EchoStar Corporation insiders led by Charles and Cantey Ergen filed Amendment No. 65 to Schedule 13D updating their ownership structure and control. Mr. Ergen reports beneficial ownership of 148,681,314 shares, or 51.0% of the Class A Common Stock on an as-converted basis, while Mrs. Ergen reports 147,197,344 shares, or 50.7%.
Because Class B shares carry 10 votes each, both Mr. and Mrs. Ergen may be deemed to control approximately 90.3% of EchoStar’s voting power, with effective voting power of about 89% due to support-agreement restrictions on voting certain Class A shares.
The amendment also discloses creation of the Ergen Two-Year June 2026 SATS GRAT, which received 4,300,000 Class B shares on June 15, 2026 for estate-planning purposes, and describes multiple GRATs and Telluray Holdings that together hold sizable Class B positions subject to detailed change-of-control and disposition provisions.
Positive
None.
Negative
None.
Insights
Filing confirms the Ergen group’s sustained supermajority voting control through dual-class stock and estate-planning vehicles.
The disclosure shows Charles and Cantey Ergen, plus related trusts and Telluray Holdings, beneficially owning just over half of EchoStar’s Class A on an as-converted basis. Due to high-vote Class B shares, each may be deemed to control about 90.3% of total voting power.
The amendment highlights continued use of grantor retained annuity trusts and Telluray Holdings to hold Class B stock, including a new 2026 June GRAT receiving 4.3M Class B shares. Trust agreements restrict dispositions absent a defined Change of Control Event, reinforcing long-term concentration of control.
An Amended Support Agreement further limits voting of Class A shares for three years after the EchoStar–DISH merger, marginally reducing effective voting power to the high-89% range in certain matters. Overall, this filing largely formalizes structure and confirms ongoing insider control rather than signaling a strategic shift.
Key Figures
Charles Ergen beneficial ownership:148,681,314 sharesCantey Ergen beneficial ownership:147,197,344 sharesShares outstanding:159,072,973 shares+5 more
8 metrics
Charles Ergen beneficial ownership148,681,314 sharesAggregate beneficially owned; 51.0% of Class A on as-converted basis
Cantey Ergen beneficial ownership147,197,344 sharesAggregate beneficially owned; 50.7% of Class A on as-converted basis
Shares outstanding159,072,973 sharesClass A Common Stock outstanding as of June 15, 2026
New 2026 June GRAT contribution4,300,000 sharesClass B shares contributed by Charles Ergen on June 15, 2026
Ergen voting power90.3% voting powerApproximate voting power for each of Charles and Cantey Ergen
Telluray Holdings ownership62,868,198 sharesEchoStar shares held; 28.6% of Class A on as-converted basis
Telluray voting power41.3% voting powerVoting power from Class A and Class B shares, before support limits
2024 July GRAT voting power12.6% voting powerVoting power from 18,561,842 Class B shares assuming no conversion
Key Terms
grantor retained annuity trust, Change of Control Event, beneficial ownership, Registration Rights Agreement, +2 more
6 terms
grantor retained annuity trustfinancial
"All of the GRATs listed in 2(a) were formed under the laws of the State of Colorado and their principal business is to hold a portion of the assets and estate of Mr. Ergen."
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.
Change of Control Eventfinancial
"Each of the trust agreements ... contains an irrevocable provision that provides that the trustee will not dispose of any shares of EchoStar ... unless a Change of Control Event occurs."
beneficial ownershipfinancial
"This filing is for the cumulative share holdings of an affiliated group ... for the aggregate number of shares ... beneficially owned by each of the Reporting Persons."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Registration Rights Agreementfinancial
"Exhibit F: Registration Rights Agreement, dated as of December 31, 2023, among EchoStar Corporation, Charles W. Ergen, Cantey M. Ergen and other signatories thereto"
A registration rights agreement is a contract that gives investors the option to have their ownership stakes officially registered with the government, making it easier to sell their shares later. This agreement matters because it provides investors with a clearer path to cash out their investments if they choose, offering more liquidity and confidence in their ability to sell their holdings when desired.
