DISH 10-K Annual Report Dec. 31, 2019 | Alphaminr

Effective Date August 11, 2021

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DISH NETWORK CORP

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TABLE OF CONTENTS

Part I Item 15. Exhibits, Financial Statement Schedules Item 15. Exhibits, Financial Statement Schedule Item 16. Form 10-k Summary

Exhibits

2.1* Master Transaction Agreement, dated as of May 19, 2019, by and among DISH Network Corporation, BSS Merger Sub Inc., EchoStar Corporation, and EchoStar BSS Corporation. 2.2* Asset Purchase Agreement, dated as of July 26, 2019, by and among T-Mobile US, Inc., Sprint Corporation and DISH Network Corporation. 3.1(b)* Amended and Restated Bylaws of DISH Network Corporation (incorporated by reference to Exhibit99.1 to the Current Report on Form8-K of DISH Network Corporation filed November 7, 2019, Commission File No.0-26176). 4.2* Indenture, relating to the 5 1/8% Senior Notes due 2020, dated as of April5, 2013, among DISH DBS Corporation, the guarantors named on the signature pagesthereto and Wells Fargo Bank, National Association, as Trustee (incorporated by reference to Exhibit4.1 to the Current Report on Form8-K of DISH Network Corporation filed April5, 2013, Commission File No.0-26176). 4.3* Indenture, relating to the 6 3/4% Senior Notes due 2021, dated as of May5, 2011, among DISH DBS Corporation, the guarantors named on the signature pagesthereto and Wells Fargo Bank, National Association, as trustee (incorporated by reference from Exhibit4.1 to the Current Report on Form8-K of DISH Network Corporation filed May5, 2011, Commission File No.000-26176). 4.4* Indenture, relating to the 5 7/8% Senior Notes due 2022, dated as of May16, 2012 among DISH DBS Corporation, the guarantors named on the signature pagesthereto and Wells Fargo Bank, National Association, as Trustee (incorporated by reference to Exhibit4.2 to the Current Report on Form8-K of DISH Network Corporation filed May16, 2012, Commission File No.0-26176). 4.5* Indenture, relating to the 5% Senior Notes due 2023, dated as of December27, 2012 among DISH DBS Corporation, the guarantors named on the signature pagesthereto and Wells Fargo Bank, National Association, as Trustee (incorporated by reference to Exhibit4.1 to the Current Report on Form8-K of DISH Network Corporation filed December27, 2012, Commission File No.0-26176). 4.6* Indenture, relating to the 5 7/8% Senior Notes due 2024, dated as of November20, 2014 among DISH DBS Corporation, the guarantors named on the signature pagesthereto and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit4.1 to the Current Report on Form8-K of DISH Network Corporation filed November21, 2014, Commission File No.0-26176). 4.7* Indenture, relating to the 7 3/4% Senior Notes due 2026, dated as of June13, 2016, among DISH DBS Corporation, the guarantors named on the signature pages thereto and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K of DISH Network Corporation filed June 13, 2016, Commission File No. 0-26176). 4.8* Indenture, relating to the 2 3/8% Convertible Notes due 2024, dated as of March 17, 2017, by and between DISH Network Corporation and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8 K of DISH Network Corporation filed March 20, 2017, Commission File No. 0-26176). 4.9* Indenture, relating to the 3 3/8% Convertible Notes due 2026, dated as of August8, 2016, by and between DISH Network Corporation and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K of DISH Network Corporation filed August 8, 2016, Commission File No. 0-26176). 4.10* Supplemental Indenture relating to the 5 1/8% Senior Notes due 2020 (incorporated by reference to Exhibit4.11 to the Annual Report on Form10-K of DISH DBS Corporation filed March 29, 2018, Commission File No.333-31929). 