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Cantey M. Ergen

Director at EchoStarEchoStar
Board

About Cantey M. Ergen

Independent director and Senior Advisor at EchoStar (SATS); age 69; joined the EchoStar board in December 2023 upon the DISH–EchoStar merger. Co‑founded DISH in 1980 with Charles W. Ergen (spouse) and James DeFranco and held long‑standing advisory and operational roles at DISH; prior service includes trusteeships at Children’s Hospital Colorado and Wake Forest University. EchoStar is a controlled company with the Ergen family holding ~90.5% of total voting power; Cantey is identified as “Director and Senior Advisor” (an employee director) rather than an independent director in the proxy narrative.

Past Roles

OrganizationRoleTenureCommittees/Impact
DISH Network CorporationCo‑founder; Director; Senior Advisor/operational rolesCo‑founded 1980; Director May 2001–Dec 2023Deep operating knowledge and strategic continuity cited as rationale for EchoStar board service
EchoStar CorporationDirector and Senior AdvisorDec 2023–presentAdded to board at merger; rationale: knowledge of DISH and multi‑decade service

External Roles

OrganizationRoleTenureNotes
Children’s Hospital ColoradoBoard of Trustees; later honorary lifetime member2001–2012Honorary lifetime member thereafter
Wake Forest UniversityBoard of Trustees (twice as Vice Chair)Since 2009University governance role

Board Governance

  • Status and tenure: Director and Senior Advisor (employee director); first became EchoStar director in 2023 .
  • Independence: EchoStar is a “controlled company” under Nasdaq rules; committees (Audit, Compensation, Nominating & Governance) are composed entirely of independent directors. Cantey is not listed among the members of these committees, consistent with her employee‑director status and familial relationship to the Chair/controlling shareholder .
  • Committee assignments: Not listed on Audit, Compensation, or Nominating & Governance Committees .
  • Attendance and engagement: The Board met 12 times in 2024; each director attended at least 75% of aggregate board and applicable committee meetings; all 11 directors attended the 2024 annual meeting. Non‑employee directors held four executive sessions in 2024 .
  • Board control and voting: Charles W. Ergen and related entities beneficially control ~90.5% of total voting power; an Amended Support Agreement constrains voting of Class A by Ergen holders for three years post‑merger, leaving effective voting power ~89.6% .

Fixed Compensation

YearDirector Fees (cash)Committee/Chair FeesMeeting FeesSenior Advisor CompensationNotes
2024$0 (employee directors not separately compensated) $0 N/A~$100,000 Proxy states employee directors (incl. Mrs. Ergen) receive no director pay; she was paid as a Senior Advisor.
2025 (expected)~$100,000 (expected) Company disclosure of planned 2025 payment

Performance Compensation

No performance‑based incentive structure or metrics disclosed for Cantey’s Senior Advisor role or as a director in the proxy.

Other Directorships & Interlocks

Company/EntityTypeRolePeriodInterlock/Notes
DISH Network CorporationPublicDirector2001–Dec 2023Core family co‑founder network; influence channel into EchoStar post‑merger
CONX Corp.Public (SPAC)Not a disclosed role for CanteyRelated‑party transaction: EchoStar sold DISH Wireless HQ to CONX (beneficially owned by Charles W. Ergen) for $26.75M; EchoStar leased back; paid $2M rent in 2024
Family employment2024–2025Daughter (Katie Flynn) and son‑in‑law (Kevin Murray) employed by EchoStar; comp/awards disclosed; continuation expected in 2025

Expertise & Qualifications

  • Founding‑level operating expertise in satellite/telecom; long‑tenure strategic advisory roles (DISH); governance experience via non‑profit and university trusteeships .
  • Deep institutional knowledge of DISH/EchoStar operations cited as rationale for board seat .

