Estate moves at EchoStar (SATS) shift Class B stock via GRAT gifts
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
EchoStar CORP insiders Charles W. Ergen and Cantey Ergen reported estate-planning moves involving Class B Common Stock linked to Class A shares. Several entries simply restate indirect and direct holdings in Class A and Class B stock.
The filing shows bona fide gifts of Class B shares and related transfers involving grantor retained annuity trusts (GRATs) and entities such as Telluray Holdings, LLC. One GRAT distributed 1,902,790 Class B shares to Mr. Ergen as an annuity payment and continued holding 23,097,210 Class B shares. Another GRAT distributed 381,135 Class B shares to Mr. Ergen and contributed 2,925,750 Class B shares to Telluray Holdings.
The Class B shares may be converted into an equal number of Class A shares for no additional consideration. After these non-market gifts and restructuring steps, Mr. Ergen continues to hold substantial direct and indirect positions in both classes of EchoStar stock.
Positive
- None.
Negative
- None.
Insights
EchoStar’s chair reports non-market gifts and trust transfers of Class B shares, with large positions retained.
The Form 4 centers on Class B Common Stock tied economically to Class A Common Stock through a zero-cost conversion right. The key coded transactions are G (bona fide gift) and J (other acquisition or disposition), which generally reflect estate and trust planning rather than market trading.
Footnotes describe multiple two-year SATS GRATs making annuity distributions of 381,135 and 1,902,790 Class B shares to Charles Ergen, plus a contribution of 2,925,750 Class B shares to Telluray Holdings, LLC. Other entries update remaining GRAT and entity holdings, with the filing noting ongoing substantial indirect positions.
Because there are no open‑market purchases or sales and the reported changes arise from gifts and GRAT mechanics, these transactions typically carry limited signaling value for near-term trading in EchoStar shares.
Insider Trade Summary
7,493,600 shares gifted
Mixed
16 txns
Insider
ERGEN CHARLES W, ERGEN CANTEY
Role
CHAIRMAN, PRES and CEO | null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Gift | Class B Common Stock | 3,306,885 | $0.00 | -- |
| Gift | Class B Common Stock | 381,135 | $0.00 | -- |
| Other | Class B Common Stock | 2,925,750 | $0.00 | -- |
| Gift | Class B Common Stock | 1,902,790 | $0.00 | -- |
| Gift | Class B Common Stock | 1,902,790 | $0.00 | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class B Common Stock — 0 shares (Indirect, I);
Class B Common Stock — 2,469,124 shares (Direct, null);
Class A Common Stock — 11,140,269 shares (Direct, null);
Class A Common Stock — 11,404 shares (Indirect, I)
Footnotes (1)
- By 401(K). Held by Mrs. Cantey M. Ergen, Mr. Ergen's spouse. Held by Mrs. Ergen in a 401(k) account. The shares are owned beneficially by the reporting persons' child. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein. The shares are held by a charitable foundation. The reporting persons are officers of the charitable foundation and share voting and dispositive power for the foundation. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein. The shares are held by Telluray Holdings, LLC. Mr. Ergen and Mrs. Ergen are the managers of Telluray Holdings, LLC. Mrs. Ergen, as a manager of Telluray Holdings, LLC, has sole voting power over the Class A shares and Class B shares held by Telluray Holdings, LLC, and Mr. Ergen and Mrs. Ergen, as the managers of Telluray Holdings, LLC, share dispositive power over the Class A shares and Class B shares held by Telluray Holdings, LLC. The reporting persons disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein. These shares are beneficially owned indirectly by Mr. Ergen through nXgen Opportunities, LLC, which controls CONX Corp. The reporting persons disclaim beneficial ownership of the shares except to the extent of their pecuniary interest therein. The holder of Class B shares may elect to convert any or all of their Class B shares into an equal number of Class A shares at any time for no additional consideration. Pursuant to the terms of the Ergen Two-Year May 2024 SATS GRAT (the "2024 May GRAT"), on May 13, 2026, the 2024 May GRAT: (i) distributed 381,135 Class B shares held by the 2024 May GRAT to Mr. Ergen as an annuity payment; and (ii) contributed the remaining 2,925,750 Class B shares to Telluray Holdings in exchange for membership units in Telluray Holdings, and the 2024 May GRAT expired in accordance with its terms. Pursuant to the terms of the