John W. Swieringa
EchoStarAbout John W. Swieringa
John W. Swieringa (age 46) is President, Technology and Chief Operating Officer at EchoStar (SATS) since December 2023, after a long tenure across DISH’s operations and wireless businesses dating back to 2007 . Company performance during his tenure span includes EchoStar standalone revenue of $1.99B (2022) and $1.76B (2023) transitioning to the post-merger scale with $15.83B revenue (2024); net income moved from $166.5M (2022) to $(496.1)M (2023) and $(124.5)M (2024); total shareholder return (TSR) reference values were $38.50 (2022), $38.24 (2023), and $52.84 (2024) . EchoStar’s executive pay philosophy ties significant portions of NEO compensation to performance via short-term cash metrics (80% corporate/20% individual) and multi-goal equity/cash plans (2019 LTIP and 2022 Incentive Plan) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| EchoStar/DISH | President, Technology & COO (EchoStar) | Dec 2023–present | Leads technology and operations across merged entity . |
| DISH | President & COO, Wireless | Jan 2022–Aug 2023 | Ran all operational aspects of wireless segment . |
| DISH | EVP & COO (Corporate) | Dec 2017–Jan 2022 | Enterprise operations leadership; later Group President, Retail Wireless (since Jul 2020) . |
| DISH | EVP, Operations | Dec 2015–Dec 2017 | Operational execution across lines . |
| DISH | SVP & CIO | Mar 2014–Dec 2015 | Led IT and customer applications . |
| DISH | VP, IT Customer Applications | Mar 2010–Mar 2014 | Product and system build-outs . |
| DISH | Finance roles | Dec 2007–Mar 2010 | Foundations in finance supporting operations . |
Fixed Compensation
- Base salary: $1,000,000 in 2024 .
- Short‑term cash incentive (Executive Officer Bonus Incentive Plan): $1,000,000 earned for 2024; plan allocates 80% to corporate metrics and 20% to individual/management effectiveness .
- Perquisites/other: $5,210 (401(k) match, HSA, imputed life insurance, etc.) in 2024 .
- One‑time performance cash eligibility: Up to $200,000 per the Oct 2, 2023 letter; no severance benefits .
| Component | 2024 ($) |
|---|---|
| Salary | $1,000,000 |
| Non-Equity Incentive | $1,000,000 |
| Stock Awards (RSUs grant-date fair value) | $1,162,800 |
| Option Awards (grant-date fair value) | $1,809,107 |
| All Other Compensation | $5,210 |
| Total | $4,977,117 |
Performance Compensation
- Executive Officer Bonus Incentive Plan: 80% corporate metrics; 20% individual. Individual awards can range 0–125% of target .
- 2022 Incentive Plan (EVP cohort including Swieringa): Cash payout per goal equals 50% of base salary; equity vests in six increments tied to cumulative FCF ($1B–$4.5B) and cumulative revenue ($40B, $60B); Wireless subscriber goal (30M) is cash only . Through Dec 31, 2024, EchoStar achieved all four cumulative FCF goals and the $40B cumulative revenue goal, vesting 83.35% of related stock awards during 2024; Swieringa participated alongside Orban .
| Plan | Metric | Weighting/Target | Actual Achieved | Payout/Vesting | Notes |
|---|---|---|---|---|---|
| Exec Officer Bonus (2024) | Corporate financial/operational | 80% of award | Met (amount paid shown) | $1,000,000 cash | Committee uses corporate metrics + CEO/Chair input . |
| Exec Officer Bonus (2024) | Individual performance | 20% of award | Met | Included in $1,000,000 | Management effectiveness assessment . |
| 2022 Incentive Plan | Cumulative Free Cash Flow | Six tranches ($1B–$4.5B) | All 4 FCF goals achieved | Stock vesting to date 83.35% | EVPs’ cash per goal = 50% of base salary . |
| 2022 Incentive Plan | Cumulative Revenue | $40B, $60B | $40B achieved | Vested; $60B ongoing | Equity + cash (EVPs 50% of salary per goal) . |
| 2022 Incentive Plan | Wireless Subscribers | 30M | Not disclosed achieved | Cash only | Applies corporate-wide; EVPs eligible . |
| 2022 Incentive Plan Transition (Nov 2024–Sep 2025) | Pay TV Cumulative FCF $2.3B | 75% weighting | In progress | Cash per EVP weighting | Adds 25% discretionary component . |
Equity Ownership & Alignment
- Beneficial ownership: 155,930 Class A shares as of Mar 11, 2025 (record date), reflecting direct, 401(k), and options exercisable within 60 days .