4.11* Supplemental Indenture relating to the 6 3/4% Senior Notes due 2021 (incorporated by reference to Exhibit4.12 to the Annual Report on Form10-K of DISH DBS Corporation filed March 29, 2018, Commission File No.333-31929). 4.12* Supplemental Indenture relating to the 5 7/8% Senior Notes due 2022 (incorporated by reference to Exhibit4.13 to the Annual Report on Form10-K of DISH DBS Corporation filed March 29, 2018, Commission File No.333-31929). 4.13* Supplemental Indenture relating to the 5% Senior Notes due 2023 (incorporated by reference to Exhibit4.14 to the Annual Report on Form10-K of DISH DBS Corporation filed March 29, 2018, Commission File No.333-31929). 4.14* Supplemental Indenture relating to the 5 7/8% Senior Notes due 2024 (incorporated by reference to Exhibit4.15 to the Annual Report on Form10-K of DISH DBS Corporation filed March 29, 2018, Commission File No.333-31929). 4.15* Supplemental Indenture relating to the 7 3/4% Senior Notes due 2026 (incorporated by reference to Exhibit4.16 to the Annual Report on Form10-K of DISH DBS Corporation filed March 29, 2018, Commission File No.333-31929). 4.16 Description of Securities. 10.5* Third Amendment to Whole RF Channel Service Agreement, dated October12, 2004, between Telesat Canada and DISH Network Corporation (incorporated by reference to Exhibit10.22 to the Annual Report on Form10-K of DISH Network Corporation for the year ended December31, 2004, Commission File No.0-26176). *** 10.6* Incentive Stock Option Agreement (FormA) (incorporated by reference to Exhibit99.1 to the Current Report on Form8-K of DISH Network Corporation filed July7, 2005, Commission File No.0-26176). ** 10.7* Incentive Stock Option Agreement (FormB) (incorporated by reference to Exhibit99.2 to the Current Report on Form8-K of DISH Network Corporation filed July7, 2005, Commission File No.0-26176). ** 10.8* Restricted Stock Unit Agreement (FormA) (incorporated by reference to Exhibit99.3 to the Current Report on Form8-K of DISH Network Corporation filed July7, 2005, Commission File No.0-26176). ** 10.9* Restricted Stock Unit Agreement (FormB) (incorporated by reference to Exhibit99.4 to the Current Report on Form8-K of DISH Network Corporation filed July7, 2005, Commission File No.0-26176). ** 10.10* Nonemployee Director Stock Option Agreement (incorporated by reference to Exhibit99.6 to the Current Report on Form8-K of DISH Network Corporation filed July7, 2005, Commission File No.0-26176). ** 10.11* Separation Agreement between EchoStar Corporation and DISH Network Corporation (incorporated by reference from Exhibit2.1 to the Amendment No.1 to the Form10 of EchoStar Corporation filed December12, 2007, Commission File No.001-33807). 10.12* Tax Sharing Agreement between EchoStar Corporation and DISH Network Corporation (incorporated by reference from Exhibit10.2 to the Amendment No.1 to the Form10 of EchoStar Corporation filed December12, 2007, Commission File No.001-33807). 10.13* Employee Matters Agreement between EchoStar Corporation and DISH Network Corporation (incorporated by reference from Exhibit10.3 to the Amendment No.1 to the Form10 of EchoStar Corporation filed December12, 2007, Commission File No.001-33807). 10.14* Intellectual Property Matters Agreement between EchoStar Corporation, EchoStar Acquisition L.L.C., Echosphere L.L.C., DISH DBS Corporation, EIC Spain SL, EchoStar Technologies L.L.C. and DISH Network Corporation (incorporated by reference from Exhibit10.4 to the Amendment No.1 to the Form10 of EchoStar Corporation filed December12, 2007, Commission File No.001-33807). 10.15* Formof Satellite Capacity Agreement between EchoStar Corporation and DISH Network L.L.C. (incorporated by reference from Exhibit10.28 to the Amendment No.2 to Form10 of EchoStar Corporation filed December26, 2007, Commission File No.001-33807). 