-Year July 2024 SATS GRAT
Signature:/s/ Robert J. Hooke
Name/Title:Cantey M. Ergen, Trustee by Robert J. Hooke, attorney-in-fact
Date:07/14/2026
Ergen Two-Year May 2025 SATS GRAT
Signature:/s/ Robert J. Hooke
Name/Title:Cantey M. Ergen, Trustee by Robert J. Hooke, attorney-in-fact
Date:07/14/2026
Ergen Two-Year June 2025 SATS GRAT
Signature:/s/ Robert J. Hooke
Name/Title:Cantey M. Ergen, Trustee by Robert J. Hooke, attorney-in-fact
Date:07/14/2026
Ergen Two-Year July 2025 SATS GRAT
Signature:/s/ Robert J. Hooke
Name/Title:Cantey M. Ergen, Trustee by Robert J. Hooke, attorney-in-fact
Date:07/14/2026
Ergen Two-Year June 2026 SATS GRAT
Signature:/s/ Robert J. Hooke
Name/Title:Cantey M. Ergen, Trustee by Robert J. Hooke, attorney-in-fact
Date:07/14/2026
Telluray Holdings, LLC
Signature:/s/ Robert J. Hooke
Name/Title:Cantey M. Ergen, Manager by Robert J. Hooke, attorney-in-fact
Date:07/14/2026