FULLTEXT DEL 5 AV 6
10-K – 2026-03-02 – tmb-20251231x10k.htm
Weighted-average common shares outstanding - Class A and B common stock: Basic (2) 287,589 274,079 270,842 Dilutive impact of Convertible Notes (3)(4)(5)(6)(7) — — — Dilutive impact of stock awards outstanding (7) — — — Diluted 287,589 274,079 270,842 Earnings per share - Class A and B common stock: Basic net income (loss) per share attributable to EchoStar $ ( 50.41 ) $ ( 0.44 ) $ ( 6.28 ) Diluted net income (loss) per share attributable to EchoStar $ ( 50.41 ) $ ( 0.44 ) $ ( 6.28 ) (1) For the year ended December 31, 2023, substantially all of our interest expense was capitalized. See Note 2 for further information. (2) On November 12, 2024, we issued and sold 14.265 million shares of our Class A Common Stock to certain PIPE investors . (3) We repurchased or redeemed the principal balance of our 2 3/8% Convertible Notes due 2024 as of March 15, 2024, the instrument’s maturity date. (4) On November 12, 2024, we issued $ 1.906 billion aggregate principal amount of our 3 7/8% Convertible Secured Notes due November 30, 2030. (5) On November 12, 2024, $ 1.819 billion aggregate principal amount of our 0 % Convertible Notes due 2025 were tendered for exchange and cancelled and an aggregate principal amount of $ 138 million remained outstanding. We redeemed the remaining principal balance of our 0 % Convertible Notes due 2025 as of December 15, 2025, the instrument’s maturity date. (6) On November 12, 2024, $ 2.863 billion aggregate principal amount of our 3 3/8% Convertible Notes due 2026 were tendered for exchange and cancelled and an aggregate principal amount of $ 45 million remains outstanding. (7) For both the years ended December 31, 2025 and 2024, the interest on dilutive Convertible Notes and the dilutive impact of weighted-average shares of Class A common stock were excluded from the computation of “Diluted net income (loss) per share attributable to EchoStar” because the effect would have been anti-dilutive as a result of the net loss attributable to EchoStar in the period. As of December 31, 2025 and 2024, our Convertible Notes may be converted into 58 million shares, respectively. Certain stock awards to acquire our Class A common stock are not included in the weighted-average common shares outstanding above, as their effect is anti-dilutive. In addition, vesting of performance/market based options and rights to acquire shares of our Class A common stock granted pursuant to our performance based stock incentive plans (“Restricted Performance Units”) are both contingent upon meeting certain goals, some of which are not yet probable of being achieved. Furthermore, the warrants that we issued to certain option counterparties in connection with the Convertible Notes due 2026 are only exercisable at their expiration if the market price per share of our Class A common stock is greater than the strike price of the warrants, which strike prices range between approximately $ 185.75 to $ 245.33 per share, subject to certain adjustments. As a consequence, the following are not included in the diluted EPS calculation. F-38 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued As of December 31, 2025 2024 2023 (In thousands) Anti-dilutive stock awards 2,626 7,082 10,906 Performance/market based options 4,207 4,300 4,631 Common stock warrants 16,151 16,151 16,151 Total 22,984 27,533 31,688 4. Supplemental Data - Statements of Cash Flows The following table presents certain supplemental cash flow and other non-cash data. See Note 9 for supplemental cash flow and non-cash data related to leases. For the Years Ended December 31, 2025 2024 2023 (In thousands) Cash paid for interest (including capitalized interest) $ 2,087,133 $ 1,429,588 $ 1,400,524 Interest paid in kind on long-term debt (1) 125,559 — — Cash paid for income taxes, net of (refunds) 34,011 ( 11,675 ) 15,634 Total capitalized interest (2) 844,972 1,104,736 1,335,129 Employee benefits paid in Class A common stock 16,834 — 20,101 Vendor financing — — 87,343 Accrued capital expenditures 100,049 137,685 238,231 Remeasured right of use asset and liability (3) 1,283,916 — — Asset retirement obligation (4) 85,681 20,929 74,189 (1) See Note 10 for further information. (2) See Note 2 for further information. (3) See Note 9 for further information. (4) See Note 8 for further information. F-39 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued 5. Other Comprehensive Income (Loss) The following table presents the tax effect on each component of “Other comprehensive income (loss)” and excludes noncontrolling interest: For the Years Ended December 31, 2025 2024 2023 Before Tax Net Before Tax Net Before Tax Net Tax (Expense) of Tax Tax (Expense) of Tax Tax (Expense) of Tax Amount Benefit Amount Amount Benefit Amount Amount Benefit Amount (In thousands) Foreign currency translation adjustments $ 11,920 $ ( 250 ) $ 11,670 $ ( 36,230 ) $ 563 $ ( 35,667 ) $ 15,479 $ ( 503 ) $ 14,976 Unrealized holding gains (losses) on available-for-sale securities ( 78 ) 18 ( 60 ) 1,549 ( 375 ) 1,174 ( 306 ) 65 ( 241 ) Recognition of previously unrealized (gains) losses on available-for-sale securities included in net income (loss) 930 ( 17 ) 913 ( 1,539 ) 377 ( 1,162 ) 550 ( 74 ) 476 Other comprehensive income (loss) $ 12,772 $ ( 249 ) $ 12,523 $ ( 36,220 ) $ 565 $ ( 35,655 ) $ 15,723 $ ( 512 ) $ 15,211 The “Accumulated other comprehensive income (loss)” is detailed in the following table, net of tax and excludes noncontrolling interest: Foreign Unrealized/ Currency Recognized Translation Gains Accumulated Other Comprehensive Income (Loss) Adjustment (Losses) Total (In thousands) Balance, December 31, 2023 $ ( 160,169 ) $ 113 $ ( 160,056 ) Foreign currency translation adjustments ( 35,667 ) — ( 35,667 ) Other comprehensive income (loss) before reclassification — 1,174 1,174 Amounts reclassified from accumulated other comprehensive income (loss) — ( 1,162 ) ( 1,162 ) Balance, December 31, 2024 $ ( 195,836 ) $ 125 $ ( 195,711 ) Foreign currency translation adjustments 11,670 — 11,670 Other comprehensive income (loss) before reclassification — ( 60 ) ( 60 ) Amounts reclassified from accumulated other comprehensive income (loss) — 913 913 Balance, December 31, 2025 $ ( 184,166 ) $ 978 $ ( 183,188 ) F-40 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued 6. Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investments Our marketable investment securities, restricted cash and cash equivalents, and other investments consisted of the following: As of December 31, 2025 2024 (In thousands) Marketable investment securities: Current marketable investment securities: Strategic - available-for-sale $ 51 $ 51 Strategic - trading/equity 37,378 26,454 Other 1,063,462 1,215,531 Total current marketable investment securities 1,100,891 1,242,036 Restricted marketable investment securities (1) 52,960 32,114 Total marketable investment securities 1,153,851 1,274,150 Restricted cash and cash equivalents (1) 299,081 288,411 Other investments, net: Equity method investments 85,014 83,423 Other investments 109,032 118,904 Total other investments, net 194,046 202,327 Total marketable investment securities, restricted cash and cash equivalents, and other investments, net $ 1,646,978 $ 1,764,888 (1) Restricted marketable investment securities and restricted cash and cash equivalents are included in “Current restricted cash, cash equivalents and marketable investment securities” and “Restricted cash, cash equivalents and marketable investment securities” on our Consolidated Balance Sheets and discussed below. Marketable Investment Securities Our marketable investment securities portfolio may consist of debt and equity instruments. All equity securities are carried at fair value, with changes in fair value recognized in “Other, net” within “Other Income (Expense)” on our Consolidated Statements of Operations and Comprehensive Income (Loss). All debt securities are classified as available-for-sale and are recorded at fair value. We report the temporary unrealized gains and losses related to changes in market conditions of marketable debt securities as a separate component of “Accumulated other comprehensive income (loss)” within “Stockholders’ Equity (Deficit),” net of related deferred income tax on our Consolidated Balance Sheets. The corresponding changes in the fair value of marketable debt securities, which are determined to be company specific credit losses are recorded in “Other, net” within “Other Income (Expense)” on our Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 2 for further information. Current Marketable Investment Securities – Strategic Our current strategic marketable investment securities portfolio includes and may include strategic and financial debt and/or equity investments in private and public companies that are highly speculative and have experienced and continue to experience volatility. As of December 31, 2025, this portfolio consisted of securities of a small number of issuers, and as a result the value of that portfolio depends, among other things, on the performance of those issuers. F-41 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued The fair value of certain of the debt and equity securities in this portfolio can be adversely impacted by, among other things, the issuers’ respective performance and ability to obtain any necessary additional financing on acceptable terms, or at all. Current Marketable Investment Securities – Other Our current other marketable investment securities portfolio includes investments in various debt instruments including, among others, commercial paper, corporate securities and United States treasury and/or agency securities. Commercial paper consists mainly of unsecured short-term, promissory notes issued primarily by corporations with maturities ranging up to 365 days . Corporate securities consist of debt instruments issued by corporations with various maturities normally less than 18 months . U.S. Treasury and agency securities consist of debt instruments issued by the federal government and other government agencies. Restricted Cash, Cash Equivalents and Marketable Investment Securities As of December 31, 2025 and 2024, our restricted marketable investment securities, together with our restricted cash and cash equivalents, included amounts required as collateral for our letters of credit, surety bonds and trusts. Current restricted cash, cash equivalents and marketable investment securities . As of December 31, 2025 and 2024, we had $ 176 million and $ 151 million, respectively, included in “Current restricted cash, cash equivalents and marketable investment securities” on our Consolidated Balance Sheets that primarily consists of amounts required as collateral for our letters of credit and funds received by our subsidiary, DISH DBS Issuer LLC (“DBS SubscriberCo”), from subscriber payments and certain other revenue, which are required to be restricted per the terms of the debt issued by DBS SubscriberCo. DBS SubscriberCo holds certain DISH TV subscribers and their related subscription and equipment agreements which collateralizes certain debt obligations . Other Investments, net We have strategic investments in certain debt and/or equity securities that are included in noncurrent “Other investments, net” on our Consolidated Balance Sheets. Our debt securities are classified as available-for-sale and are recorded at fair value. Generally, our debt investments in non-publicly traded debt instruments without a readily determinable fair value are recorded at amortized cost. Our equity investments where we have the ability to exercise significant influence over the investee are accounted for using the equity method of accounting. Certain of our equity method investments are detailed below. NagraStar L.L.C. We own a 50 % interest in NagraStar L.L.C. (“NagraStar”), a joint venture that is our primary provider of encryption and related security systems intended to assure that only authorized customers have access to our programming. The three main technologies NagraStar provides to its customers are microchips, set-top box software, and uplink computer systems. NagraStar also provides end-to-end platform security testing services. Invidi Technologies Corporation . We own a 35 % interest in Invidi Technologies Corporation (“Invidi”), an entity that provides proprietary software for the addressable advertising market. Invidi contracts with multichannel video programming distributers to include its software in their respective set-top boxes and DVRs in order to deliver targeted advertisements based on a variety of demographic attributes selected by the advertisers. Invidi has also developed a cloud-based solution for internet protocol-based platforms. F-42 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued TerreStar Solutions, Inc. We own a 33 % interest in TerreStar Solutions, Inc. (“TSI”), an entity that provides wireless mobile communication coverage in Canada using a satellite user terminal. TSI’s wireless communications system is based on a satellite and ground-based technology, which provides communication services in hard-to-reach areas and provides a nationwide interoperable, survivable and critical communications infrastructure. TSI also holds and leases certain 2 GHz wireless spectrum licenses in Canada. Deluxe/EchoStar LLC. We own 50 % of Deluxe/EchoStar LLC (“Deluxe”), a joint venture that we entered into in 2010 to build an advanced digital cinema satellite distribution network targeting delivery to digitally equipped theaters in the U.S. and Canada. Broadband Connectivity Solutions (Restricted) Limited . We own 20 % of Broadband Connectivity Solutions (Restricted) Limited (together with its subsidiaries, “BCS”), a joint venture that we entered into in 2018 to provide commercial Ka-band satellite broadband services across Africa, the Middle East and southwest Asia operating over Yahsat’s Al Yah 2 and Al Yah 3 Ka-band satellites. The Al Yah 3 Ka-band satellite is no longer in service. We also hold investments that are not accounted for using the equity method of accounting, which are measured at fair value if a readily determinable fair value is available. Investments in equity securities without readily determinable fair values are accounted for at cost, less impairment, and adjusted for observable price changes for identical or similar investments of the same issuer. Our ability to realize value from our strategic investments in securities that are not publicly traded depends on, among other things, the success of the issuers’ businesses and their ability to obtain sufficient capital, on acceptable terms or at all, and to execute their business plans. Because private markets are not as liquid as public markets, there is also increased risk that we will not be able to sell these investments, or that when we desire to sell them, we will not be able to obtain fair value for them. Fair Value Measurements Our investments measured at fair value on a recurring basis were as follows: As of December 31, 2025 2024 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total (In thousands) Cash and cash equivalents (including restricted): Cash $ 420,971 $ — $ — $ 420,971 $ 594,654 $ — $ — $ 594,654 Cash equivalents 407,354 1,353,830 — 1,761,184 255,118 3,744,032 — 3,999,150 Total $ 828,325 $ 1,353,830 $ — $ 2,182,155 $ 849,772 $ 3,744,032 $ — $ 4,593,804 Debt securities (including restricted): U.S. Treasury and agency securities $ — $ — $ — $ — $ 8,163 $ — $ — $ 8,163 Commercial paper — 370,755 — 370,755 — 596,568 — 596,568 Corporate securities — 731,195 — 731,195 — 629,115 — 629,115 Other — 14,472 51 14,523 — 13,799 51 13,850 Equity securities 37,378 — — 37,378 26,454 — — 26,454 Total $ 37,378 $ 1,116,422 $ 51 $ 1,153,851 $ 34,617 $ 1,239,482 $ 51 $ 1,274,150 As of December 31, 2025, restricted and non-restricted marketable investment securities included debt securities of $ 520 million with contractual maturities within one year and $ 596 million with contractual maturities extending longer than one year through and including five years. Actual maturities may differ from contractual maturities as a result of our ability to sell these securities prior to maturity. F-43 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Derivative and/or Financial Liability Instruments We may purchase and hold derivative and/or financial liability