support agreementfinancial
"Pursuant to the Amended and Restated Support Agreement dated as of October 2, 2023 ... Mr. Ergen and certain other Reporting Persons have agreed not to vote ... certain Class A Common Stock"
A support agreement is a written commitment in which one or more parties promise to take specific actions—such as lending money, voting a certain way, or providing other help—to back a corporate deal, restructuring or financing. For investors it matters because these promises raise the chances a plan will succeed and reduce uncertainty about who will pay or vote for what; think of it like neighbors formally agreeing to chip in and carry out a shared repair so everyone knows it will get done.
voting powerfinancial
"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"
Voting power is the ability shareholders have to influence a company's major decisions—like electing the board, approving mergers, or changing corporate rules—based on the voting rights attached to the shares they hold. For investors it matters because greater voting power is like holding more keys to a building: it gives you a stronger say over management choices and the company’s strategy, which can affect future value and risk.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 65)
EchoStar CORP
(Name of Issuer)
Class A Common Stock, $0.001 par value per share
(Title of Class of Securities)
278768106
(CUSIP Number)
Dean A. Manson, CLO 9601 S. Meridian Blvd.,
Englewood,
CO,
80112 303-723-1000
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
06/15/2026
(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
CUSIP Number(s):
278768106
1
Name of reporting person
Charles W. Ergen
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
OO
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
14,272,420.00
8
Shared Voting Power
134,408,894.00
9
Sole Dispositive Power
14,272,420.00
10
Shared Dispositive Power
134,408,894.00
11
Aggregate amount beneficially owned by each reporting person
148,681,314.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
51.0 %
14
Type of Reporting Person (See Instructions)
IN
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) 71,914 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 June 15, 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) 1,967 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 60,517,502 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) 18,561,842 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 2024 SATS GRAT (the '2024 July GRAT'); (vii) 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"); (viii) 16,800,000 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 2025 SATS GRAT (the "2025 June GRAT"); (ix) 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 (x) 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 159,072,973 shares of Class A Common Stock outstanding on June 15, 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, June 15, 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, June 15, 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 June 15, 2026 is approximately 89.4 percent.
SCHEDULE 13D
CUSIP Number(s):
278768106
1
Name of reporting person
Cantey M. Ergen
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
OO
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
133,644,038.00
8
Shared Voting Power
13,553,306.00
9
Sole Dispositive Power
70,775,840.00
10
Shared Dispositive Power
76,421,504.00
11
Aggregate amount beneficially owned by each reporting person
147,197,344.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
50.7 %
14
Type of Reporting Person (See Instructions)
IN
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) 1,967 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 June 15, 2026; (iv) 2,350,696 shares of Class A Common Stock and 60,517,502 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) 18,561,842 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the 2024 July GRAT; (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 2025 May GRAT; (vii) 16,800,000 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of 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 July 2025 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 2026 June GRAT. Mrs. Ergen exercises voting power with respect to Telluray Holdings and each of the 2024 July GRAT, the 2025 May GRAT, the 2025 June GRAT, the 2025 July GRAT and the 2026 June GRAT independently and, with respect to the 2024 July GRAT, 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) 71,914 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) 1,967 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 June 15, 2026; (iv) 18,561,842 shares of Class B Common Stock owned beneficially by Mrs. Ergen solely by virtue of her position as trustee of the 2024 July GRAT; (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) 16,800,000 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 dispositive power with respect to each of the 2024 July GRAT, 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) 71,914 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 60,517,502 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 159,072,973 of Class A Common Stock outstanding on June 15, 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, June 15, 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, June 15, 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 June 15, 2026 is approximately 89.3 percent.
SCHEDULE 13D
CUSIP Number(s):
278768106
1
Name of reporting person
Ergen Two-Year July 2024 SATS GRAT
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
OO
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
COLORADO
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
18,561,842.00
8
Shared Voting Power
0.00
9
Sole Dispositive Power
18,561,842.00
10
Shared Dispositive Power
0.00
11
Aggregate amount beneficially owned by each reporting person
18,561,842.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
10.5 %
14
Type of Reporting Person (See Instructions)
OO
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 159,072,973 shares of Class A Common Stock outstanding on June 15, 2026 and assuming conversion of only the shares of Class B Common Stock beneficially owned by the 2024 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 2024 July GRAT may be deemed to beneficially own would be approximately 6.4 percent. Because each share of Class B Common Stock is entitled to 10 votes per share, the 2024 July GRAT beneficially owns equity securities of EchoStar representing approximately 12.6 percent of the voting power of EchoStar (assuming no conversion of any Class B Common Stock).