Equity Ownership

MetricValueDetail
Total beneficial ownership – Class A147,318,562 shares; 51.4% of Class AIncludes attribution across Ergen family holdings; spouse’s holdings attributed except for his options
Total voting power (all classes)~90.5%Ergen family aggregate voting power; effective ~89.6% per Amended Support Agreement constraints on Class A voting for 3 years post‑merger
Class B exposure via trustee rolesMultiple GRATs totaling 81,134,292 Class B shares where Cantey is trusteeSpecific trusts include 2023/2024 SATS and DISH GRATs; trustee capacity disclosed
Options (exercisable within 60 days)5,262 Class A optionsEmployee options referenced in footnote
Shares pledged/hedgedNone disclosed for CanteyCompany policy prohibits pledging/hedging by directors; no pledge disclosed for Cantey

Insider Trades (Forms 4)

  • 2024-01-03: Form 4 filed reflecting post‑merger exchanges (receipt in exchange for DISH equity into EchoStar securities) .
  • 2025-04-03: Form 4 filed (includes 10b5‑1 check box reference per filing) .

Governance Assessment

  • Strengths

    • Extensive company‑specific operating knowledge and continuity through DISH/EchoStar integration; board cites her multi‑decade experience as rationale for service .
    • Committees are fully independent under Nasdaq/SEC rules; independent chairs named (Audit: Brokaw; Compensation: Abernathy; Nominating & Governance: Dodge) .
    • Insider trading policy prohibits hedging/pledging; board documents executive sessions and robust meeting cadence; directors met ≥75% attendance threshold; all attended 2024 annual meeting .
  • Risks and potential conflicts

    • RED FLAG: Controlled company (Ergen family ~90.5% voting power), with board and compensation decisions explicitly placing “substantial weight” on recommendations of Charles W. Ergen as controlling shareholder .
    • RED FLAG: Spousal/family ties (Cantey is spouse of Chairman/controlling shareholder) and employee‑director status undermine independence; she is not on independent committees .
    • RED FLAG: Related‑party ecosystem—leaseback of DISH Wireless HQ with CONX (beneficially owned by Charles W. Ergen); EchoStar paid $2M rent in 2024; Cantey also paid ~$100k as Senior Advisor; daughter and son‑in‑law employed with equity awards—heightened conflict oversight needed .
    • Concentrated trust/GRAT structures with Cantey as trustee for large Class B blocks further intertwine governance/control across family entities .
    • Note: Insider trading policy bans pledging; while not attributed to Cantey, one director (Ortolf) reports partnership‑held shares serving as margin collateral, which merits policy clarity/enforcement review at the board level .
  • Investor confidence signals

    • Historical say‑on‑pay approval was high (98% in April 2023), though interpretation is complicated by controlled ownership dynamics; 2025 proxy indicates triennial SOP frequency with no SOP on 2025 agenda .

Appendix: Board/Committee Context (for effectiveness benchmarking)

  • Board met 12x in 2024; committees’ activity levels: Compensation (5 meetings; 6 unanimous consents), Audit (7 meetings; 13 unanimous consents), Nominating & Governance (2 meetings) .
  • Independent committee membership rosters exclude Cantey, aligning with independence requirements .

Director Compensation (Context for non‑employee directors)

2024 Non‑Employee Director Compensation (selected)Fees Earned ($)Option Awards (grant‑date fair value) ($)
Range across independent directors$68,000–$81,500 $40,380 (10,000 options at $14.04; fully vested)

Employee directors (including Cantey) are not separately compensated for board service .

Related‑Party Transactions (selected)

  • CONX HQ sale/leaseback: CONX purchased DISH Wireless HQ for $26.75M (net of deferred tax) on May 1, 2024; EchoStar leased back; $2M lease payments in 2024 .
  • Ergen family employment: 2024 comp—Katie Flynn (VP Growth & GTM) salary $225k with April 1, 2024 option grant and a 2022 Plan performance award; Kevin Murray (Senior Corporate Development Analyst) salary ~$150k with July 1, 2024 option grant; 2025 expected: Flynn ~$250k; Murray ~$170k plus expected April 2025 option grant. Cantey expected ~$100k as Senior Advisor in 2025 .
  • Cantey Senior Advisor pay: ~$100,000 in 2024 .

Notes on Company Policies

  • Hedging/pledging prohibited for directors, officers, employees; directors subject to window/10b5‑1 trading plan requirements .

Data provenance

All information above, including roles, compensation, ownership, committee structures, and related‑party disclosures, is drawn from EchoStar’s 2025 DEF 14A proxy (published March 21, 2025) and the cited sections. Insider trade records are referenced via SEC/IR links for Cantey M. Ergen’s Form 4 filings.