instruments for, among other reasons, strategic or speculative purposes. As of December 31, 2025, we held certain financial liability instruments with a fair value of $ 56 million, which is included in “ Other accrued expenses and liabilities ” on our Consolidated Balance Sheets and is categorized within Level 1 of the fair value hierarchy. All changes in fair value of the financial liability instruments were recorded in “Other, net” on our Consolidated Statements of Operations and Comprehensive Income (Loss). We had the option to purchase certain of T-Mobile’s 800 MHz spectrum licenses from T-Mobile at a fixed price pursuant to the License Purchase Agreement, as defined and detailed in our Annual Report on Form 10-K for the year ended December 31, 2023. This instrument met the definition of a derivative and was valued based upon, among other things, our estimate of the underlying asset price, the expected term, volatility, the risk free rate of return and the probability of us exercising the option. We did not exercise the option to purchase the 800 MHz spectrum licenses pursuant to the License Purchase Agreement, which expired on its own terms on April 1, 2024. As of December 31, 2023, the derivative’s fair value was zero on our Consolidated Balance Sheets. All changes in the derivative’s fair value were recorded in “Other, net” on our Consolidated Statements of Operations and Comprehensive Income (Loss). See the table below. We accounted for our option to purchase certain T-Mobile’s 800 MHz spectrum licenses under the License Purchase Agreement as a Level 3 instrument within the fair value hierarchy. Gains and Losses on Sales and Changes in Carrying Amounts of Investments and Other “Other, net” within “Other Income (Expense)” included on our Consolidated Statements of Operations and Comprehensive Income (Loss) is as follows: For the Years Ended December 31, Other, net: 2025 2024 2023 (In thousands) Realized and unrealized gains (losses) and impairments on investments and other $ ( 9,903 ) $ ( 73,217 ) $ 13,664 Derivative instruments - net realized and/or unrealized gains (losses) — — ( 1,793,387 ) Other investment securities - other-than-temporary impairments — — ( 39,800 ) Early debt redemption gains (losses) 11,465 — 73,024 Foreign currency transaction gains (losses) 10,844 ( 4,511 ) 5,677 Equity in earnings (losses) of affiliates 7,700 ( 73,451 ) ( 8,098 ) Asset sales and other gains (losses) (1) 100,028 50,418 — EchoStar exchange offers debt extinguishment gains (losses) — 688,661 — Other 2,678 5,597 ( 21,872 ) Total $ 122,812 $ 593,497 $ ( 1,770,792 ) (1) Asset sales and other assets gains (losses) includes, among other things, gains and (losses) related to the Omega Transaction and sale of the Fiber business during 2025 and the Liberty Puerto Rico asset sale during 2024 . F-44 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued 7. Inventory Inventory consisted of the following: As of December 31, 2025 2024 (In thousands) Finished goods $ 273,817 $ 353,401 Work-in-process and service repairs 60,147 58,028 Consignment 7,951 10,110 Raw materials 38,732 33,658 Total inventory $ 380,647 $ 455,197 8. Property and Equipment and Intangible Assets Property and Equipment Property and equipment consisted of the following: Depreciable Life As of December 31, (In Years) 2025 2024 (In thousands) Equipment leased to customers (1) 2 - 5 $ 964,013 $ 1,784,801 Satellites (1) 5 - 15 2,104,134 3,872,664 Satellites acquired under finance lease agreements (1) 15 77,116 344,972 Furniture, fixtures, equipment and other (1) 1 - 20 971,824 1,686,992 5G Network equipment/Hybrid MNO (1)(2) 3 - 15 89,604 5,382,706 Software and computer equipment (1) 1 - 8 1,341,690 2,216,007 Buildings and improvements (1) 1 - 40 419,719 513,419 Land - 42,980 42,842 Construction in progress (1) - 514,662 1,570,275 Total property and equipment 6,525,742 17,414,678 Accumulated depreciation (1) ( 4,282,227 ) ( 8,227,546 ) Property and equipment, net (3) $ 2,243,515 $ 9,187,132 (1) This change primarily resulted from the non-cash impairment of long-lived assets. See Note 1 for further information. (2) Historically, includes 5G Network assets acquired under finance lease agreements. (3) As of December 31, 2025 and 2024, there were no refunds and other receipts of purchases of property and equipment. Construction in progress consisted of the following: As of December 31, 2025 2024 (In thousands) Pay-TV (1) $ 450,327 $ 268,423 Wireless 59,880 — Broadband and Satellite Services 2,741 25,459 Other 1,714 1,276,393 Total construction in progress $ 514,662 $ 1,570,275 (1) This increase primarily relates to the EchoStar XXV and EchoStar XXVI satellites under construction. F-45 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Depreciation and amortization expense consisted of the following: For the Years Ended December 31, 2025 2024 2023 (In thousands) Equipment leased to customers $ 230,284 $ 283,099 $ 329,449 Satellites 236,960 293,260 264,433 Buildings, furniture, fixtures, equipment and other 109,098 124,123 144,722 5G Network equipment/Hybrid MNO 598,848 718,729 371,640 Software and computer equipment 356,113 374,953 270,200 Intangible assets and other amortization expense 54,246 136,029 217,479 Total depreciation and amortization $ 1,585,549 $ 1,930,193 $ 1,597,923 Cost of sales and operating expense categories included in our accompanying Consolidated Statements of Operations and Comprehensive Income (Loss) do not include depreciation and amortization expense related to satellites, equipment leased to customers, or our 5G Network equipment and software, and amortization of development costs of externally marketed software. Activity relating to our asset retirement obligations, included in “Long-term deferred revenue and other long-term liabilities” on our Consolidated Balance Sheets, was as follows: For the Years Ended December 31, 2025 2024 2023 (In thousands) Balance, beginning of period $ 327,031 $ 278,287 $ 183,135 Liabilities incurred 5,222 20,929 74,189 Accretion expense 36,040 27,815 20,963 Remeasurement of estimate 80,459 — — Balance, end of period $ 448,752 $ 327,031 $ 278,287 During the third quarter of 2025, our asset retirement obligations were revised as the timing associated with the obligations to remediate leased property on our communication towers was accelerated. The corresponding assets, net of accumulated depreciation, related to asset retirement obligations were impaired as of December 31, 2025, resulting in a net book value of zero , $ 216 million and $ 217 million as of December 31, 2025, 2024 and 2023, respectively. See Note 1 for further information F-46 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Satellites Pay-TV Segment Our Pay-TV segment currently utilizes eight satellites in geosynchronous orbit approximately 22,300 miles above the equator, seven of which we own and depreciate over their estimated useful life. We also lease one satellite from a third party, Nimiq 5, which is accounted for as an operating lease. As of December 31, 2025, our Pay-TV segment satellite fleet consisted of the following: Degree Lease Launch Orbital Termination Satellites Date Location Date Owned: EchoStar X February 2006 110 N/A EchoStar XI July 2008 110 N/A EchoStar XIV March 2010 119 N/A EchoStar XV July 2010 119 N/A EchoStar XVI November 2012 61.5 N/A EchoStar XVIII June 2016 61.5 N/A EchoStar XXIII March 2017 110 N/A Under Construction: EchoStar XXV 2026 110 N/A EchoStar XXVI 2028 119 N/A Leased from Other Third-Party: Nimiq 5 September 2009 72.7 October 2029 As of April 2025, we no longer lease the Anik F3 satellite. Satellites Under Construction EchoStar XXV . On March 20, 2023, we entered into a contract with Lanteris Space LLC for the construction of EchoStar XXV, a DBS satellite that is capable of providing service to the continental United States (“CONUS”) and is intended to be used at the 110 degree orbital location. During the fourth quarter of 2023, we entered into an agreement with SpaceX for launch services for this satellite, which is expected to be launched during the first quarter of 2026. EchoStar XXVI. On May 15, 2025, we entered into a contract with Lanteris Space LLC for the construction of EchoStar XXVI, a DBS satellite that is capable of providing service to the CONUS and is intended to be used at the 119 degree orbital location. During the third quarter of 2025, we entered into an agreement with SpaceX for launch services for this satellite, which is expected to be launched during 2028. F-47 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Satellites - Broadband and Satellite Services Segment Our Broadband and Satellite Services segment currently utilizes seven satellites in geosynchronous orbit approximately 22,300 miles above the equator, four of which we own and depreciate over their estimated useful life. We also lease three satellites from third parties, which are accounted for as finance leases and are depreciated over their economic life. As of December 31, 2025, our Broadband and Satellite Services segment satellite fleet consisted of the following: Degree Lease Launch Orbital Termination Satellites Date Location Date Owned: EchoStar XVII (1) July 2012 107 N/A EchoStar XIX (1) December 2016 97.1 N/A EchoStar XXI (1) June 2017 10.25 N/A EchoStar XXIV (1) July 2023 95.2 N/A Leased from Other Third-Party: Eutelsat 65 West A (1) March 2016 65 July 2031 Telesat T19V (1) July 2018 63 August 2033 EchoStar 105/SES-11 (1) October 2017 105 November 2030 (1) As of December 31, 2025, we impaired these satellites and wrote down the carrying value of the satellites to their estimated fair value. See Note 1 for further information. As of June 2025, all commercial traffic on the Al Yah 3 satellite had been transferred to other satellites in our fleet and the Al Yah 3 satellite is no longer operational nor in service. In addition, all commercial traffic on the EchoStar IX satellite has been transferred to other satellites in our fleet and the EchoStar IX satellite is no longer in service. The disposal process for the EchoStar IX satellite was completed in the third quarter of 2025. Satellite Anomalies and Impairments Operation of our DISH TV services requires that we have adequate satellite transmission capacity for the programming that we offer. While we generally have had in-orbit satellite capacity sufficient to transmit our existing channels and some backup capacity to recover the transmission of certain critical programming, our backup capacity is limited. In the event of a failure or loss of any of our owned or leased satellites, we may need to acquire or lease additional satellite capacity or relocate one of our other owned or leased satellites and use it as a replacement for the failed or lost satellite. Such a failure could result in a prolonged loss of critical programming or a significant delay in our plans to expand programming as necessary to remain competitive and thus may have a material adverse effect on our business, financial condition and results of operations. F-48 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued In the past, certain of our owned and leased satellites have experienced anomalies, some of which have had a significant adverse impact on their remaining useful life and/or commercial operation. There can be no assurance that future anomalies will not impact the remaining useful life and/or commercial operation of any of the owned and leased satellites in our fleet. See Note 2 for further information on evaluation of impairment. There can be no assurance that we can recover critical transmission capacity in the event one or more of our owned or leased in-orbit satellites were to fail. We are not aware of any anomalies with respect to our owned or leased satellites that have had any such significant adverse effect during the year ended December 31, 2025. We generally do not carry commercial in-orbit insurance on any of the satellites that we own and therefore, we will bear the risk associated with any uninsured in-orbit satellite failures. We will continue to assess circumstances going forward and make insurance-related decisions on a case-by-case basis. Intangible Assets As of December 31, 2025 and 2024, our identifiable intangibles, including intangibles subject to amortization, consisted of the following: As of December 31, 2025 2024 Intangible Accumulated Intangible Accumulated Assets Amortization Assets Amortization (In thousands) Technology-based $ 63,545 $ ( 61,724 ) $ 115,173 $ ( 112,557 ) Trademarks 139,498 ( 91,107 ) 164,834 ( 101,522 ) Contract-based 41,500 ( 41,500 ) 41,500 ( 41,500 ) Customer relationships 620,136 ( 615,935 ) 902,753 ( 893,742 ) Total $ 864,679 $ ( 810,266 ) $ 1,224,260 $ ( 1,149,321 ) These identifiable intangibles are included in “Intangible assets, net” on our Consolidated Balance Sheets. Amortization of these intangible assets is recorded on a straight-line basis over an average finite useful life primarily ranging from approximately two to 20 years . Amortization was $ 16 million, $ 98 million and $ 183 million for the years ended December 31, 2025, 2024 and 2023, respectively. Estimated future amortization of our identifiable intangible assets as of December 31, 2025 is as follows: For the Years Ending December 31, Total (In thousands) 2026 $ 12,905 2027 12,127 2028 11,617 2029 11,027 2030 5,873 Thereafter 864 Total $ 54,413 Goodwill Goodwill represents the excess of the consideration transferred over the estimated fair values of assets acquired and liabilities assumed as of the acquisition date and is not subject to amortization but is subject to impairment testing annually or whenever indicators of impairment arise. F-49 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued During the year ended December 31, 2023 we recorded a noncash impairment charge for goodwill of $ 758 million in “Impairments and other” on our Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 1 for further information. The non-recurring measurement of fair value of goodwill is classified as Level 3 in the fair value hierarchy. As of December 31, 2025, 2024 and 2023, we have zero goodwill recorded on our Consolidated Balance Sheets. Regulatory Authorizations – Pay-TV and Other Segments As of December 31, 2025 and 2024, our Regulatory Authorizations with indefinite lives consisted of the following: As of December 31, Segment 2025 2024 (In thousands) DBS Licenses Pay-TV $ 677,409 $ 677,409 700 MHz Licenses Other 701,803 701,803 AWS-4 Licenses Other 1,928,688 1,928,688 H Block Licenses Other 1,671,506 1,671,506 600 MHz Licenses Other 6,447,728 6,192,575 MVDDS Licenses Other 24,000 24,000 28 GHz Licenses Other 2,883 2,883 24 GHz Licenses Other 11,772 11,772 37 GHz, 39 GHz & 47 GHz Licenses Other 202,392 202,392 3550-3650 MHz Licenses Other 912,200 912,200 3.7-3.98 GHz Licenses Other 2,969 2,969 3.45-3.55 GHz Licenses Other 7,199,380 7,329,093 1695-1710 MHz, 1755-1780 MHz and 2155-2180 MHz Other 972 972 AWS-3 Other 9,829,287 9,829,287 Subtotal 29,612,989 29,487,549 Capitalized interest (1) 10,270,436 9,502,912 Impairment of indefinite-lived intangible assets (2) ( 5,334,473 ) — Total $ 34,548,952 $ 38,990,461 (1) See Note 2 for further information. (2) See Note 1 for further information. Regulatory Authorizations – Broadband and Satellite Services Segment As of December 31, 2025 and 2024, our Regulatory Authorizations for our Broadband and Satellite Services segment with indefinite lives consisted of the following: As of December 31, 2025 2024 (In thousands) 95 W $ 200,000 $ 200,000 107 W 200,000 200,000 Sirion-1 Filing 39,160 39,160 Impairment of indefinite-lived intangible assets (1) ( 439,160 ) — Total $ — $ 439,160 (1) See Note 1 for further information. F-50 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued As of December 31, 2025 and 2024, our Regulatory Authorizations with finite lives consisted of the following: As of December 31, 2025 2024 Finite Lived Accumulated Finite Lived Accumulated Assets Amortization Assets Amortization (In thousands) Total (1) $ — $ — $ 53,160 $ ( 40,615 ) (1) During the year ended December 31, 2025, we recorded a noncash impairment charge for finite lived intangible assets in “Impairments and other” on our Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 1 for further information. These identifiable intangibles are included in “Regulatory authorizations, net” on our Consolidated Balance Sheets. Amortization of these intangible assets was recorded on a straight-line basis over an average finite useful life of thirteen years . Amortization was $ 3 million, $ 5 million and $ 5 million for the years ended December 31, 2025, 2024 and 2023, respectively. Foreign currency translation adjustments were gains of $ 1 million and losses of $ 2 million and gains of $ 1 million for the years ended December 31, 2025, 2024 and 2023, respectively. 