10.16* DISH Network Corporation 2009 Stock Incentive Plan (incorporated by reference to Appendix A to DISH Network Corporations Definitive Proxy Statement on Form14A filed September19, 2014, Commission File No.000-26176). ** 10.17* Amended and Restated DISH Network Corporation 2001 Nonemployee Director Stock Option Plan (incorporated by reference to Appendix B to DISH Network Corporations Definitive Proxy Statement on Form 14A filed March 31, 2009, Commission File No. 000-26176). ** 10.18* Amended and Restated DISH Network Corporation 1999 Stock Incentive Plan (incorporated by reference to Appendix C to DISH Network Corporations Definitive Proxy Statement on Form 14A filed March 31, 2009, Commission File No. 000-26176). ** 10.19* NIMIQ 5 Whole RF Channel Service Agreement, dated September15, 2009, between Telesat Canada and EchoStar Corporation (incorporated by reference from Exhibit10.30 to the Annual Report on Form10-K of EchoStar Corporation for the year ended December31, 2009, Commission File No.001-33807). *** 10.20* Professional Services Agreement, dated August4, 2009, between EchoStar Corporation and DISH Network Corporation (incorporated by reference from Exhibit10.3 to the Quarterly Report on Form10-Q of EchoStar Corporation for the quarter ended September30, 2009, Commission File No.001-33807). *** 10.21* Amended and Restated Investment Agreement, dated as of February24, 2011, and First Amendment to Amended and Restated Investment Agreement, dated as of March15, 2011, between DISH Network Corporation and DBSD North America,Inc. (incorporated by reference from Exhibit10.1 to the Current Report on Form8-K of ICO Global Communications (Holdings) Limited filed March17, 2011, Commission File No.001-33008). 10.22* Implementation Agreement, dated as of March15, 2011, between DISH Network and ICO Global Communications (Holdings) Limited (incorporated by reference from Exhibit10.2 to the Current Report on Form8-K of ICO Global Communications (Holdings) Limited filed March17, 2011, Commission File No.001-33008). 10.23* Restructuring Support Agreement, dated as of March15, 2011, between DISH Network and ICO Global Communications (Holdings) Limited (incorporated by reference from Exhibit10.3 to the Current Report on Form8-K of ICO Global Communications (Holdings) Limited filed March17, 2011, Commission File No.001-33008). 10.24* Purchase Agreement, dated as of June14, 2011, by and among TerreStar Networks Inc., TerreStar License Inc., TerreStar National Services Inc., TerreStar Networks Holdings (Canada) Inc., TerreStar Networks (Canada) Inc., 0887729 B.C. Ltd., and Gamma Acquisition L.L.C. and DISH Network Corporation (solely with respect to Section6.19 thereof) (incorporated by reference from Exhibit99.1 to the Current Report on Form8-K of DISH Network Corporation filed June16, 2011, Commission File No.000-26176). 10.25* Description of the 2013 Long-Term Incentive Plan dated November30, 2012 (incorporated by reference to the Current Report on Form8-K of DISH Network Corporation filed December6, 2012, Commission File No.000-26176). ** 10.26* First Amended and Restated Credit Agreement dated October 13, 2014, among American AWS-3 Wireless II L.L.C., Northstar Wireless, LLC and Northstar Spectrum, LLC, as amended on February 12, 2015 (incorporated by reference to Exhibit10.1 to the Quarterly Report on Form10-Q of DISH Network Corporation for the quarter ended March31, 2015, Commission File No.0-26176). *** 10.27* First Amended and Restated Credit Agreement dated October 13, 2014, among American AWS-3 Wireless III L.L.C., SNR Wireless LicenseCo, LLC and SNR Wireless HoldCo, LLC, as amended on February 12, 2015 (incorporated by reference to Exhibit10.2 to the Quarterly Report on Form10-Q of DISH Network Corporation for the quarter ended March31, 2015, Commission File No.0-26176). *** 10.28* First Amended and Restated Limited Liability Company Agreement dated October 13, 2014, among Northstar Spectrum, LLC, Northstar