Ergen Two-Year May 2025 SATS GRAT (the "2025 May GRAT"), on May 13, 2026, the 2025 May GRAT distributed 1,902,790 Class B shares held by the 2025 May GRAT to Mr. Ergen as an annuity payment. Following this distribution, the 2025 May GRAT holds 23,097,210 Class B shares. The 2025 May GRAT is scheduled to expire in accordance with its terms on May 13, 2027. Mrs. Cantey M. Ergen serves as the trustee of the 2025 May GRAT. On July 10, 2024, Mr. Ergen established the Ergen Two-Year July 2024 SATS GRAT (the "2024 July GRAT") and contributed 26,500,000 Class B shares to the 2024 July GRAT. The 2024 July GRAT currently holds 18,561,842 Class B shares. The 2024 July GRAT is scheduled to expire in accordance with its terms on July 10, 2026. Mrs. Cantey M. Ergen serves as the trustee of the 2024 July GRAT. On June 26, 2025, Mr. Ergen established the Ergen Two-Year June 2025 SATS GRAT (the "2025 June GRAT") and contributed 16,800,000 Class B shares to the 2025 June GRAT. The 2025 June GRAT is scheduled to expire in accordance with its terms on June 26, 2027. Mrs. Cantey M. Ergen serves as the trustee of the 2025 June GRAT. On July 29, 2025, Mr. Ergen established the Ergen Two-Year July 2025 SATS GRAT (the "2025 July GRAT") and contributed 8,000,000 Class B shares to the 2025 July GRAT. The 2025 July GRAT is scheduled to expire in accordance with its terms on July 29, 2027. Mrs. Cantey M. Ergen serves as the trustee of the 2025 July GRAT.
Key Figures
Gifted Class B shares (2025 May GRAT distribution): 1,902,790 shares
Class B shares remaining in 2025 May GRAT: 23,097,210 shares
Class B shares distributed from 2024 May GRAT: 381,135 shares
+5 more
8 metrics
Gifted Class B shares (2025 May GRAT distribution)
1,902,790 shares
Distributed to Charles Ergen as annuity payment on May 13, 2026
Class B shares remaining in 2025 May GRAT
23,097,210 shares
Held by 2025 May GRAT after May 13, 2026 distribution
Class B shares distributed from 2024 May GRAT
381,135 shares
Annuity payment to Charles Ergen on May 13, 2026
Class B shares contributed to Telluray Holdings
2,925,750 shares
Contributed by 2024 May GRAT in exchange for membership units
Initial contribution to 2024 July GRAT
26,500,000 shares
Class B shares contributed on July 10, 2024
Current 2024 July GRAT holdings
18,561,842 shares
Class B shares held by 2024 July GRAT per filing
2025 June GRAT funding
16,800,000 shares
Class B shares contributed on June 26, 2025
2025 July GRAT funding
8,000,000 shares
Class B shares contributed on July 29, 2025
Key Terms
bona fide gift, grantor retained annuity trust, pecuniary interest, dispositive power, +2 more
6 terms
bona fide gift financial
"transaction_code_description": "Bona fide gift""
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
grantor retained annuity trust financial
"Ergen Two-Year May 2024 SATS GRAT (the "2024 May GRAT")"
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
pecuniary interest financial
"disclaim beneficial ownership of the shares, except to the extent of their pecuniary interest therein"
dispositive power financial
"share voting and dispositive power for the foundation"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
convert financial
"may elect to convert any or all of their Class B shares into an equal number of Class A shares"
Convert is the act of exchanging one type of financial claim for another—most commonly turning a bond or preferred share into common stock according to preset terms. For investors it matters because conversion changes who owns what and how many shares exist, which can increase upside if the company does well but can also dilute existing shareholders and alter the mix of risk and return, like trading a fixed coupon for a slice of company ownership.
membership units financial
"contributed the remaining 2,925,750 Class B shares to Telluray Holdings in exchange for membership units"
FAQ
What insider stock activity did EchoStar (SATS) report for Charles W. Ergen?
EchoStar reported that Charles W. Ergen recorded bona fide gifts and GRAT-related transfers of Class B Common Stock. These transactions involved distributions and contributions among trusts and entities, rather than open-market purchases or sales, while maintaining large direct and indirect holdings.
What happened to the EchoStar 2024 May GRAT in this Form 4 filing for SATS?
The 2024 May GRAT distributed 381,135 Class B shares to Charles W. Ergen as an annuity payment and contributed 2,925,750 Class B shares to Telluray Holdings, LLC. In exchange, it received membership units, and the 2024 May GRAT then expired in accordance with its terms.