9. Leases Lessee Accounting We enter into non-cancelable operating and finance leases for, among other things, communication towers, satellites, satellite-related ground infrastructure, data centers, office space, dark fiber and transport equipment, warehouses and distribution centers, vehicles and other equipment. Substantially all of our leases have remaining lease terms from one to 12 years , with a weighted average remaining lease term of 0.8 to 9.5 years, some of which include renewal options and some of which include options to terminate the leases within one year . For certain arrangements, the lease term includes the non-cancelable period plus the renewal period that we are reasonably certain to exercise. Our Eutelsat 65 West A, Telesat T19V and EchoStar 105/SES-11 satellites are accounted for as finance leases within our Broadband and Satellite Services segment. Through the third quarter of 2024, our Nimiq 5 satellite was accounted for as finance lease within our Pay-TV segment. However, during October 2024, we extended the Nimiq 5 lease and as a result it is currently accounted for as an operating lease. In addition, through the first quarter of 2025, our Anik F3 satellite was accounted for as an operating lease within our Pay-TV segment and as of April 2025 we no longer lease this satellite. Substantially all of our remaining leases are accounted for as operating leases. F-51 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued The components of lease expense were as follows: For the Years Ended December 31, 2025 2024 2023 (In thousands) Operating lease cost $ 624,248 $ 639,707 $ 538,805 Short-term lease cost (1) 12,508 16,685 4,765 Finance lease cost: Amortization of right-of-use assets 43,699 71,474 102,724 Interest on lease liabilities 5,027 8,799 14,090 Total finance lease cost 48,726 80,273 116,814 Total lease costs $ 685,482 $ 736,665 $ 660,384 (1) Leases that have terms of 12 months or less. Supplemental cash flow information related to leases was as follows: For the Years Ended December 31, 2025 2024 2023 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 572,056 $ 504,604 $ 367,438 Operating cash flows from finance leases 4,311 9,094 13,400 Financing cash flows from finance leases 23,151 56,459 53,467 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 163,208 $ 522,975 $ 753,935 Finance leases — — 53,771 Remeasured right of use asset and liability $ 1,283,916 $ — $ — F-52 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Supplemental balance sheet information related to leases was as follows: As of December 31, 2025 2024 (In thousands) Operating Leases: Operating lease assets (1)(2) $ 214,549 $ 3,260,768 Other current liabilities (1) $ 845,326 $ 528,542 Operating lease liabilities (1) 4,137,269 3,211,407 Total operating lease liabilities (1) $ 4,982,595 $ 3,739,949 Finance Leases: Property and equipment, gross (2) $ 83,141 $ 466,074 Accumulated depreciation (2) ( 5,124 ) ( 235,001 ) Property and equipment, net (2) $ 78,017 $ 231,073 Other current liabilities $ 41,520 $ 30,381 Other long-term liabilities 2,528 36,818 Total finance lease liabilities $ 44,048 $ 67,199 Weighted Average Remaining Lease Term: Operating leases 9.5 years 9.7 years Finance leases 0.8 years 1.7 years Weighted Average Discount Rate: Operating leases 9.9 % 10.2 % Finance leases 10.0 % 9.3 % (1) During the third quarter of 2025, as a result of the AT&T Transactions and SpaceX Transactions, we began the abandonment and decommission process for certain portions of our 5G Network that will not be utilized in our Hybrid MNO business, resulting in a significant adverse change in the intended use of such assets. These developments were considered triggering events and resulted in, among other things, our review of communication tower lease obligations related to our 5G Network, through which we determined we will no longer take on any new communication tower leases, including those under our take or pay arrangements with certain vendors. Consequently, all future cash flows associated with certain communication tower leases not previously commenced under the take or pay arrangements were attributed to existing leases and certain lease liabilities were remeasured and during the third quarter of 2025, we recorded $ 1.284 billion as an ROU asset and liability on our Consolidated Balance Sheets and the ROU assets associated with such remeasured leases were impaired in the same period and we recorded $ 4.191 billion in "Impairments and other" on our Consolidated Statements of Operations and Comprehensive Income (Loss) in the same period. As a result, a one-time charge for variable lease payment expense resulting from this remeasurement event related to our 5G Network was recorded in "Impairments and other" on our Consolidated Statements of Operations and Comprehensive Income (Loss). (2) During the fourth quarter of 2025, a triggering event occurred and resulted in a non-cash impairment of certain finance lease assets and operating lease assets related to our Broadband and Satellite Services segment. See Note 1 for further information. F-53 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Maturities of lease liabilities as of December 31, 2025 were as follows: Maturities of Lease Liabilities Operating Finance For the Years Ending December 31, Leases Leases Total (In thousands) 2026 $ 892,686 $ 44,522 $ 937,208 2027 811,676 2,574 814,250 2028 752,008 — 752,008 2029 717,080 — 717,080 2030 697,539 — 697,539 Thereafter 3,884,450 — 3,884,450 Total lease payments 7,755,439 47,096 7,802,535 Less: Imputed interest ( 2,772,844 ) ( 3,048 ) ( 2,775,892 ) Total 4,982,595 44,048 5,026,643 Less: Current portion ( 845,326 ) ( 41,520 ) ( 886,846 ) Long-term portion of lease obligations $ 4,137,269 $ 2,528 $ 4,139,797 Lessor Accounting We lease satellite capacity, communications equipment and real estate to certain of our customers. The following table presents our lease revenue by type of lease: For the Years Ended December 31, 2025 2024 2023 (In thousands) Lease revenue: Sales-type lease revenue $ 6,703 $ 10,547 $ 13,431 Operating lease revenue 15,329 14,358 42,565 Total lease revenue $ 22,032 $ 24,905 $ 55,996 Substantially all of our net investment in sales-type leases consisted of lease receivables totaling $ 20 million and $ 26 million as of December 31, 2025 and 2024, respectively. The following table presents future operating lease payments to be received as of December 31, 2025: For the Years Ending December 31, Total (In thousands) 2026 $ 10,392 2027 6,567 2028 4,205 2029 3,215 2030 1,991 Thereafter 292 Total lease payments to be received $ 26,662 F-54 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued 10. Debt, Finance Lease and Other Obligations Fair Value of our Debt The following table summarizes the carrying amount and fair value of our debt facilities as of December 31, 2025 and 2024: As of December 31, 2025 2024 Issuer Carrying Amount Fair Value Carrying Amount Fair Value (In thousands) 0 % Convertible Notes due 2025 (1) DISH $ — $ — $ 138,403 $ 124,916 Term Loan due 2025 (2) DBS SubscriberCo — — 500,000 500,000 7 3/4% Senior Notes due 2026 (3) DDBS 2,000,000 1,977,500 2,000,000 1,678,640 5 1/4% Senior Secured Notes due 2026 (3)(4) HSSC 627,283 604,776 750,000 686,475 6 5/8% Senior Notes due 2026 (3) HSSC 750,000 691,313 750,000 595,725 3 3/8% Convertible Notes due 2026 (3) DISH 45,209 44,564 45,209 38,495 5 1/4% Senior Secured Notes due 2026 (3) DDBS 2,750,000 2,673,440 2,750,000 2,507,780 11 3/4% Senior Secured Notes due 2027 DISH 3,500,000 3,646,440 3,500,000 3,708,460 7 3/8% Senior Notes due 2028 DDBS 1,000,000 970,280 1,000,000 715,680 5 3/4% Senior Secured Notes due 2028 DDBS 2,500,000 2,450,000 2,500,000 2,143,350 5 1/8% Senior Notes due 2029 DDBS 1,500,000 1,331,430 1,500,000 959,610 Term Loan due 2029 (5) DBS SubscriberCo 1,608,374 1,608,374 1,800,000 1,800,000 Mandatorily Redeemable Preferred Shares due 2029 (5)(6) DBS SubscriberCo 178,708 178,708 200,000 200,000 10 3/4% Senior Secured Notes due 2029 (7) SATS 5,506,000 6,144,476 5,356,000 5,763,110 3 7/8% Convertible Secured Notes due 2030 (8)(9) SATS 1,942,594 6,581,334 1,906,229 2,029,715 6 3/4% Senior Secured Notes due 2030 (10) SATS 2,372,670 2,436,447 2,287,738 2,070,952 Other notes payable 71,719 71,719 108,072 108,072 Subtotal 26,352,557 $ 31,410,801 27,091,651 $ 25,630,980 Unamortized deferred financing costs and other debt discounts, net ( 416,734 ) ( 555,533 ) Finance lease obligations (11) 44,048 67,199 Total 25,979,871 26,603,317 Less: current portion (5) ( 7,321,269 ) ( 943,029 ) Total debt, finance lease and other obligations, net of current portion $ 18,658,602 $ 25,660,288 (1) We redeemed the remaining principal balance of our 0 % Convertible Notes due 2025 as of December 15, 2025, on its maturity date. (2) We redeemed the principal balance of our Term Loan due 2025 as of September 30, 2025, the instrument’s maturity date. (3) These notes have been reclassified to “Current portion of debt, finance lease and other obligations” on our Consolidated Balance Sheets as of December 31 , 2025. (4) During the year ended December 31 , 2025, we repurchased approximately $ 123 million of our 5 1/4% Senior Secured Notes due 2026 in open market trades. The remaining balance of approximately $ 627 million matures on August 1, 2026 . (5) A portion of the principal balance of these instruments is classified as “Current portion of debt, finance lease and other obligations” due to payment terms upon which we will pay a portion of principal balance based on the variable cash flows for certain Pay-TV business metrics which are an estimate and could change significantly based on actual performance. During the year ended December 31, 2025, we redeemed approximately $ 213 million of our Term Loan due 2029 and Mandatorily Redeemable Preferred Shares due 2029. The remaining balance of approximately $ 1.787 billion is paid monthly based on the variable cash flows for certain Pay-TV business metrics and the final payment is due no later than June 30, 2029 . (6) Due to the June 30, 2029 mandatory redemption feature of this instrument, it is considered a debt instrument. (7) On May 8, 2025, we issued an additional $ 150 million aggregate principal amount of our 10 3/4% Senior Secured Notes due November 30, 2029. F-55 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued (8) Beginning on October 1, 2025 , and ending at the close of business on March 31, 2026, o ur 3 7/8% Convertible Secured Notes due 2030 are convertible, at the option of the holders. These notes are convertible, at our election, into cash, a total of approximately 58 million shares of our Class A common stock, or a combination thereof. See the description of our 3 7/8% Convertible Secured Notes due 2030 below for further information. During the year ended December 31 , 2025, holders converted approximately $ 4 million of o ur 3 7/8% Convertible Secured Notes due 2030. (9) We elected to make our May 30, 2025 semi-annual interest payment of approximately $ 41 million in kind. We elected to make our November 30, 2025 semi-annual interest payment in cash, which is subject to reimbursement from SpaceX upon the Spectrum Transfer Closing. See Note 1 for further information. (10) We elected to make our May 30, 2025 semi-annual interest payment of approximately $ 85 million in kind. We elected to make our November 30, 2025 semi-annual interest payment in cash, which is subject to reimbursement from SpaceX upon the Spectrum Transfer Closing. See Note 1 for further information. (11) Disclosure regarding fair value of finance leases is not required. We estimated the fair value of our publicly traded long-term debt using market prices in less active markets (Level 2). We estimated the fair value of our non-publicly traded debt based on, among other things, available trade information and/or valuations performed by a third-party (Level 3). Term Loans and Mandatorily Redeemable Preferred Shares due 2029 The below summaries are not complete and are qualified in entirety by reference to the full and complete text of the applicable agreements. On September 29, 2024, DBS SubscriberCo, Alter Domus (US) LLC, as Administrative Agent, and the lenders party thereto, entered into a Loan and Security Agreement (together with all the exhibits, annexes and schedules thereto, the “Loan and Security Agreement”), pursuant to which, among other things and subject to the terms and conditions set forth therein, the lenders agreed to extend credit to DBS SubscriberCo in an aggregate principal amount of up to $ 2.3 billion secured by the assets of DBS SubscriberCo, which includes approximately three million DISH TV subscribers and their related subscription and equipment agreements (such transactions, the “Loan Financing”). The Loan Financing consisted of the following: (i) initial term loans in an aggregate principal amount of $ 1.8 billion that mature on June 30, 2029 (the “Term Loan due 2029”), (ii) incremental term loans in an aggregate principal amount of $ 500 million that are payable in equal monthly installments which began in January 2025 and matured on September 30, 2025 (the “Term Loan due 2025”) and (iii) an additional amount of incremental term loans (the “Roll-up Incremental Term Loans” and, together with the Term Loan due 2029 and the Term Loan due 2025, the “Term Loans”). The Roll-up Incremental Term Loans may be incurred from time to time, subject to DBS SubscriberCo’s prior approval and pro forma compliance with a leverage ratio set forth in the Loan and Security Agreement, and mature on June 30, 2029. The Roll-up Incremental Term Loans may be incurred in exchange for Outstanding DBS Notes in an aggregate principal amount equal to: (i) the price at which certain lenders acquire such notes plus (ii)(A) in the case of Outstanding 2028 DBS Notes and Outstanding 2029 DBS Notes, 15 % of the difference between the aggregate principal amount of such notes and the purchase price thereof, or (B) in the case of Outstanding 2026 DBS Notes, Outstanding 2026 DBS Secured Notes and Outstanding 2028 DBS Secured Notes, 20 % of the difference between the aggregate principal amount of such notes and the purchase price thereof. Interest on the Term Loans accrues and is payable monthly, generally in cash. The interest rate with respect to the Term Loan due 2029 is: (i) from (and including) the Financing Closing Date and until (but excluding) the date that is twelve months thereafter, 10.75 % per annum; and (ii) from (and including) the date that is twelve months after the Financing Closing Date and until June 30, 2029, 11.25 % per annum. The interest rate with respect to the Term Loan due 2025 is 11.00 % per annum. The interest rate with respect to the Roll-up Incremental Term Loans is: (i) from (and including) the Financing Closing Date and until (but excluding) the date that is twelve months thereafter, 11.00 % per annum; and (ii) from (and including) the date that is twelve months after the Financing Closing Date and until the Maturity Date, 11.50 % per annum. F-56 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued The Loan and Security Agreement specifies a priority of payments for funds received by DBS SubscriberCo from subscriber payments and certain other revenue. Specifically, on each Transfer Date, as defined in the Loan and Security Agreement, payments will be made, as applicable, to the Administrative Agent for certain administrative and other fees, to DBS SubscriberCo for reimbursement of certain operating costs, to a subsidiary of DISH Network as Manager under the Loan and Security Agreement and as Servicer for DBS SubscriberCo, and to an account used to collect and remit interest on the Term Loans, preferred distributions with respect to Preferred Membership interests (as defined below) and monthly principal payments on the Term Loan due 2025. If DBS SubscriberCo is in compliance with the terms of the Loan and Security