- Breakdown: 27,650 Class A (direct), 721 Class A (401(k)), and 127,559 options currently exercisable/within 60 days .
- Policy alignment: Hedging and pledging of company stock are prohibited; trading constrained to open windows or under 10b5‑1 plans for senior officers .
| Ownership Detail | Amount |
|---|---|
| Total Beneficial Ownership (Class A) | 155,930 shares |
| Direct Shares | 27,650 |
| 401(k) Shares | 721 |
| Options exercisable/within 60 days | 127,559 |
| Pledging/Hedging status | Prohibited by policy |
Outstanding equity (Dec 31, 2024):
- In‑the‑money (vs $22.90 closing price on Dec 30, 2024): options at $16.57 (175,439) and $14.04 (combinations shown below) .
- Out‑of‑the‑money: options at $165.11 (21,052) and $57.01 (7,717) .
| Instrument | Exercisable | Unexercisable | Unearned | Exercise Price | Expiration | RSUs Unvested | RSU Value |
|---|---|---|---|---|---|---|---|
| Options | — | — | — | $165.11 | 01/01/2027 | — | — |
| Options | — | — | — | $57.01 | 07/22/2032 | — | — |
| Options | — | 175,439 | — | $16.57 | 01/01/2034 | — | — |
| Options | 48,176 | 122,467 | 5,847 | $14.04 | 04/01/2034 | — | — |
| RSUs | — | — | — | — | — | 21,053 | $482,114 |
| RSUs | — | — | — | — | — | 70,175 | $1,607,008 |
Stock ownership guidelines for executives were not disclosed; pledging prohibition and window/10b5‑1 constraints mitigate misalignment risk .
Employment Terms
- Offer letter (Oct 2, 2023): Annual base salary $1,000,000; grant of 175,439 options and 70,175 RSUs, each with five‑year ratable vesting beginning Jan 1, 2025; eligibility for a one‑time performance‑based cash award up to $200,000; no severance benefits .
- Change‑of‑control: Standard EchoStar executive awards include double‑trigger acceleration upon termination other than for cause within 24 months of a change in control; estimated maximum value of accelerated vesting of options for Swieringa (assuming CoC and termination as of Dec 31, 2024) is $2,195,586 (non‑performance options value) .
| Term | Detail |
|---|---|
| Base salary | $1,000,000 |
| Equity grants | 175,439 options; 70,175 RSUs; 5‑year ratable vesting from 01/01/2025 |
| One‑time cash eligibility | Up to $200,000 performance‑based |
| Severance | None; equity subject to CoC double‑trigger acceleration |
| CoC accelerated vesting value | $2,195,586 (options; illustrative as of 12/31/2024) |
Company Performance Context
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|
| Revenue ($MM) | $1,985.7 | $1,998.1 | $1,755.6 | $15,825.5 |
| Net Income ($MM) | $62.7 | $166.5 | $(496.1) | $(124.5) |
| Company TSR (Value of $100) | $99.48 | $85.09 | $94.83 | $111.11 |
Governance notes:
- Compensation Committee comprises independent directors; pay structure emphasizes variable, at‑risk compensation; no tax gross‑ups; limited perqs; no guaranteed severance .
- Say‑on‑pay approval was >98% at April 2023 meeting; board determined triennial frequency thereafter .
Investment Implications
- Pay‑for‑performance alignment: Swieringa’s package balances fixed pay with performance‑contingent cash and significant equity tied to multi‑goal plans (FCF/revenue), with 83.35% of 2022 Plan stock tranches vested through 2024 following achievements—supporting retention but adding potential exercise/settlement flows as options/RSUs vest .
- Selling pressure and alignment: Anti‑hedging/pledging policy limits misaligned risk; in‑the‑money options at $16.57 and $14.04 versus $22.90 YE price could create periodic liquidity events around vesting windows; trading is restricted to open windows or 10b5‑1 plans .
- Contract risk: No cash severance and double‑trigger equity acceleration under CoC reduce guaranteed payouts; estimated CoC option acceleration for him was $2.20M as of YE 2024—manageable in change scenarios .
- Execution record: Deep operating pedigree across wireless and corporate operations since 2007; 2024 corporate metrics supported his bonus; broader company performance transitioning to post‑merger scale suggests emphasis on FCF/revenue targets in incentive design .