SCHEDULE 13D
CUSIP Number(s):
278768106
1
Name of reporting person
Ergen Two-Year May 2025 SATS GRAT
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
OO
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
COLORADO
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
23,097,210.00
8
Shared Voting Power
0.00
9
Sole Dispositive Power
23,097,210.00
10
Shared Dispositive Power
0.00
11
Aggregate amount beneficially owned by each reporting person
23,097,210.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
12.7 %
14
Type of Reporting Person (See Instructions)
OO
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 159,072,973 shares of Class A Common Stock outstanding on June 15, 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
CUSIP Number(s):
278768106
1
Name of reporting person
Ergen Two-Year June 2025 SATS GRAT
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
OO
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
COLORADO
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
16,800,000.00
8
Shared Voting Power
0.00
9
Sole Dispositive Power
16,800,000.00
10
Shared Dispositive Power
0.00
11
Aggregate amount beneficially owned by each reporting person
16,800,000.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
9.6 %
14
Type of Reporting Person (See Instructions)
OO
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 159,072,973 shares of Class A Common Stock outstanding on June 15, 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 5.8 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 11.4 percent of the voting power of EchoStar (assuming no conversion of any Class B Common Stock).
SCHEDULE 13D
CUSIP Number(s):
278768106
1
Name of reporting person
Ergen Two-Year July 2025 SATS GRAT
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
OO
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
COLORADO
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
8,000,000.00
8
Shared Voting Power
0.00
9
Sole Dispositive Power
8,000,000.00
10
Shared Dispositive Power
0.00
11
Aggregate amount beneficially owned by each reporting person
8,000,000.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
4.8 %
14
Type of Reporting Person (See Instructions)
OO
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 159,072,973 shares of Class A Common Stock outstanding on June 15, 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
CUSIP Number(s):
278768106
1
Name of reporting person
Ergen Two-Year June 2026 SATS GRAT
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
OO
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
COLORADO
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
4,300,000.00
8
Shared Voting Power
0.00
9
Sole Dispositive Power
4,300,000.00
10
Shared Dispositive Power
0.00
11
Aggregate amount beneficially owned by each reporting person
4,300,000.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
2.6 %
14
Type of Reporting Person (See Instructions)
OO
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 159,072,973 shares of Class A Common Stock outstanding on June 15, 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).
(optional, 20,000-character limit, line endings allowed,
SCHEDULE 13D
CUSIP Number(s):
278768106
1
Name of reporting person
Telluray Holdings, LLC
2
Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
3
SEC use only
4
Source of funds (See Instructions)
OO
5
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
6
Citizenship or place of organization
WYOMING
Number of Shares Beneficially Owned by Each Reporting Person With:
7
Sole Voting Power
62,868,198.00
8
Shared Voting Power
0.00
9
Sole Dispositive Power
62,868,198.00
10
Shared Dispositive Power
0.00
11
Aggregate amount beneficially owned by each reporting person
62,868,198.00
12
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
13
Percent of class represented by amount in Row (11)
28.6 %
14
Type of Reporting Person (See Instructions)
OO
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) 60,517,502 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 159,072,973 shares of Class A Common Stock outstanding on June 15, 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 21.7 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 41.3 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 June 15, 2026 is approximately 41.1 percent.
SCHEDULE 13D
Item 1.
Security and Issuer
(a)
Title of Class of Securities:
Class A Common Stock, $0.001 par value per share
(b)
Name of Issuer:
EchoStar CORP
(c)
Address of Issuer's Principal Executive Offices:
9601 South Meridian Boulevard, Englewood,
COLORADO
, 80112.
Item 2.
Identity and Background
(a)
Items 2(a)-(f) are amended and restated as follows:
Charles W. Ergen
Cantey M. Ergen
2024 July GRAT
2025 May GRAT
2025 June GRAT
2025 July GRAT
2026 June GRAT
Telluray Holdings
(b)
The principal address for all Reporting Persons except Telluray Holdings, LLC is 9601 S. Meridian Blvd., Englewood, Colorado 80112.
The principal address for Telluray Holdings is 1623 Central Avenue, Suite 214, Cheyenne, Wyoming 82001.