Agreement, it will have the ability to accumulate any excess collections, subject to the terms of the Loan and Security Agreement. At its election, any such excess collections can be distributed by DBS SubscriberCo to its parent via an intercompany loan. All excess collections will be used to fund the payment of the Term Loans, the Mandatorily Redeemable Preferred Shares and the associated interest and preferred distributions. If DBS SubscriberCo is not in compliance with its covenants, the entity will lose the ability to accumulate any excess collections with those proceeds being utilized to satisfy the debt obligation and associated interest. Mandatorily Redeemable Preferred Shares Due 2029 On the Financing Closing Date, DBS SubscriberCo, entered into an amended and restated limited liability company agreement (the “SubscriberCo LLCA”), pursuant to which, among other things, DBS SubscriberCo issued to certain investors (the “Preferred Members”) redeemable preferred equity interests (the “Preferred Membership Interests”) with an aggregate liquidation preference of $ 200 million (the “Mandatorily Redeemable Preferred Shares”). The Mandatorily Redeemable Preferred Shares mature on June 30, 2029. Due to the mandatory redemption feature of this instrument, it is considered a debt instrument and recorded in “Current portion of debt, finance lease and other obligations” and “Long-term debt, finance lease and other obligations, net of current portion” on our Consolidated Balance Sheets. The Preferred Membership Interests have a preferential cumulative return that accumulates daily in arrears at a rate of: (a) from (and including) the Financing Closing Date and until (but excluding) the date that is 12 months thereafter, 13.25 % per annum; and (b) from (and including) the date that is 12 months after the Financing Closing Date and until June 30, 2029 (or the first business day thereafter), 13.75 % per annum, payable in cash monthly and a liquidation preference equal to the issue price plus all accrued and unpaid dividends. The Preferred Membership Interests are redeemable at DBS SubscriberCo’s option prior to the June 30, 2029 maturity date at a premium as described in the SubscriberCo LLCA. Upon the maturity date, DBS SubscriberCo is required to redeem all of the Preferred Membership Interests issued and outstanding at such time, and upon payment in full of the aggregate liquidation preference, all rights of the Preferred Members will terminate. The Preferred Members also have certain governance and economic rights set forth in the SubscriberCo LLCA. Senior Notes and Convertible Notes The below summaries are not complete and are qualified in entirety by reference to the full and complete text of the applicable indentures. F-57 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued EchoStar Senior Secured Notes and Convertible Secured Notes The EchoStar Senior Secured Notes and Convertible Secured Notes are: ● senior unsecured obligations of EchoStar and guaranteed by the Spectrum Assets Guarantors (as defined below) and the Equity Pledge Guarantors (as defined below) on a senior secured basis; ● secured equally and ratably with certain other secured indebtedness on a first-priority basis, subject to permitted liens, certain exceptions and the first lien intercreditor agreement, by: (i) a lien on all licenses, authorizations and permits issued from time to time by the FCC for use of the AWS-3 Spectrum and for the use of the AWS-4 Spectrum (the “Spectrum Assets”) held by certain of our subsidiaries that hold any Spectrum Assets (each, a “Spectrum Assets Guarantor”); (ii) the proceeds of any Spectrum Assets sale; (iii) other wireless licenses (valued by third-party) of similar value which can be substituted for the Spectrum Assets; and (iv) a lien on the equity interests held by an entity that directly owns any equity interests in any Spectrum Assets Guarantor (each, a “Equity Pledge Guarantor”); ● ranked equally in right of payment, without giving effect to collateral arrangements, with all of our and the Spectrum Assets Guarantors’ or Equity Pledge Guarantors’ existing and future senior indebtedness; ● ranked senior in right of payment to any of our and the Spectrum Assets Guarantors or Equity Pledge Guarantors’ subordinated existing and future indebtedness and effectively senior to any of the Spectrum Assets Guarantors or Equity Pledge Guarantors unsecured indebtedness and indebtedness secured by junior liens on the collateral to the extent of the value of the collateral and effectively junior to all the existing and future obligations of any of our subsidiaries that are not Spectrum Assets Guarantors or Equity Pledge Guarantors. The indentures related to our EchoStar Senior Secured Notes and Convertible Secured Notes contain restrictive covenants that, among other things, impose limitations on the ability of EchoStar and the Spectrum Assets Guarantors and the Equity Pledge Guarantors to: ● incur or guarantee additional debt; ● make certain investments and other restricted payments; ● create liens; ● enter into transactions with affiliates; ● merge or consolidate with another company; ● transfer or sell assets; ● allow to exist certain restrictions on paying dividends or other payments; and ● engage in new activities (applicable to guarantors). Pursuant to the related indenture, we were required to appoint independent appraisers to determine the aggregate Appraised Value (as defined in the related indenture) of the Spectrum Assets within 60 days following the issue date of the EchoStar Senior Secured Notes and Convertible Secured Notes. Based on the independent appraisals and in accordance with the definition of “Appraised Value” in the related indenture, the Initial Appraisal (as defined in the related indenture) was determined to be $ 33.1 billion, with a LTV Ratio (as defined in the related indenture) of approximately 0.3 to 1.00 . We will also be required to obtain a forfeiture appraisal of the Spectrum Assets (the “ Spectrum Assets Forfeiture Appraisal”) within 60 days of the forfeiture date if wireless spectrum licenses that form part of the Spectrum Assets accounting for more than 10 % of the aggregate MHz-POPs of all such licenses constituting the Spectrum Assets are forfeited to the FCC as a result of our failure to meet its buildout milestones with respect to such forfeited licenses. If the loan-to-value ratio with respect to the Spectrum Assets as of the date of the Spectrum Assets Forfeiture Appraisal is greater than 0.375 to 1.00, then within 60 days following the date of the delivery of the Spectrum Assets Forfeiture Appraisal, we will be required to add additional Spectrum Assets Guarantors and/or pledge (or cause to be pledged) cash or additional wireless spectrum licenses as Spectrum Assets to comply with the required loan-to-value ratio of 0.375 to 1.00. F-58 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued EchoStar Senior Secured Notes Special Partial Mandatory Redemption. If we fail to deliver the Spectrum Assets Forfeiture Appraisal within 60 days following the date of forfeiture or we fail to add such additional Spectrum Assets Guarantors and/or pledge (or cause to be pledged) cash or additional wireless spectrum licenses as Spectrum Assets , we will be required to redeem the EchoStar Senior Secured Notes such that immediately after giving effect to such redemption, the loan-to-value ratio shall not be greater than 0.375 to 1.00 at a redemption price equal to 102 % of their principal amount, plus accrued and unpaid interest to, but excluding, the redemption date. 10 3/4% Senior Secured Notes due 2029 On November 12, 2024 and on May 8, 2025, we issued $ 5.356 billion and $ 150 million, respectively, aggregate principal amount of our 10 3/4% Senior Secured Notes due November 30, 2029. Interest accrues at an annual rate of 10 3/4% and is payable semi-annually in cash, in arrears on May 30 and November 30 of each year, which commenced on May 30, 2025. We elected not to make the approximately $ 326 million cash interest payment due on May 30, 2025 (the “ 10 3/4% Interest Payment”). Under the related indenture, such non-payment is a default and we had a 30 -day grace period to make the 10 3/4% Interest Payment before such non-payment would have been an Event of Default , as defined in the related indenture . On June 27, 2025, we made the scheduled 10 3/4% Interest Payment originally due May 30, 2025, including interest on the defaulted interest, within the applicable 30 -day grace period to make such interest payment . The 10 3/4% Senior Secured Notes due 2029 are redeemable, in whole or in part, at any time prior to November 30, 2026 at a redemption price equal to 100 % of the principal amount plus the Applicable Premium, as defined in the related indenture, together with accrued and unpaid interest, if any, to the redemption date. At any time on or after November 30, 2026, we may redeem the 10 3/4% Senior Secured Notes due 2029 at various redemption prices detailed in the related indenture, together with accrued and unpaid interest, if any, to the redemption date. In the event of a change of control, as defined in the related indenture, we would be required to make an offer to repurchase all or any part of a holder’s 10 3/4% Senior Secured Notes due 2029 at a purchase price equal to 101 % of the aggregate principal amount thereof, together with accrued and unpaid interest thereon, to the date of repurchase. 3 7/8% Convertible Secured Notes due 2030 On November 12, 2024, we issued $ 1.906 billion aggregate principal amount of our 3 7/8% Convertible Secured Notes due November 30, 2030 (“Convertible Notes due 2030”). Interest accrues at an annual rate of 3 7/8% and is payable semi-annually in arrears on May 30 and November 30 of each year, commencing on May 30, 2025. Interest payments are, at our option, payable in cash or in kind for the first four interest payment periods; provided that no payment in kind interest may be paid for any interest period if the payment of interest on the 6 3/4% Senior Secured Notes due 2030 or certain other indebtedness during such period is made in cash. Interest payments from and including the fifth interest payment period (which will be payable on May 30, 2027) and thereafter must be paid in cash. We may not redeem the Convertible Notes due 2030 prior to November 30, 2027. The Convertible Notes due 2030 are redeemable, in whole or in part, at any time on or after November 30, 2027 at the redemption prices and subject to the conversion rights and other conditions specified in the related indenture. If a “fundamental change” (as defined in the related indenture) occurs prior to the maturity date of the Convertible Notes due 2030, holders may require us to repurchase for cash all or part of their Convertible Notes due 2030 at a specified make-whole price equal to 100 % of the principal amount of such Convertible Notes due 2030, plus accrued and unpaid interest to, but not including, the fundamental change repurchase date. F-59 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Subject to the terms of the related indenture, the Convertible Notes due 2030 may be converted at an initial conversion rate of 29.73507 shares of our Class A common stock per $ 1,000 principal amount of Convertible Notes due 2030 (equivalent to an initial conversion price of approximately $ 33.63 per share of our Class A common stock) (the “Initial Conversion Rate”), at any time on or after May 30, 2030 through the second scheduled trading day preceding the maturity date. Holders of the Convertible Notes due 2030 will also have the right to convert the Convertible Notes due 2030 at the Initial Conversion Rate prior to May 30, 2030, but only upon the occurrence of specified events described in the related indenture. The conversion rate is subject to anti-dilution adjustments if certain events occur. Beginning on October 1, 2025 , and ending at the close of business on March 31, 2026, the Convertible Notes due 2030 are convertible, at the option of the holders. The Convertible Notes due 2030 are convertible, at our election, into cash, approximately 58 million shares of our Class A common stock or a combination thereof. Any determination regarding the convertibility of the Convertible Notes due 2030 during future periods will be made in accordance with the terms of the related indenture. The Convertible Notes due 2030 became convertible because the last reported sale price of shares of our Class A common stock , for at least 20 trading days during the period of 30 consecutive trading days ending on, and including, the last trading day of the calendar quarter ended September 30, 2025 and December 31, 2025 , respectively, was greater than 130 % of the conversion price in effect on each applicable trading day. 6 3/4% Senior Secured Notes due 2030 On November 12, 2024, we issued $ 2.288 billion aggregate principal amount of our 6 3/4% Senior Secured Notes due November 30, 2030. Interest accrues at an annual rate of 6 3/4% and is payable semi-annually in arrears on May 30 and November 30 of each year, commencing on May 30, 2025. Interest payments are, at our option, payable in cash or in kind for the first four interest payment periods. Interest payments from and including the fifth interest payment period (which will be payable on May 30, 2027) and thereafter must be paid in cash. The 6 3/4% Senior Secured Notes due 2030 are redeemable, in whole or in part, at any time prior to November 30, 2026 at a redemption price equal to 100 % of the principal amount plus the Applicable Premium, as defined in the related indenture, together with accrued and unpaid interest, if any, to the redemption date. At any time on or after November 30, 2026, we may redeem the 6 3/4% Senior Secured Notes due 2030 at various redemption prices detailed in the related indenture, together with accrued and unpaid interest, if any, to the redemption date. In the event of a change of control, as defined in the related indenture, we would be required to make an offer to repurchase all or any part of a holder’s 6 3/4% Senior Secured Notes due 2030 at a purchase price equal to 101 % of the aggregate principal amount thereof, together with accrued and unpaid interest thereon, to the date of repurchase. DISH DBS Unsecured Senior Notes Our Senior Notes are: ● general unsecured senior obligations of DISH DBS Corporation (“DISH DBS”); ● ranked equally in right of payment with all of DISH DBS’ and the guarantors’ existing and future unsecured senior debt; and ● ranked effectively junior to our and the guarantors’ current and future secured senior indebtedness up to the value of the collateral securing such indebtedness. F-60 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued The indentures related to our Senior Notes contain restrictive covenants that, among other things, impose limitations on the ability of DISH DBS and its restricted subsidiaries to: ● incur additional debt; ● pay dividends or make distributions on DISH DBS’ capital stock or repurchase DISH DBS’ capital stock; ● make certain investments; ● create liens or enter into sale and leaseback transactions; ● enter into transactions with affiliates; ● merge or consolidate with another company; and ● transfer or sell assets. In the event of a change of control, as defined in the related indentures, we would be required to make an offer to repurchase all or any part of a holder’s Senior Notes at a purchase price equal to 101 % of the aggregate principal amount thereof, together with accrued and unpaid interest thereon, to the date of repurchase. 7 3/4% Senior Notes due 2026 On June 13, 2016, we issued $ 2.0 billion aggregate principal amount of our ten-year 7 3/4% Senior Notes due July 1, 2026. Interest accrues at an annual rate of 7 3/4% and is payable semi-annually in cash, in arrears on January 1 and July 1 of each year. We elected not to make the approximately $ 78 million cash interest payment due on July 1, 2025 (the “ 7 3/4% Interest Payment”). Under the related indenture, such non-payment is a default and we had a 30 -day grace period to make the 7 3/4 % Interest Payment before such non-payment would have been an Event of Default , as defined in the related indenture . On July 30, 2025, we made the scheduled 7 3/4 % Interest Payment originally due July 1, 2025 , including interest on the defaulted interest, within the applicable 30 -day grace period to make such interest payment . The 7 3/4% Senior Notes are redeemable, in whole or in part, at any time at a redemption price equal to 100 % of the principal amount plus a “make-whole” premium, as defined in the related indenture, together with accrued and unpaid interest. 