Manager, LLC and American AWS-3 Wireless II L.L.C., as amended on February 12, 2015 (incorporated by reference to Exhibit10.3 to the Quarterly Report on Form10-Q of DISH Network Corporation for the quarter ended March31, 2015, Commission File No.0-26176). *** 10.29* First Amended and Restated Limited Liability Company Agreement dated October 13, 2014, among SNR Wireless HoldCo, LLC, SNR Wireless Management, LLC and American AWS-3 Wireless III L.L.C., as amended on February 12, 2015 (incorporated by reference to Exhibit10.4 to the Quarterly Report on Form10-Q of DISH Network Corporation for the quarter ended March31, 2015, Commission File No.0-26176). *** 10.30* Management Services Agreement dated September 12, 2014, between American AWS-3 Wireless II L.L.C. and Northstar Wireless, LLC (incorporated by reference to Exhibit10.5 to the Quarterly Report on Form10-Q of DISH Network Corporation for the quarter ended March31, 2015, Commission File No.0-26176). *** 10.31* Management Services Agreement dated September 12, 2014, between American AWS-3 Wireless III L.L.C. and SNR Wireless LicenseCo, LLC (incorporated by reference to Exhibit10.6 to the Quarterly Report on Form10-Q of DISH Network Corporation for the quarter ended March31, 2015, Commission File No.0-26176).*** 10.32* Second Amendment, dated October 1, 2015, to the First Amended and Restated Credit Agreement dated October 13, 2014, among American AWS-3 Wireless II L.L.C., Northstar Wireless, LLC and Northstar Spectrum, LLC, as first amended on February 12, 2015 (incorporated by reference to Exhibit10.1 to the Current Report on Form8-K of DISH Network Corporation filed October 2, 2015, Commission File No.0-26176). 10.33* Guaranty of Certain Obligations to FCC, dated as of October 1, 2015, made by DISH Network Corporation in favor of the Federal Communications Commission (Northstar Wireless) (incorporated by reference to Exhibit10.2 to the Current Report on Form8-K of DISH Network Corporation filed October2, 2015, Commission File No.0-26176). 10.34* Second Amendment, dated October 1, 2015, to the First Amended and Restated Credit Agreement dated October 13, 2014, among American AWS-3 Wireless III L.L.C., SNR Wireless LicenseCo, LLC and SNR Wireless HoldCo, LLC, as first amended on February 12, 2015 (incorporated by reference to Exhibit10.3 to the Current Report on Form8-K of DISH Network Corporation filed October 2, 2015, Commission File No.0-26176). 10.35* Guaranty of Certain Obligations to FCC, dated as of October 1, 2015, made by DISH Network Corporation in favor of the Federal Communications Commission (SNR Wireless) (incorporated by reference to Exhibit10.4 to the Current Report on Form8-K of DISH Network Corporation filed October2, 2015, Commission File No.0-26176). 10.36* Form of Base/Additional Note Hedge Transaction Confirmation (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of DISH Network Corporation filed August 8, 2016, Commission File No. 0-26176). 10.37* Form of Base/Additional Warrant Transaction Confirmation (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of DISH Network Corporation filed August 8, 2016, Commission File No. 0-26176). 10.38* Description of the 2017 Long-Term Incentive Plan dated December2, 2016 (incorporated by reference to the Current Report on Form8-K of DISH Network Corporation filed December8, 2016, Commission File No. 0-26176).** 10.39* Share Exchange Agreement dated January 31, 2017, between DISH Network Corporation, DISH Network L.L.C., DISH Operating L.L.C., EchoStar Corporation, EchoStar Broadcasting Holding Parent L.L.C., EchoStar Broadcasting Holding Corporation, EchoStar Technologies Holding Corporation, and EchoStar Technologies L.L.C. (incorporated by reference in Exhibit 10.1 to the Quarterly Report on Form 10-Q of DISH Network Corporation for the quarter ended March 31, 2017, Commission File No. 0-26176).