(c)
Mr. Ergen's principal occupation is Chairman, President and Chief Executive Officer of EchoStar.
Mrs. Ergen is a Senior Advisor and member of the Board of Directors of EchoStar.
All of the GRATs listed in 2(a) were formed under the laws of the State of Colorado and their principal business is to hold a portion of the assets and estate of Mr. Ergen.
Telluray Holdings is a limited liability company organized under the laws of the State of Wyoming and its principal business is to hold a portion of the assets and estate of Mr. Ergen and to hold certain assets of certain trusts established for the benefit of his family.
(d)
During the last five years, none of the Reporting Persons in 2(a) have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)
During the last five years, none of the Reporting Persons listed in 2(a) have been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding been subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activity subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)
United States
Item 3.
Source and Amount of Funds or Other Consideration
Item 3 is hereby amended and supplemented as follows:
The 2026 June GRAT acquired beneficial ownership of 4,300,000 shares of Class B Common Stock when Mr. Ergen contributed such shares of Class B Common Stock to the 2026 June GRAT on June 15, 2026. Mr. Ergen established the 2026 June GRAT for estate planning purposes. Shares of Class B Common Stock may be exchanged for shares of Class A Common Stock on a one-for-one basis at any time.
The Reporting Persons may from time to time acquire shares of Class A Common Stock for investment purposes. Such Class A Common Stock may be acquired with personal funds or funds borrowed by the Reporting Persons.
Item 4.
Purpose of Transaction
Item 4 is hereby amended and supplemented as follows:
As described in Item 3 above, Mr. Ergen contributed 4,300,000 shares of Class B Common Stock to the 2026 June GRAT on June 15, 2026. Mr. Ergen established the 2026 June GRAT for estate planning purposes. Under the trust agreement establishing the 2026 June GRAT, Mr. Ergen's spouse, Cantey M. Ergen, serves as trustee of the 2026 June GRAT and holds sole voting and dispositive power over the 4,300,000 shares of Class B Common Stock held by the 2026 June GRAT, except as set forth in Item 6. Mr. Ergen receives an annual annuity amount from the 2026 June GRAT under the trust agreement governing the 2026 June GRAT. Members of Mr. and Mrs. Ergen's family are the beneficiaries of the 2026 June GRAT. The 2026 June GRAT is scheduled to expire on June 15, 2028.
Item 5.
Interest in Securities of the Issuer
(a)
Items 5(a)-(e) are hereby amended and supplemented as follows:
This filing is for the cumulative share holdings of an affiliated group as of the close of business on June 15, 2026. See Items 11 and 13 of the cover pages to this Amendment No. 65 for the aggregate number of shares of Class A Common Stock and percentage of Class A Common Stock beneficially owned by each of the Reporting Persons. The Reporting Persons' beneficial ownership of shares of Class A Common Stock excludes 313,649 shares of Class A Common Stock held by certain trusts established by Mr. Ergen for the benefit of his family. Mr. Ergen and Mrs. Ergen disclaim beneficial ownership of the 2,350,696 shares of Class A Common Stock and 60,517,502 shares of Class B Common Stock held by Telluray Holdings, except to the extent of their pecuniary interest. Mr. Ergen disclaims beneficial ownership of the 1,551,355 shares of Class A Common Stock held by CONX, except to the extent of his pecuniary interest.
(b)
See Items 7 through 10 of the cover pages to this Amendment No. 65 for the number of shares of Class A Common Stock beneficially owned by each of the Reporting Persons as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote and sole or shared power to dispose or to direct the disposition.
(c)
The Reporting Persons have not effected any transactions in the Class A Common Stock of EchoStar in the last sixty days other than: (i) as described herein; and (ii) as reflected in Amendment No. 64 to this Schedule 13D.
(d)
Not applicable.
(e)
Not applicable.
Item 6.
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
Item 6 is hereby amended and supplemented as follows:
Except as disclosed below, none of Mr. Ergen, Mrs. Ergen, the 2024 July GRAT, the 2025 May GRAT, the 2025 June GRAT, the 2025 July GRAT, the 2026 June GRAT or Telluray Holdings is a party to any contracts, arrangements, understandings or relationships, including but not limited to, transfer or voting of any of the securities, finders' fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies nor are any of the securities pledged or otherwise subject to a contingency the occurrence of which would give another person voting power or investment power over such securities.