7 3/8% Senior Notes due 2028 On July 1, 2020, we issued $ 1.0 billion aggregate principal amount of our 7 3/8% Senior Notes due July 1, 2028. Interest accrues at an annual rate of 7 3/8% and is payable semi-annually in cash, in arrears on January 1 and July 1 of each year. We elected not to make the approximately $ 37 million cash interest payment due on July 1, 2025 (the “ 7 3/8% Interest Payment”). Under the related indenture, such non-payment is a default and we had a 30 -day grace period to make the 7 3/8% Interest Payment before such non-payment would have been an Event of Default , as defined in the related indenture . On July 30, 2025, we made the scheduled 7 3/8% Interest Payment originally due July 1, 2025 , including interest on the defaulted interest, within the applicable 30 -day grace period to make such interest payment . The 7 3/8% Senior Notes are redeemable, in whole or in part, at any time at the redemption prices specified under the related indenture, together with accrued and unpaid interest. 5 1/8% Senior Notes due 2029 On May 24, 2021, we issued $ 1.5 billion aggregate principal amount of our 5 1/8% Senior Notes due June 1, 2029. Interest accrues at an annual rate of 5 1/8% and is payable semi-annually in cash, in arrears on June 1 and December 1 of each year. We elected not to make the approximately $ 38 million cash interest payment due on June 2, 2025 (the “ 5 1/8% Interest Payment”). F-61 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Under the related indenture, such non-payment is a default and we had a 30 -day grace period to make the 5 1/8% Interest Payment before such non-payment would have been an Event of Default , as defined in the related indenture . On June 27, 2025, we made the scheduled 5 1/8% Interest Payment originally due June 2, 2025, including interest on the defaulted interest, within the applicable 30 -day grace period to make such interest payment . The 5 1/8% Senior Notes are redeemable, in whole or in part, at any time at a redemption price equal to 100 % of the principal amount plus a “make-whole” premium, as defined in the related indenture, together with accrued and unpaid interest. HSSC Unsecured Senior Notes 6 5/8% Unsecured Senior Notes due 2026 On July 27, 2016, our subsidiary Hughes Satellite Systems Corporation (“HSSC”) issued $ 750 million aggregate principal amount of 6 5/8% Senior Unsecured Notes due August 1, 2026 (the “2026 Senior Unsecured Notes”). Interest on the 2026 Senior Unsecured Notes accrues at an annual rate of 6 5/8% and is payable semi-annually in cash, in arrears, on February 1 and August 1 of each year. Our Senior Notes due 2026 are: ● unsecured senior obligations of HSSC; ● ranked equally with all existing and future unsubordinated indebtedness and effectively junior to any secured indebtedness up to the value of the assets securing such indebtedness; ● effectively junior to HSSC’s obligations that are secured to the extent of the value of the collateral securing such obligations; ● senior in right of payment to all existing and future obligations of HSSC that are expressly subordinated to the 2026 Senior Unsecured Notes; ● structurally junior to any existing and future obligations of any of HSSC’s subsidiaries that do not guarantee the 2026 Senior Unsecured Notes; and ● unconditionally guaranteed, jointly and severally, on a general senior secured basis by certain of HSSC’s subsidiaries, which guarantees rank equally with all of the guarantors’ existing and future unsubordinated indebtedness, and effectively junior to any secured indebtedness of the guarantors up to the value of the assets securing such indebtedness. Subject to certain exceptions, the Indentures contain restrictive covenants that, among other things, impose limitations on HSSC’s ability and, in certain instances, the ability of certain of HSSC’s subsidiaries to: ● incur additional debt; ● pay dividends or make distributions on HSSC’s or their capital stock or repurchase HSSC’s or their capital stock; ● make certain investments; ● create liens or enter into sale and leaseback transactions; ● enter into transactions with affiliates; ● merge or consolidate with another company; ● transfer and sell assets; and ● allow to exist certain restrictions on its or their ability to pay dividends, make distributions, make other payments, or transfer assets. In the event of a change of control, as defined in the respective indenture, we would be required to make an offer to repurchase all or any part of a holder’s 2026 Senior Unsecured Notes at a purchase price equal to 101 % of the aggregate principal amount thereof, together with accrued and unpaid interest thereon, to the date of repurchase. F-62 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Existing DISH Convertible Notes 3 3/8% Convertible Notes due 2026 On August 8, 2016, we issued $ 3.0 billion aggregate principal amount of the Convertible Notes due August 15, 2026 in a private offering. A portion of these notes were tendered for exchange and cancelled and an aggregate principal amount of $ 45 million remains outstanding. Interest accrues at an annual rate of 3 3/8% and is payable semi-annually in cash, in arrears on February 15 and August 15 of each year. The Convertible Notes due 2026 are: ● our general unsecured obligations; ● ranked senior in right of payment to any future indebtedness that is expressly subordinated in right of payment to the Convertible Notes due 2026; ● ranked equally in right of payment with all of our existing and future unsecured senior indebtedness; ● ranked effectively junior to any of our existing and future secured indebtedness to the extent of the value of the assets securing such indebtedness; ● ranked structurally junior to all indebtedness and other liabilities of our subsidiaries; and ● not guaranteed by our subsidiaries. We may not redeem the Convertible Notes due 2026 prior to the maturity date. If a “fundamental change” (as defined in the related indenture) occurs prior to the maturity date of the Convertible Notes due 2026, holders may require us to repurchase for cash all or part of their Convertible Notes due 2026 at a specified make-whole price equal to 100 % of the principal amount of such Convertible Notes due 2026, plus accrued and unpaid interest to, but not including, the fundamental change repurchase date. The indenture related to the Convertible Notes due 2026 does not contain any financial covenants and does not restrict us from paying dividends, issuing or repurchasing our other securities, issuing new debt (including secured debt) or repaying or repurchasing our debt. Subject to the terms of the related indenture, the Convertible Notes due 2026 may be converted at an initial conversion rate of 5.383 shares of our Class A common stock per $ 1,000 principal amount of Convertible Notes due 2026 (equivalent to an initial conversion price of approximately $ 185.76 per share of our Class A common stock) (the “Initial Conversion Rate”), at any time on or after March 15, 2026 through the second scheduled trading day preceding the maturity date. Holders of the Convertible Notes due 2026 will also have the right to convert the Convertible Notes due 2026 at the Initial Conversion Rate prior to March 15, 2026, but only upon the occurrence of specified events described in the related indenture. The conversion rate is subject to anti-dilution adjustments if certain events occur. Upon any conversion, we will settle our conversion obligation in cash, shares of our Class A common stock or a combination of cash and shares of our Class A common stock, at our election. F-63 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Convertible Note Hedge and Warrant Transactions Merger with DISH Network . As defined and detailed in our Annual Report on Form 10-K for the year ended December 31, 2023, in connection with the completion of the Merger, on December 31, 2023, we and DISH Network entered into a note hedge amendment letter agreement with each option counterparty pursuant to which, at the Effective Time, DISH Network’s right to purchase shares of DISH Class A Common Stock pursuant to the terms of the applicable convertible note hedge transactions was changed into a right to purchase shares of EchoStar Class A Common Stock. In addition, in connection with the completion of the Merger, on December 31, 2023, we and DISH Network entered into a warrant amendment letter agreement and warrant guarantee with each option counterparty, pursuant to which, at the Effective Time, each counterparty’s right to purchase shares of DISH Network Class A Common Stock pursuant to the applicable warrant transactions was changed into a right to purchase shares of EchoStar Class A Common Stock, and we guaranteed all of DISH Network’s obligations under the applicable warrant transactions. In connection with the offering of the Convertible Notes due 2026, we entered into convertible note hedge transactions with certain option counterparties. The convertible note hedge transactions cover, subject to anti-dilution adjustments substantially similar to those applicable to the Convertible Notes due 2026, the number of shares of DISH Network Class A Common Stock underlying the Convertible Notes due 2026, which initially gives us the option to purchase approximately 46 million shares of DISH Network Class A Common Stock at a price of approximately $ 65.18 per share, which in connection with the completion of the Merger converted into approximately 16 million shares of EchoStar Class A Common Stock at a price of approximately $ 185.76 per share. The total cost of the original convertible note hedge transactions was $ 635 million. Concurrently with entering into the convertible note hedge transactions, we also entered into warrant transactions with each option counterparty whereby we sold to such option counterparty warrants to purchase, subject to customary anti-dilution adjustments, up to the same number of shares of DISH Network Class A common stock, which initially gives the option counterparties the option to purchase approximately 46 million shares of DISH Network Class A common stock at a price of approximately $ 86.08 per share, which in connection with the completion of the Merger converted into approximately 16 million shares of EchoStar Class A Common Stock at price ranges of approximately $ 185.75 to $ 245.33 per share. We received $ 376 million in cash proceeds from the original sale of these warrants. In accordance with accounting guidance on hedge and warrant transactions, the net cost incurred in connection with the convertible note hedge and warrant transactions are recorded as a reduction in “Additional paid-in capital” within “Stockholders’ Equity (Deficit)” on our Consolidated Balance Sheets as of December 31, 2016. We will not be required to make any cash payments to each option counterparty or its affiliates upon the exercise of the options that are a part of the convertible note hedge transactions, but will be entitled to receive from them a number of shares of Class A common stock, an amount of cash or a combination thereof. This consideration is generally based on the amount by which the market price per share of Class A common stock, as measured under the terms of the convertible note hedge transactions, is greater than the strike price of the convertible note hedge transactions during the relevant valuation period under the convertible note hedge transactions. Additionally, if the market price per share of Class A common stock, as measured under the terms of the warrant transactions, exceeds the strike price of the warrants during the measurement period at the maturity of the warrants, we will owe each option counterparty a number of shares of Class A common stock in an amount based on the excess of such market price per share of Class A common stock over the strike price of the warrants. However, as specified under the terms of the warrant transactions, we may elect to settle the warrants in cash. F-64 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued DISH DBS Senior Secured Notes Our DISH DBS Senior Secured Notes are: ● general senior secured obligations of DISH DBS Corporation (“DISH DBS”); ● secured by security interests in substantially all existing and future tangible and intangible assets of DISH DBS and its principal operating subsidiaries on a first priority basis, subject to certain exceptions; ● ranked equally in right of payment with all of DISH DBS’ and the guarantors’ existing and future senior debt; ● ranked senior in right of payment and effectively senior to any of DISH DBS’ and the guarantors’ junior lien or unsecured debt to the extent of the value of the pledged collateral that secures the Senior Secured Notes; and ● ranked effectively junior to DISH DBS’ and the guarantors’ obligations that are secured by assets that are not part of the pledged collateral that secures the Senior Secured Notes, to the extent of the value of such assets. The indenture related to our DISH DBS Senior Secured Notes contain restrictive covenants that, among other things, impose limitations on the ability of DISH DBS and its restricted subsidiaries to: ● incur additional debt; ● pay dividends or make distributions on DISH DBS’ capital stock or repurchase DISH DBS’ capital stock; ● make certain investments; ● create liens or enter into sale and leaseback transactions; ● enter into transactions with affiliates; ● merge or consolidate with another company; and ● transfer or sell assets. In the event of a change of control, as defined in the related indentures, we would be required to make an offer to repurchase all or any part of a holder’s Senior Secured Notes at a purchase price equal to 101 % of the aggregate principal amount thereof, together with accrued and unpaid interest thereon, to the date of repurchase. 