*** 10.40* Second Amended and Restated Credit Agreement, dated March 31, 2018, by and among American AWS-3 Wireless II L.L.C., Northstar Wireless, LLC and Northstar Spectrum, LLC(incorporated by reference in Exhibit 10.1 to the Quarterly Report on Form 10-Q of DISH Network Corporation for the quarter ended March 31, 2018, Commission File No. 0-26176). 10.41* Second Amended and Restated Credit Agreement, dated March 31, 2018, by and among American AWS-3 Wireless III L.L.C., SNR Wireless LicenseCo, LLC and SNR Wireless HoldCo, LLC (incorporated by reference in Exhibit 10.2 to the Quarterly Report on Form 10-Q of DISH Network Corporation for the quarter ended March 31, 2018, Commission File No. 0-26176). 10.42* Second Amended and Restated Limited Liability Company Agreement of Northstar Spectrum, LLC, dated March 31, 2018, by and between Northstar Manager, LLC and American AWS-3 Wireless II L.L.C. (incorporated by reference in Exhibit 10.3 to the Quarterly Report on Form 10-Q of DISH Network Corporation for the quarter ended March 31, 2018, Commission File No. 0-26176). 10.43* Second Amended and Restated Limited Liability Company Agreement of SNR Wireless HoldCo, LLC, dated March 31, 2018, by and between SNR Wireless Management, LLC, John Muleta and American AWS-3 Wireless III L.L.C. (incorporated by reference in Exhibit 10.4 to the Quarterly Report on Form 10-Q of DISH Network Corporation for the quarter ended March 31, 2018, Commission File No. 0-26176). 10.44* Third Amended and Restated Credit Agreement, dated June 7, 2018, by and among American AWS-3 Wireless II L.L.C., Northstar Wireless, LLC and Northstar Spectrum, LLC (incorporated by reference in Exhibit 10.1 to the Quarterly Report on Form 10-Q of DISH Network Corporation for the quarter ended June 30, 2018, Commission File No. 0-26176). 10.45* Third Amended and Restated Credit Agreement, dated June 7, 2018, by and among American AWS-3 Wireless III L.L.C., SNR Wireless LicenseCo, LLC and SNR Wireless HoldCo, LLC (incorporated by reference in Exhibit 10.2 to the Quarterly Report on Form 10-Q of DISH Network Corporation for the quarter ended June 30, 2018, Commission File No. 0-26176). 10.46* Third Amended and Restated Limited Liability Company Agreement of Northstar Spectrum, LLC, dated June 7, 2018, by and between Northstar Manager, LLC and American AWS-3 Wireless II L.L.C. (incorporated by reference in Exhibit 10.3 to the Quarterly Report on Form 10-Q of DISH Network Corporation for the quarter ended June 30, 2018, Commission File No. 0-26176). 10.47* Third Amended and Restated Limited Liability Company Agreement of SNR Wireless HoldCo, LLC, dated June 7, 2018, by and between SNR Wireless Management, LLC, John Muleta and American AWS-3 Wireless III L.L.C. (incorporated by reference in Exhibit 10.4 to the Quarterly Report on Form 10-Q of DISH Network Corporation for the quarter ended June 30, 2018, Commission File No. 0-26176). 10.48* Description of the 2019 Long-Term Incentive Plan dated August 17, 2018 (incorporated by reference to the Current Report on Form8-K of DISH Network Corporation filed August 23, 2018, Commission File No. 0-26176).** 21 Subsidiaries of DISH Network Corporation. 23 Consent of KPMG LLP,Independent Registered Public Accounting Firm. 24 Power of Attorney authorizing Timothy A. Messner as signatory for Charles W. Ergen, Kathleen Q. Abernathy, George R. Brokaw, James DeFranco, Cantey M. Ergen, Charles M. Lillis, Afshin Mohebbi, Tom A. Ortolf, Joseph T. Proietti and Carl E. Vogel. 31.1 Section302 Certification of Chief Executive Officer. 31.2 Section302 Certification of Chief Financial Officer. 32.1 Section906 Certification of Chief Executive Officer. 32.2 Section906 Certification of Chief Financial Officer.

* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.

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