Each of the trust agreements for the 2024 July GRAT, the 2025 May GRAT, the 2025 June GRAT, the 2025 July GRAT and the 2026 June GRAT contains an irrevocable provision that provides that the trustee will not dispose of any shares of EchoStar held by the 2024 July GRAT, the 2025 May GRAT, the 2025 June GRAT, the 2025 July GRAT or the 2026 June GRAT, respectively, unless a Change of Control Event occurs. If a Change of Control Event occurs, the trustee of each of the 2024 July GRAT, the 2025 May GRAT, the 2025 June GRAT, the 2025 July GRAT and the 2026 June GRAT will have sole discretion with respect to the disposition of any shares of EchoStar held by the 2024 July GRAT, the 2025 May GRAT, the 2025 June GRAT, the 2025 July GRAT and the 2026 June GRAT, respectively.
A 'Change of Control Event' will occur if: (i) as the result of a transaction or a series of transactions any person other than Charles W. Ergen (or a Related Party) individually owns more than fifty percent (50 percent) of the total equity interests of either (A) EchoStar or (B) the surviving entity in any such transaction(s) or a controlling affiliate of such surviving entity in such transaction(s); and (ii) a majority of the members of the Board of Directors of EchoStar are no longer Continuing Directors; and (iii) as the result of a transaction or a series of transactions any person other than Charles W. Ergen (or a Related Party) individually owns more than fifty percent (50 percent) of the total voting power of either (A) EchoStar or (B) the surviving entity in any such transaction(s) or a controlling affiliate of such surviving entity in such transaction(s); and (iv) Charles W. Ergen sells Equity Interests such that he owns beneficially less than 50 percent of the total equity interests that he owned beneficially immediately following the grant of shares to the 2024 July GRAT, the 2025 May GRAT, the 2025 June GRAT, the 2025 July GRAT or the 2026 June GRAT, as applicable.
For purposes of the definition of 'Change of Control Event'
'Continuing Director' means, as of any date of determination, any member of the Board of Directors of EchoStar who: (a) was a member of such Board of Directors on the date on which the applicable grantor retained annuity trust was established; or (b) was nominated for election or elected to such Board of Directors either (x) with the affirmative vote of a majority of the Continuing Directors who were members of such Board of Directors at the time of such nomination or election or (y) by Charles W. Ergen and his Related Parties.
'Equity Interest' means any capital stock of EchoStar and all warrants, options or other rights to acquire capital stock of EchoStar (but excluding any debt security that is convertible into, or exchangeable for, capital stock of EchoStar).
'Related Party' means, (a) Charles W. Ergen's spouse and each of his immediate family members; (b) each trust, corporation, partnership or other entity of which Charles W. Ergen beneficially holds an eighty percent (80 percent) or more controlling interest or that was created for estate planning purposes including without limitation the grantor retained annuity trusts; and (c) the personal representatives, administrators, executor, guardians, or any person(s) or entit(ies) to which Charles W. Ergen's shares of EchoStar are transferred as a result of a transfer by will or the applicable laws of descent and distribution.
Item 7.
Material to be Filed as Exhibits.
Exhibit A: Agreement of Joint Filing
Exhibit B: Power of Attorney for Charles W. Ergen (incorporated by reference from Exhibit B to the Reporting Person's Schedule 13D dated November 30, 2020 and filed with the Securities and Exchange Commission on December 1, 2020).