5 1/4% Senior Secured Notes due 2026 On November 26, 2021, we issued $ 2.750 billion aggregate principal amount of our 5 1/4% Senior Secured Notes due December 1, 2026. Interest accrues at an annual rate of 5 1/4% and is payable semi-annually in cash, in arrears on June 1 and December 1 of each year. We elected not to make the approximately $ 72 million cash interest payment due on June 2, 2025 (the “ 5 1/4% Interest Payment”). Under the related indenture, such non-payment is a default and we had a 30 -day grace period to make the 5 1/4% Interest Payment before such non-payment would have been an Event of Default , as defined in the related indenture . On June 27, 2025, we made the scheduled 5 1/4% Interest Payment originally due June 2, 2025, including interest on the defaulted interest, within the applicable 30 -day grace period to make such interest payment . The 5 1/4% Senior Secured Notes due 2026 are redeemable, in whole or in part, at any time prior to June 1, 2026 (the “2026 Par Call Date”) at a redemption price equal to 100 % of the principal amount plus a “make-whole” premium, as defined in the related indenture, together with accrued and unpaid interest. At any time on or after the 2026 Par Call Date, we may redeem the 5 1/4% Senior Secured Notes due 2026, in whole at any time or in part from time to time, at a price equal to 100 % of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date. F-65 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued 5 3/4% Senior Secured Notes due 2028 On November 26, 2021, we issued $ 2.5 billion aggregate principal amount of our 5 3/4% Senior Secured Notes due December 1, 2028. Interest accrues at an annual rate of 5 3/4% and is payable semi-annually in cash, in arrears on June 1 and December 1 of each year. W e elected not to make the approximately $ 72 million cash interest payment due on June 2, 2025 (the “ 5 3/4% Interest Payment”). Under the related indenture, such non-payment is a default and we had a 30 -day grace period to make the 5 3/4% Interest Payment before such non-payment would have been an Event of Default , as defined in the related indenture . On June 27, 2025, we made the scheduled 5 3/4% Interest Payment originally due June 2, 2025, including interest on the defaulted interest, within the applicable 30 -day grace period to make such interest payment . The 5 3/4% Senior Secured Notes due 2028 are redeemable, in whole or in part, at any time prior to December 1, 2027 (the “2028 Par Call Date”) at a redemption price equal to 100 % of the principal amount plus a “make-whole” premium, as defined in the related indenture, together with accrued and unpaid interest. At any time on or after the 2028 Par Call Date, we may redeem the 5 3/4% Senior Secured Notes due 2028, in whole at any time or in part from time to time, at a price equal to 100 % of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date. DISH Network Senior Secured Notes Our DISH Network Senior Secured Notes are: ● senior unsecured obligations and guaranteed by certain restricted subsidiaries on a senior secured basis and certain other material subsidiaries; ● secured on a first priority basis by security interests, in favor of the secured parties, in the collateral, which consists primarily of interests in wireless spectrum licenses within the 600 MHz band (“the Spectrum Collateral”) owned by one of the secured guarantors and any additional subsidiaries of ours that may be added as guarantors from time to time and equity interests in the Spectrum Collateral guarantor(s) and DISH DBS; ● ranked equally in right of payment with all of our and the guarantor’s existing and future senior indebtedness; ● ranked senior in right of payment to any of our and the guarantors’ subordinated indebtedness and effectively senior to any of the Secured Guarantors unsecured indebtedness and indebtedness secured by junior liens on the collateral to the extent of the value of the collateral and effectively junior to all the existing and future obligations of any of our subsidiaries that are not Guarantors. ● ranked effectively junior to our obligations and the obligations of the guarantors that are secured by assets that do not constitute collateral to the extent of the value of such assets; The indenture related to our DISH Network Senior Secured Notes contain restrictive covenants that, among other things, impose limitations on our ability and certain of our subsidiaries to: ● incur additional debt; ● pay dividends or make distributions on our capital stock or repurchase our capital stock; ● make certain investments of Spectrum Collateral; ● create liens or enter into sale and leaseback transactions; ● enter into transactions with affiliates; ● merge or consolidate with another company; and ● transfer or sell assets. In the event of a change of control, as defined in the related indentures, we would be required to make an offer to repurchase all or any part of a holder’s DISH Senior Secured Notes at a purchase price equal to 101 % of the aggregate principal amount thereof, together with accrued and unpaid interest thereon, to the date of repurchase. F-66 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued 11 3/4% Senior Secured Notes due 2027 On November 15, 2022 and January 26, 2023, we issued $ 2.0 billion and $ 1.5 billion, respectively, aggregate principal amount of our 11 3/4% Senior Secured Notes due November 15, 2027. Interest accrues at an annual rate of 11 3/4% and is payable semi-annually in cash, in arrears on May 15 and November 15 of each year. At any time, we may redeem the 11 3/4% Senior Secured Notes due 2027, in whole at any time or in part from time to time, at the redemption prices specified in the related indenture, together with accrued and unpaid interest, if any, to the redemption date. Pursuant to the related indenture, we were required to obtain an initial appraisal of the Spectrum Collateral by an independent appraiser (the “Initial Appraisal”) within 120 days following the issue date of the 11 3/4% Senior Secured Notes due 2027. As of January 17, 2023, the Initial Appraisal certified we had satisfied the requirements under the loan-to-value ratio (as defined in the Indenture). Based on the independent appraisal, the loan-to-value ratio was not greater than 0.35 to 1.00 and the fair market value of the Spectrum Collateral was $ 10.04 billion. We will also be required to obtain a second appraisal of the Spectrum Collateral (a “Second Appraisal”) within 120 days of the date if wireless spectrum licenses that form part of the Spectrum Collateral accounting for more than 10% of the aggregate MHz-POPs of all such licenses constituting the Spectrum Collateral are forfeited to the FCC as a result of our failure to meet its buildout milestones with respect to such forfeited licenses. If we fail to deliver the Second Appraisal within 120 days following the date of forfeiture, then we will be required to redeem all of the 11 3/4% Senior Secured Notes due 2027 at a redemption price equal to 102 % of their principal amount, plus accrued and unpaid interest to, but excluding, the redemption date. If the loan-to-value ratio with respect to the Spectrum Collateral, as of the date of the Second Appraisal, is greater than 0.35 to 1.00, then within 90 days following the date of the delivery of the Second Appraisal we will be required to add additional Spectrum Collateral guarantors and/or pledge (or cause to be pledged) cash or interests in additional wireless spectrum licenses as Spectrum Collateral to comply with the required loan-to-value ratio of 0.35 to 1.00. If we fail to add such additional Spectrum Collateral and/or pledge (or cause to be pledged) cash or interests in additional wireless spectrum licenses, we will be required to redeem an amount of 11 3/4% Senior Secured Notes due 2027 such that immediately after giving effect to such redemption, the loan-to-value ratio shall not be greater than 0.35 to 1.00 at a redemption price equal to 102 % of their principal amount, plus accrued and unpaid interest to, but excluding, the redemption date. HSSC Secured Senior Notes 5 1/4% Senior Secured Notes due 2026 On July 27, 2016, our subsidiary Hughes Satellite Systems Corporation (“HSSC”) issued $ 750.0 million aggregate principal amount of 5 1/4% Senior Secured Notes due August 1, 2026 (the “2026 Senior Secured Notes”). Interest on the 2026 Senior Secured Notes accrues at an annual rate of 5 1/4% and is payable semi-annually in cash, in arrears, on February 1 and August 1 of each year. Our Senior Notes due 2026 are: ● secured obligations of HSSC; ● secured by security interests in substantially all existing and future tangible and intangible assets of HSSC and certain of its subsidiaries on a first priority basis, subject to certain exceptions; ● effectively junior to HSSC’s obligations that are secured by assets that are not part of the collateral that secures the 2026 Senior Secured Notes to the extent of the value of the collateral securing such obligations; ● effectively senior to HSSC’s existing and future unsecured obligations to the extent of the value of the collateral securing the 2026 Senior Secured Notes, after giving effect to permitted liens as provided in the 2016 Secured Indenture; F-67 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued ● senior in right of payment to all existing and future obligations of HSSC that are expressly subordinated to the 2026 Senior Secured Notes; ● structurally junior to any existing and future obligations of any of HSSC’s subsidiaries that do not guarantee the 2026 Senior Secured Notes; and ● unconditionally guaranteed, jointly and severally, on a general senior secured basis by certain of our HSSC’s subsidiaries, which guarantees rank equally with all of the guarantors’ existing and future unsubordinated indebtedness and effectively senior to such guarantors’ existing and future obligations to the extent of the value of the assets securing the 2026 Senior Secured Notes. Subject to certain exceptions, the Indentures contain restrictive covenants that, among other things, impose limitations on HSSC’s ability and, in certain instances, the ability of certain of HSSC’s subsidiaries to: ● incur additional debt; ● pay dividends or make distributions on HSSC’s or their capital stock or repurchase HSSC’s or their capital stock; ● make certain investments; ● create liens or enter into sale and leaseback transactions; ● enter into transactions with affiliates; ● merge or consolidate with another company; ● transfer and sell assets; and ● allow to exist certain restrictions on its or their ability to pay dividends, make distributions, make other payments, or transfer assets. In the event of a change of control, as defined in the respective indenture, we would be required to make an offer to repurchase all or any part of a holder’s 2026 Senior Secured Notes at a purchase price equal to 101 % of the aggregate principal amount thereof, together with accrued and unpaid interest thereon, to the date of repurchase. Intercompany Loans All intercompany loans are eliminated in consolidations. DISH 2021 Intercompany Loan The net proceeds from the offering of our 5 1/4% Senior Secured Notes due 2026 and our 5 3/4% Senior Secured Notes due 2028 (the “DISH DBS Senior Secured Notes”) issued on November 26, 2021 were used by DISH DBS to make an intercompany loan to DISH Network pursuant to a Loan and Security Agreement dated November 26, 2021 (together with potential future advances to DISH Network, the “DISH 2021 Intercompany Loan”) between DISH DBS and DISH Network in order to finance the purchase of wireless spectrum licenses and for general corporate purposes, including our 5G Network deployment. The DISH 2021 Intercompany Loan matures in two tranches, with the first tranche maturing on December 1, 2026 (the “DISH 2021 Intercompany Loan 2026 Tranche”) and the second tranche maturing on December 1, 2028 (the “DISH 2021 Intercompany Loan 2028 Tranche”). DISH DBS may make additional advances to DISH Network under the DISH 2021 Intercompany Loan, and on February 11, 2022, DISH DBS advanced an additional $ 1.5 billion to DISH Network under the DISH 2021 Intercompany Loan 2026 Tranche. Interest accrues and is payable semiannually, and interest payments with respect to the DISH 2021 Intercompany Loan were, at our option, payable in kind for the first two years from the issuance date of November 2021. In the third year post issuance date, a minimum of 50 % of each interest payment due with respect to each tranche of the DISH 2021 Intercompany Loan were required to be paid in cash. F-68 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Currently, and prospectively, interest payments must be paid in cash. Interest accrues: (a) when paid in cash, at a fixed rate of 0.25 % per annum in excess of the interest rate applicable to, in the case of the DISH 2021 Intercompany Loan 2026 Tranche, the 5 1/4% Senior Secured Notes due 2026, and in the case of the DISH 2021 Intercompany Loan 2028 Tranche, the 5 3/4% Senior Secured Notes due 2028 (each, the “Cash Accrual Rate” with respect to the applicable tranche); and (b) when paid in kind, at a rate of 0.50 % per annum in excess of the Cash Accrual Rate for the applicable tranche. As of December 31, 2025, the total DISH 2021 Intercompany Loan amount outstanding plus interest paid in kind was $ 7.612 billion. DISH 2021 Intercompany Loan 2026 Tranche. In January 2024, we completed a series of assignments resulting in the transfer of the receivable in respect to the DISH 2021 Intercompany Loan 2026 Tranche of $ 4.7 billion from DISH DBS to EchoStar Intercompany Receivable Company L.L.C., our direct wholly-owned subsidiary, such that amounts owed in respect of the DISH 2021 Intercompany Loan 2026 Tranche will now be paid by DISH Network to EchoStar Intercompany Receivable Company L.L.C. As of December 31, 2025, the total DISH 2021 Intercompany Loan 2026 Tranche amount outstanding plus interest paid in kind was $ 4.767 billion. The DISH 2021 Intercompany Loan was initially secured by interest in the wireless spectrum licenses for the 3.45-3.55 GHz Licenses up to the total loan amount outstanding including interest paid in kind. Pursuant to the terms of the DISH 2021 Intercompany Loan, under certain circumstances, DISH Network wireless spectrum licenses (valued based upon a third-party valuation) may be substituted for the collateral. During the first quarter of 2025, we exercised our right to exchange certain of the 3.45-3.55 GHz Licenses for certain other previously unencumbered wireless spectrum licenses of equal or greater value based upon the most recent third-party valuation. The DISH 2021 Intercompany Loan is not included as collateral for the DISH DBS Senior Secured Notes, and the DISH DBS Senior Secured Notes are subordinated to DISH DBS’s existing and certain future unsecured notes with respect to certain realizations under the DISH 2021 Intercompany Loan and any collateral pledged as security for the DISH 2021 Intercompany Loan. DISH Q2 2024 Intercompany Loan In June 2024, DISH Network entered into an intercompany loan with DISH DBS (the “DISH Q2 2024 Intercompany Loan”) for an initial principal amount of $ 1.508 billion. The DISH Q2 2024 Intercompany Loan matures on August 13, 2028. Interest accrues and is payable monthly and interest payments are payable in kind. The interest rate with respect to the DISH Q2 2024 Intercompany Loan is at a variable rate. As of December 31, 2025, the total DISH Q2 2024 Intercompany Loan amount outstanding plus interest paid in kind was $ 1.687 billion. DISH Q3 2024 Intercompany Loan In September 2024, DISH Network entered into an intercompany loan with DISH DBS (the “DISH Q3 2024 Intercompany Loan”) for an initial principal amount of $ 481 million. The DISH Q3 2024 Intercompany Loan matures on November 13, 2028. Interest accrues and is payable monthly and interest payments are payable in kind. The interest rate with respect to the DISH Q3 2024 Intercompany Loan is at a variable rate. As of December 31, 2025, the total DISH Q3 2024 Intercompany Loan amount outstanding plus interest paid in kind was $ 527 million. F-69 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued EchoStar 2024 Intercompany Loan In November 2024, EchoStar Financing L.L.C., our subsidiary, entered into an intercompany loan with DISH Wireless L.L.C., a subsidiary of DISH Network, for a borrowing principal amount of up to $ 4.500 billion (the “EchoStar 2024 Intercompany Loan”). The EchoStar 2024 Intercompany Loan matures on November 30, 2030. Interest accrues at an annual rate of 11.50 % and is payable monthly. Interest payments are payable in kind. DISH Wireless L.L.C., at its option, may elect to repay the EchoStar 2024 Intercompany Loan amount outstanding prior to maturity in cash or assets at a redemption price equal to 100 % of the principal amount. As of December 31, 2025, the total EchoStar 2024 Intercompany Loan amount outstanding plus interest paid in kind was $ 4.338 billion. Interest on Long-Term Debt Annual Semi-Annual Debt Service Issuer Payment Dates Requirements (1) (In thousands) 7 3/4% Senior Notes due 2026 DDBS January 1 and July 1 $ 155,000 5 1/4% Senior Secured Notes due 2026 HSSC February 1 and August 1 $ 39,375 6 5/8% Senior Notes due 2026 HSSC February 1 and August 1 $ 49,688 3 3/8% Convertible Notes due 2026 (2) DISH February 15 and August 15 $ 1,526 5 1/4% Senior Secured Notes due 2026 DDBS June 1 and December 1 $ 144,375 11 3/4% Senior Secured Notes due 2027 DISH May 15 and November 15 $ 411,250 7 3/8% Senior Notes due 2028 DDBS January 1 and July 1 $ 73,750 5 3/4% Senior Secured Notes due 2028 DDBS June 1 and December 1 $ 143,750 5 1/8% Senior Notes due 2029 DDBS June 1 and December 1 $ 76,875 10 3/4% Senior Secured Notes due 2029 SATS May 30 and November 30 $ 591,895 3 7/8% Convertible Secured Notes due 2030 (3) SATS May 30 and November 30 $ 75,275 6 3/4% Senior Secured Notes due 2030 (3) SATS May 30 and November 30 $ 160,155 (1) Annual debt service requirements exclude the interest on the Term Loans and the Mandatorily Redeemable Preferred Shares due 2029 , discussed below. (2) As of December 31, 2025, a total of $ 45 million aggregate principal amount of 3 3/8% Convertible Notes due 2026 remain outstanding. (3) Includes interest payments that are, at our option, payable in cash or in kind. See above for further information. Interest on the Term Loans and the Mandatorily Redeemable Preferred Shares due 2029 The Term Loans and the Mandatorily Redeemable Preferred Shares due 2029 have payment terms upon which we may pay a portion of principal balance based on estimated variable cash flows for certain Pay-TV business metrics which could change significantly based on actual performance. The estimated annual interest requirement for the Term Loans and the Mandatorily Redeemable Preferred Shares due 2029 for the year ended December 31, 2026 is approximately $ 144 million. Our ability to meet our debt service requirements will depend on, among other factors, the successful execution of our business strategy, which is subject to uncertainties and contingencies beyond our control. F-70 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Other Debt, Finance Lease and Other Obligations Other debt, finance lease and other obligations consisted of the following: As of December 31, 2025 2024 (In thousands) Satellites and other finance lease obligations $ 44,048 $ 67,199 Notes payable related to satellite vendor financing and other debt payable in installments through 2032 with interest rates ranging from approximately 4 % to 10 % 71,719 108,072 Total 115,767 175,271 Less: current portion ( 62,309 ) ( 69,496 ) Other debt, finance lease and other obligations, net of current portion $ 53,458 $ 105,775 Finance Lease Obligations Nimiq 5 . On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, the satellite service agreement for Nimiq 5 was transferred to us. Nimiq 5 was launched in September 2009 and commenced commercial operation at the 72.7 degree west longitude orbital location during October 2009. This satellite was previously accounted for as a finance lease and depreciated over the term of the satellite service agreement. We leased 100 % of the capacity on Nimiq 5 for an initial period of 15 years . During October 2024, we extended the Nimiq 5 lease and, as a result of the new terms, it is currently accounted for as an operating lease. Dell Finance Lease. On July 17, 2020, we entered into a master agreement with Dell to lease certain components of our 5G Network Deployment infrastructure. The summary of future maturities of our outstanding debt as of December 31, 2025 is included in the commitments table in Note 15. 11. Income Taxes and Accounting for Uncertainty in Income Taxes Income Taxes Our income tax policy is to record the estimated future tax effects of temporary differences between the tax bases of assets and liabilities and amounts reported on our Consolidated Balance Sheets, as well as net operating loss, tax credit and other carryforwards. We periodically evaluate our need for a valuation allowance. Determining necessary valuation allowances requires us to make assessments about historical financial information as well as the timing of future events, including the probability of expected future taxable income and available tax planning opportunities. We file consolidated tax returns in the United States. The income taxes of domestic and foreign subsidiaries not included in the United States tax group are presented in our consolidated financial statements on a separate return basis for each tax paying entity. In December 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , which requires entities to provide additional information in the income tax rate reconciliation and additional disclosures about income taxes paid. The new accounting guidance requires entities to disclose in their rate reconciliation table additional categories of information about federal, state and foreign income taxes and to provide more details about the reconciling items in some categories if the items meet a quantitative threshold. We adopted this accounting guidance on December 31, 2025, and applied it prospectively in our consolidated financial statements. F-71 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued On July 4, 2025, the One Big Beautiful Bill Act (the "OBBBA") was enacted into law in the United States. The OBBBA includes changes to certain U.S. federal income tax provisions, including the restoration of 100% bonus depreciation on certain assets and modifications to the limitation on business interest expense and the treatment of research and experimental expenditures. We evaluated the impact of the OBBBA in accordance with ASC 740, Income Taxes. The enactment did not have a material impact on our income tax expense, effective tax rate, or cash taxes for the year ended December 31, 2025, and we do not expect the OBBBA to result in a material rate benefit in future periods. However, certain provisions of the OBBBA resulted in additional deductible interest expense and changes to the amortization of research and experimental expenditures, which increased our U.S. federal net operating loss carryforwards as of December 31, 2025. The related deferred tax effects have been reflected in our consolidated financial statements. As of December 31, 2025, we had $ 1.184 billion net operating loss carryforwards (“NOLs”) for federal income tax purposes, $ 491 million of NOL carryforwards for state income tax purposes and $ 236 million of foreign NOL carryfowards which are partially offset by a valuation allowance. In addition, there are $ 414 million of tax benefits related to credit carryforwards which are partially offset by a valuation allowance. Portions of the state NOL and credit carryforwards expired in 2025. All of our federal net operating loss carryforwards of $ 1.184 billion may be carried forward indefinitely. Certain state and foreign NOL carryforwards are subject to expiration at various dates beginning in 2026. The components of the (benefit from) provision for income taxes were as follows: For the Year Ended December 31, 2025 (In thousands) Income (loss) before income taxes: US $ ( 18,714,058 ) Foreign ( 179,256 ) Total Income (loss) before income taxes: $ ( 18,893,314 ) Current provision (benefit): Federal $ ( 2,225 ) State 15,278 Foreign 13,474 Total current provision (benefit) 26,527 Deferred provision (benefit): Federal ( 3,827,165 ) State ( 561,508 ) Foreign ( 24,229 ) Total deferred provision (benefit) ( 4,412,902 ) Income tax provision (benefit): Federal ( 3,829,390 ) State ( 546,230 ) Foreign ( 10,755 ) Total income tax provision (benefit) $ ( 4,386,375 ) F-72 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued For the Years Ended December 31, 2024 2023 (In thousands) Current provision (benefit): Federal $ ( 20,241 ) $ ( 7,484 ) State 23,007 39,441 Foreign 17,898 8,405 Total current provision (benefit) 20,664 40,362 Deferred provision (benefit): Federal ( 35,837 ) ( 308,917 ) State ( 60,930 ) ( 150,108 ) Foreign ( 23,653 ) ( 45,006 ) Increase (decrease) in valuation allowance 148,701 166,809 Total deferred provision (benefit) 28,281 ( 337,222 ) Total income tax provision (benefit) $ 48,945 $ ( 296,860 ) As previously described above, we have elected to prospectively adopt the guidance in ASU 2023-09. The following table is a reconciliation of the U.S. federal statutory rate of 21 % to our effective rate for the year ended December 31, 2025 in accordance with the guidance in ASU No. 2023-09: For the Year Ended December 31, 2025 (In thousands) % of pre-tax income/(loss) Pretax book income at US federal statutory tax rate $ ( 3,967,596 ) 21.0 State and local income taxes, net of federal income tax effect ( 441,711 ) 2.3 Foreign rate difference/other 15,042 ( 0.1 ) Tax credits ( 13,761 ) 0.1 Changes in valuation allowances 17,718 ( 0.1 ) Nontaxable or nondeductible items ( 12,815 ) 0.1 Changes in unrecognized tax benefits 18,362 ( 0.1 ) Other adjustments ( 1,614 ) — Total income tax provision (benefit) $ ( 4,386,375 ) 23.2 The state and local jurisdictions that contribute to the majority (greater than 50%) of the tax effect in this category include California, Illinois, Michigan, New York, Alabama, Georgia, Louisiana, Maryland, and Pennsylvania. The following table is a reconciliation of the U.S. federal statutory rate of 21 % to our effective rate for years prior to the adoption of ASU 2023-09: For the Years Ended December 31, 2024 2023 % of pre-tax income/(loss) Statutory rate 21.0 21.0 State income taxes, net of federal benefit 62.9 3.6 Rates different than statutory ( 8.6 ) 1.1 Increase (decrease) in valuation allowance ( 196.8 ) ( 8.6 ) Tax credits 62.5 3.8 Impairments — ( 6.0 ) Other, net ( 5.8 ) 0.5 Total income tax provision (benefit) ( 64.8 ) 15.4 F-73 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Significant components of deferred tax assets and liabilities were as follows: As of December 31, 2025 2024 (In thousands) Deferred tax assets: NOL, interest, credit and other carryforwards $ 3,232,730 $ 1,986,276 Depreciation 433,678 — Lease liabilities 1,204,334 866,453 Accrued and prepaid expenses 314,680 147,004 Stock-based compensation 26,348 31,061 Unrealized (gains) losses on available for sale and other investments 40,820 58,587 Discount on convertible notes and convertible note hedge transaction, net 442 696 Deferred revenue 4,529 6,369 Other 3,231 3,602 Total deferred tax assets 5,260,792 3,100,048 Valuation allowance ( 779,225 ) ( 564,306 ) Deferred tax asset after valuation allowance 4,481,567 2,535,742 Deferred tax liabilities: Depreciation — ( 1,211,131 ) Regulatory authorizations and other intangible amortization ( 4,759,734 ) ( 4,187,034 ) ROU assets ( 56,754 ) ( 785,055 ) Bases differences in partnerships and cost method investments (1) ( 207,357 ) ( 1,312,328 ) Other liabilities ( 24,989 ) ( 21,752 ) Total deferred tax liabilities ( 5,048,834 ) ( 7,517,300 ) Net deferred tax asset (liability) (2) $ ( 567,267 ) $ ( 4,981,558 ) (1) Included in this line item are deferred taxes related to, among other things, our noncontrolling investments in Northstar Spectrum and SNR HoldCo, including deferred taxes created by the tax amortization of the Northstar Licenses and SNR Licenses. See Note 2 for further information. (2) The presentation of net deferred tax liability includes both deferred tax liabilities and deferred tax assets. Certain foreign deferred tax assets are presented as part of “Other noncurrent assets, net” on our Consolidated Balance Sheets and our deferred tax liabilities related to all other jurisdictions are reported separately as “Deferred tax liabilities, net” on our Consolidated Balance Sheets. As of December 31, 2025, we had undistributed earnings attributable to foreign subsidiaries for which no provision for U.S. income taxes or foreign withholding taxes has been made because it is expected that such earnings will be reinvested outside the U.S. indefinitely. It is not practicable to determine the amount of the unrecognized deferred tax liability at this time. F-74 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued The components of total cash paid for income taxes, net of (refunds) were as follows: For the Year Ended December 31, 2025 (In thousands) Federal (national) $ — State and local: AL 2,294 LA 1,289 MD 1,471 NC 1,365 NY 965 TN 4,610 TX 3,874 Other 2,400 Total state and local 18,268 Foreign: India 2,717 Canada 7,589 Germany 2,161 Brazil 1,552 Other 1,724 Total foreign 15,743 Total cash paid for income taxes, net of (refunds) $ 34,011 Accounting for Uncertainty in Income Taxes In addition to filing federal income tax returns, we and one or more of our subsidiaries file income tax returns in all states that impose an income tax. We are subject to United States federal, state and local income tax examinations by tax authorities for the years as early as tax year 2008. We are currently under a federal income tax examination for years 2008 through 2011, 2013 through 2016 and 2021 through 2022 . We also file income tax returns in the United Kingdom, Germany, Brazil, India and a number of other foreign jurisdictions. We generally are open to income tax examination in these foreign jurisdictions for taxable years beginning in 2004. F-75 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued A reconciliation of the beginning and ending amount of unrecognized tax benefits included in “Long-term deferred revenue and other long-term liabilities” on our Consolidated Balance Sheets was as follows: For the Years Ended December 31, Unrecognized tax benefit 2025 2024 2023 (In thousands) Balance, beginning of period $ 859,327 $ 609,543 $ 569,601 Additions based on tax positions related to the current year 22,954 251,296 9,210 Additions based on tax positions related to prior years 711 23,794 41,522 Reductions based on tax positions related to prior years ( 5,537 ) ( 24,996 ) ( 7,219 ) Reductions based on tax positions related to settlements with taxing authorities — — ( 3,219 ) Reductions based on tax positions related to the lapse of the statute of limitations ( 362 ) ( 310 ) ( 352 ) Balance, end of period $ 877,093 $ 859,327 $ 609,543 We have $ 833 million in unrecognized tax benefits that, if recognized, could favorably affect our effective tax rate. Accrued interest and penalties on uncertain tax positions are recorded as a component of “Interest expense, net of amounts capitalized” and “Other, net,” respectively, on our Consolidated Statements of Operations and Comprehensive Income (Loss). During the years ended December 31, 2025, 2024 and 2023, we recorded $ 47 million, $ 52 million and $ 39 million in net interest and penalty expense to earnings, respectively. Accrued interest and penalties were $ 263 million and $ 216 million at December 31, 2025 and 2024, respectively. The above table excludes these amounts. 12. Stockholders’ Equity (Deficit) Capital Stock Our certificate of incorporation authorizes the following capital stock: (i) 1,600,000,000 shares of Class A common stock, par value $ 0.001 per share; (ii) 800,000,000 shares of Class B common stock, par value $ 0.001 per share; (iii) 800,000,000 shares of Class C common stock, par value $ 0.001 per share; (iv) 800,000,000 shares of Class D common stock, par value $ 0.001 per share; and (v) 20,000,000 shares of preferred stock, par value $ 0.001 per share. As of December 31, 2025 and 2024, there were no outstanding shares of Class C common stock, Class D common stock or preferred stock. Our Board of Directors is authorized to issue preferred stock and may divide such preferred stock into series and, with respect to each series, to determine the preferences and rights and the qualifications, limitations or restrictions of the series, including, but not limited to, the dividend rights, conversion rights, voting rights, redemption rights and terms, liquidation preferences, sinking fund provisions, the number of shares constituting the series and the designation of such series. Our Board of Directors may, without stockholder approval, issue additional preferred stock of existing or new series with voting and other rights that could adversely affect the voting power of the holders of common stock and could have certain anti-takeover effects. Our Class A, Class B, and Class C common stock are equivalent except for voting rights. Holders of Class A and Class C common stock are entitled to one vote per share and holders of Class B common stock are entitled to 10 votes per share. Each share of Class B and Class C common stock is convertible, at the option of the holder, into one share of Class A common stock. Our Class A common stock is publicly traded on the Nasdaq Global Select Market under the symbol “SATS.” Upon a change in control of EchoStar, each holder of outstanding shares of Class C common stock is entitled to 10 votes for each share of Class C common stock held. Charles W. Ergen, our Chairman, President and Chief Executive Officer, and certain entities established for the benefit of his family beneficially own all outstanding Class B common stock. Together with all other stockholders, he also owns outstanding Class A common stock. Any holder of Class D common stock is not entitled to a vote on any matter or to convert the shares of Class D common stock into any other class of common stock. F-76 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Each share of common stock is entitled to receive its pro rata share, based upon the number of shares of common stock held, of dividends and distributions upon liquidation. Common Stock Repurchase Program Our Board of Directors previously authorized stock repurchases of up to $ 1.0 billion of our outstanding Class A common stock through and including December 31, 2026. During the year ended December 31, 2025, we repurchased 1,789,020 shares of our Class A common stock. On February 26, 2026, our Board of Directors extended the plan and authorized an increase in the maximum dollar value of shares that may be repurchased under the plan, such that we are currently authorized to repurchase up to $ 2.0 billion of our outstanding shares of our Class A common stock through and including December 31, 2026. 