Exhibit C: Power of Attorney for Cantey M. Ergen (incorporated by reference from Exhibit C to the reporting person's Schedule 13D dated November 30, 2020 and filed with the Securities and Exchange Commission on December 1, 2020)
Exhibit D: Power of Attorney for Telluray Holdings, LLC (incorporated by reference from Exhibit J to the reporting person's Schedule 13D dated November 30, 2020 and filed with the Securities and Exchange Commission on December 1, 2020)
Exhibit E: Amended and Restated Support Agreement dated as of October 2, 2023 (incorporated by reference from Exhibit 10.1 to the Current Report on Form 8-K of EchoStar Corporation dated October 3, 2023 and filed with the Securities and Exchange Commission on October 3, 2023 (File No. 001-33807))
Exhibit F: Registration Rights Agreement, dated as of December 31, 2023, among EchoStar Corporation, Charles W. Ergen, Cantey M. Ergen and other signatories thereto (incorporated by reference from Exhibit 10.1 to the Current Report on Form 8-K of EchoStar Corporation dated December 31, 2023 and filed with the Securities and Exchange Commission on January 2, 2024 (File No. 001-33807))
Exhibit G: Power of Attorney for Two-Year July 2024 SATS GRAT (incorporated by reference from Exhibit M to the Reporting Person's Schedule 13D dated July 10, 2024 and filed with the Securities and Exchange Commission on July 12, 2024)
Exhibit H: Power of Attorney for Two-Year May 2025 SATS GRAT (incorporated by reference from Exhibit L to the Reporting Person's Schedule 13D dated May 13, 2025 and filed with the Securities and Exchange Commission on May 15, 2025)
Exhibit I: Power of Attorney for Two-Year June 2025 SATS GRAT (incorporated by reference from Exhibit L to the Reporting Person's Schedule 13D dated June 26, 2025 and filed with the Securities and Exchange Commission on June 30, 2025)
Exhibit J: Power of Attorney for Two-Year July 2025 SATS GRAT (incorporated by reference from Exhibit L to the Reporting Person's Schedule 13D dated July 29, 2025 and filed with the Securities and Exchange Commission on July 31, 2025)
Exhibit K: Power of Attorney for Two-Year June 2026 SATS GRAT
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Charles W. Ergen
Signature:
/s/ Robert J. Hooke
Name/Title:
Charles W. Ergen by Robert J. Hooke, attorney-in-fact
Date:
06/17/2026
Cantey M. Ergen
Signature:
/s/ Robert J. Hooke
Name/Title:
Cantey M. Ergen by Robert J. Hooke, attorney-in-fact
Date:
06/17/2026
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:
06/17/2026
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:
06/17/2026
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:
06/17/2026
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:
06/17/2026
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:
06/17/2026
Telluray Holdings, LLC
Signature:
/s/ Robert J. Hooke
Name/Title:
Cantey M. Ergen, Manager by Robert J. Hooke, attorney-in-fact
How much of EchoStar (SATS) stock does Charles W. Ergen beneficially own?
Charles W. Ergen beneficially owns 148,681,314 shares of EchoStar stock, representing 51.0% of the Class A Common Stock on an as-converted basis. This figure includes both Class A and convertible Class B shares, plus options exercisable within 60 days of June 15, 2026.
What is Cantey M. Ergen’s beneficial ownership in EchoStar (SATS)?
Cantey M. Ergen beneficially owns 147,197,344 shares of EchoStar, equal to 50.7% of the Class A Common Stock on an as-converted basis. Her holdings span direct shares, options, Telluray Holdings, and several SATS grantor retained annuity trusts where she serves as trustee.
What voting power do the Ergen insiders hold at EchoStar (SATS)?
Because each Class B share carries 10 votes, both Charles and Cantey Ergen may be deemed to control about 90.3% of EchoStar’s total voting power. After factoring support-agreement limits on certain Class A votes, their effective voting power is disclosed around the 89% level.
What is the new 2026 June GRAT disclosed for EchoStar (SATS)?
The Ergen Two-Year June 2026 SATS GRAT is a Colorado grantor retained annuity trust created for estate-planning purposes. On June 15, 2026, it received 4,300,000 Class B shares contributed by Charles W. Ergen. Cantey M. Ergen serves as trustee with sole voting and dispositive power over those shares.
How many EchoStar (SATS) shares does Telluray Holdings own and what is its voting power?
Telluray Holdings owns 62,868,198 EchoStar shares, including 2,350,696 Class A and 60,517,502 Class B shares, equal to 28.6% of Class A on an as-converted basis. Thanks to high-vote Class B shares, Telluray represents about 41.3% of EchoStar’s total voting power, before support-agreement adjustments.
What are the key restrictions on EchoStar (SATS) GRAT share dispositions?
Each SATS GRAT trust agreement irrevocably prohibits disposing of EchoStar shares unless a defined Change of Control Event occurs. Only then does the trustee gain sole discretion to sell trust-held shares. The Change of Control definition ties to ownership and board changes relative to Charles W. Ergen and related parties.