13. Employee Benefit Plans Employee Stock Purchase Plan Our employees may participate in the EchoStar employee stock purchase plan (the “ESPP”), in which we are authorized to issue up to 8.0 million shares of Class A common stock. At December 31, 2025, we had 3.2 million shares of Class A common stock which remain available for issuance under the ESPP. Substantially all full-time employees who have been employed by us for at least one calendar quarter are eligible to participate in the ESPP. Employee stock purchases are made through payroll deductions. Under the terms of the ESPP, employees may not deduct an amount which would permit such employee to purchase our capital stock under all of our stock purchase plans at a rate which would exceed $ 25,000 in fair value of capital stock in any one year. The purchase price of the stock is 85 % of the closing price of the Class A common stock on the last business day of each calendar quarter in which such shares of Class A common stock are deemed sold to an employee under the ESPP and such shares must be held for a minimum of 180 days from the purchase date. 401(k) Employee Savings Plans We sponsor the EchoStar 401(k) Employee Savings Plan (the “401(k) Plan”) for eligible employees. Voluntary employee contributions to the 401(k) Plan may be matched 50 % by us, subject to a maximum annual contribution of $ 5,000 per employee participating in the 401(k) Plan. Forfeitures of unvested participant balances which are retained by the 401(k) Plans may be used to fund matching and plan expenses. Our Board of Directors may also authorize an annual discretionary contribution to the 401(k) plans, subject to the maximum deductible limit provided by the Internal Revenue Code of 1986, as amended. These contributions may be made in cash or in our stock. The following table summarizes the expense associated with our matching contributions and discretionary contributions: For the Years Ended December 31, Expense Recognized Related to the 401(k) Plan 2025 2024 2023 (In thousands) Matching contributions, net of forfeitures $ 22,392 $ 23,386 $ 20,379 Discretionary stock contributions $ 31,855 $ 11,491 $ 5,491 F-77 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued 14. Stock-Based Compensation Stock Incentive Plans We maintain stock incentive plans to attract and retain officers, directors and key employees. Stock awards under these plans include both performance/market and non-performance based stock incentives. As of December 31, 2025, grant recipients had the ability to acquire from stock incentive plans 11.3 million shares of our Class A common stock and 320 thousand restricted stock units and awards. Stock options are granted with exercise prices equal to or greater than the market value of our Class A common stock at the date of grant and with a maximum term of approximately ten years . We account for forfeitures as they are incurred. While we generally have issued stock awards subject to vesting, typically at the rate of 20 % per year, certain stock awards have been granted with shorter vesting periods and/or immediate vesting and certain other stock awards vest only upon the achievement of certain company-specific subscriber, operational and/or financial goals. In addition, the Ergen 2020 Performance Award is subject to the achievement of specified stock price targets. As of December 31, 2025, we had 20.5 million shares of our Class A common stock available for future grant under the stock incentive plans. Stock Award Activity Our stock option activity was as follows: For the Year Ended December 31, 2025 Options Weighted- Average Exercise Price Aggregate Intrinsic Value (In thousands) Weighted- Average Remaining Contractual Life Total options outstanding, beginning of period 13,559,033 $ 44.58 Granted 1,532,353 $ 72.37 Exercised ( 2,908,405 ) $ 16.19 Forfeited and cancelled ( 895,005 ) $ 39.22 Total options outstanding, end of period 11,287,976 $ 56.09 $ 616,193 6.36 Performance/market based options outstanding, end of period (1) 4,207,130 $ 84.36 Exercisable, end of period 2,410,706 $ 50.85 $ 139,456 4.74 (1) These stock options are included in the caption “Total options outstanding, end of period.” See the 2022 Incentive Plan, Other employee performance awards and Ergen 2020 Performance Award below. F-78 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued We realized tax benefits from stock awards exercised as follows: For the Years Ended December 31, 2025 2024 2023 (In thousands) Tax benefit from stock awards exercised $ 42,043 $ 2,150 $ 1,384 Our restricted stock unit and award activity was as follows: For the Year Ended December 31, 2025 Restricted Stock Units/Awards Weighted-Average Grant Date Fair Value Total restricted stock units/awards outstanding, beginning of period 91,228 $ 34.08 Granted 571,698 $ 29.30 Vested ( 342,750 ) $ 24.98 Forfeited and cancelled — $ — Total restricted stock units/awards outstanding, end of period 320,176 $ 35.28 The following table summarizes additional information about our stock options and restricted stock units and awards: For the Years Ended December 31, 2025 2024 2023 (In thousands, except per share amounts) Stock options: Weighted-average grant date fair value of options granted $ 72.37 $ 14.43 $ 22.28 Intrinsic value of options exercised $ 140,552 $ 2,275 $ — Restricted stock units and awards: Weighted-average grant date fair value of units and awards granted $ 29.30 $ 16.60 $ 17.50 Fair value of units and rewards vested $ 33,444 $ 6,469 $ 9,926 Long-Term Performance-Based Plans 2022 Incentive Plan. On December 30, 2021, we adopted a performance-based incentive plan (the “2022 Incentive Plan”). The 2022 Incentive Plan provides stock options, which vest based on certain company-specific operational and/or financial performance conditions. Awards were initially granted under the 2022 Incentive Plan as of February 1, 2022. Exercise of the stock awards is contingent on achieving these conditions by December 31, 2026. Although no awards vest until the Company attains the performance conditions described above, compensation related to the 2022 Incentive Plan will be recorded based on management’s assessment of the probability of meeting the performance conditions. If the performance conditions are probable of being achieved, we will begin recognizing the associated non-cash, stock-based compensation expense on our Consolidated Statements of Operations and Comprehensive Income (Loss) over the estimated period to achieve the performance condition. During each of the years ended December 31, 2025, 2024 and 2023, we determined that 100 % of the 2022 Incentive Plan performance conditions were probable of achievement. As a result, non-cash, stock-based compensation expense was recorded for the years ended December 31, 2025, 2024 and 2023 as indicated in the table below titled “Non-Cash, Stock-Based Compensation Expense Recognized.” For each of the years ended December 31, 2024 and 2023, approximately 33 % and 17 %, respectively, of the 2022 Incentive Plan awards had vested. For the year ended December 31, 2025, no additional 2022 Incentive Plan awards had vested. F-79 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Ergen 2020 Performance Award. On November 4, 2020, our Executive Compensation Committee of the Board of Directors approved an award to Charles W. Ergen, our Chairman, of long-term performance-based options (the “Ergen 2020 Performance Award”) to purchase up to 4,385,962 shares of EchoStar’s Class A common stock. The award is subject to the achievement of specified EchoStar Class A common stock price targets during the approximate ten-year period following the date of grant. The award was granted on November 6, 2020 and will expire on February 6, 2031. Although no awards will vest until the market conditions are satisfied, as of December 31, 2020, we began recording non-cash, stock-based compensation expense for each vesting tranche based on the estimated achievement date of the specified stock price target. The valuation and probability of achievement for each tranche is determined using a Monte Carlo simulation. The same Monte Carlo simulation is used as the basis for determining the expected achievement date. As the probability of achievement is factored in as part of the Monte Carlo simulation, the expense for these tranches will be recognized concurrently over each tranche’s estimated achievement date even if some or all of the options never vest. If the related milestone for a tranche is achieved earlier than is expected, all unamortized expense for such tranche will be recognized immediately. Non-cash, stock-based compensation expense was recorded for the years ended December 31, 2025, 2024 and 2023, as indicated in the table below titled “Non-Cash, Stock-Based Compensation Expense Recognized.” As of December 31, 2025, cumulatively approximately 20 % of the Ergen 2020 Performance Award awards had vested. For the year ended December 31, 2025, no additional Ergen 2020 Performance Award awards had vested. The non-cash, stock-based compensation expense associated with these awards was as follows: For the Years Ended December 31, Non-Cash, Stock-Based Compensation Expense Recognized (1) 2025 2024 2023 (In thousands) 2022 Incentive Plan $ 219 $ 1,149 $ 7,346 Ergen 2020 Performance Award 7,638 10,816 12,308 Other employee performance awards — — ( 1,441 ) Total non-cash, stock-based compensation expense recognized for performance based awards $ 7,857 $ 11,965 $ 18,213 (1) “Non-Cash, Stock-Based Compensation Expense Recognized” includes actual forfeitures. Estimated Remaining Non-Cash, Stock-Based Compensation Expense 2022 Incentive Plan Ergen 2020 Performance Award (In thousands) Expense estimated to be recognized during 2026 $ 236 $ 5,318 Estimated contingent expense subsequent to 2026 — 3,957 Total estimated remaining expense over the term of the plan $ 236 $ 9,275 Given the competitive nature of our business, small variations in subscriber churn, gross new subscriber activation rates and certain other factors can significantly impact subscriber growth. Consequently, while it was determined that achievement of certain other company-specific subscriber, operational and/or financial performance conditions were not probable as of December 31, 2025, that assessment could change in the future. F-80 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Of the 11.3 million stock options outstanding under our stock incentive plans as of December 31, 2025, the following awards were outstanding pursuant to our performance based stock incentive plans: As of December 31, 2025 Performance Based Stock Options Number of Awards Weighted- Average Grant Price 2022 Incentive Plan 124,799 $ 14.78 Other employee performance awards (1) 573,561 $ 132.44 Ergen 2020 Performance Award 3,508,770 $ 78.98 Total 4,207,130 $ 84.36 (1) “Other employee performance awards” includes 182 thousand shares, majority of which will expire in 2029, and 392 thousand shares that will expire on January 1, 2027. Stock-Based Compensation Total non-cash, stock-based compensation expense for all of our employees is shown in the following table for the years ended December 31, 2025, 2024 and 2023 and was allocated to the same expense categories as the base compensation for such employees: For the Years Ended December 31, 2025 2024 2023 (In thousands) Cost of services $ — $ 1,376 $ 2,610 Selling, general and administrative 36,272 35,007 48,904 Total non-cash, stock-based compensation $ 36,272 $ 36,383 $ 51,514 As of December 31, 2025, our total unrecognized compensation cost related to our non-performance based unvested stock awards was $ 78 million and will be recognized over a weighted-average period of approximately 2.6 years. Share-based compensation expense is recognized based on stock awards ultimately expected to vest. Valuation The fair value of each stock option granted (excluding the Ergen 2020 Performance Award) for the years ended December 31, 2025, 2024 and 2023 was estimated at the date of the grant using a Black-Scholes option valuation model with the following assumptions: For the Years Ended December 31, Stock Options 2025 2024 2023 Risk-free interest rate 3.62 % - 4.46 % 3.58 % - 4.49 % 3.58 % - 4.61 % Volatility factor 40.21 % - 62.66 % 37.10 % - 46.39 % 34.30 % - 41.25 % Expected term of options in years 3.9 - 6.7 3.3 - 6.7 4.1 - 6.6 Fair value of options granted (1) $ 10.54 - $ 40.29 $ 5.15 - $ 12.40 $ 7.40 - $ 7.77 (1) This change primarily resulted from the changes in the volatility factor and the price of our Class A common stock. F-81 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued While we currently do not intend to declare dividends on our Class A common stock, we may elect to do so from time to time. Accordingly, the dividend yield percentage used in the Black-Scholes option valuation model was set at zero for all periods. The Black-Scholes option valuation model was developed for use in estimating the fair value of traded stock options which have no vesting restrictions and are fully transferable. Consequently, our estimate of fair value may differ from other valuation models. Further, the Black-Scholes option valuation model requires the input of highly subjective assumptions. Changes in these subjective input assumptions can materially affect the fair value estimate. We will continue to evaluate the assumptions used to derive the estimated fair value of our stock options as new events or changes in circumstances become known. 15. Commitments and Contingencies Commitments As of December 31, 2025, future maturities of our long-term debt, finance lease and contractual obligations are summarized as follows: Payments Due in the Years Ending December 31, Total 2026 2027 2028 2029 2030 Thereafter (In thousands) Long-term debt obligations $ 26,352,557 $ 7,279,749 $ 4,220,457 $ 3,505,325 $ 7,011,869 $ 4,321,707 $ 13,450 Interest expense on long-term debt (1) 5,871,388 2,072,402 1,565,995 1,124,117 868,009 237,476 3,389 Finance lease obligations (2) 44,048 41,520 2,528 — — — — Interest expense on finance lease obligations (2) 3,048 3,002 46 — — — — Other long-term obligations (3) 3,791,581 806,476 743,994 678,205 623,175 623,175 316,556 Operating lease obligations (2) 7,755,439 892,686 811,676 752,008 717,080 697,539 3,884,450 Purchase obligations 2,126,418 2,117,739 4,000 4,000 679 — — Total $ 45,944,479 $ 13,213,574 $ 7,348,696 $ 6,063,655 $ 9,220,812 $ 5,879,897 $ 4,217,845 (1) Includes interest expense on our 3 7/8% Convertible Secured Notes due 2030 and our 6 3/4 % Senior Secured Notes due 2030 with interest payments that are, at our option, payable in cash or in kind. See Note 10 for further information. (2) See Note 9 for further information on leases. (3) Represents minimum contractual commitments related to obligations for our Hybrid MNO, certain wireless device purchases and marketing obligations, and satellite related and other obligations. In certain circumstances the dates on which we are obligated to make these payments could be delayed. The table above does not include $ 877 million of liabilities associated with unrecognized tax benefits that were accrued, as discussed in Note 11 and are included on our Consolidated Balance Sheets as of December 31, 2025. We do not expect any portion of this amount to be paid or settled within the next 12 months. Wireless Spectrum Licenses We have invested a total of over $ 30 billion in wireless spectrum licenses. The $ 30 billion of investments related to wireless spectrum licenses does not include $ 10 billion of capitalized interest related to the carrying value of such licenses. See Note 2 for further information. A significant number of these licenses are included in the AT&T Transactions and SpaceX Transactions announced during the third quarter of 2025 as detailed in Note 1 “ Recent Developments .” F-82 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Omega License Purchase Agreement. On February 21, 2025, we entered into a License Purchase Agreement providing for the non-cash sale of certain unencumbered 3.45 GHz wireless spectrum licenses in exchange for certain 600 MHz wireless spectrum licenses and our one-time payment of $ 8 million (the “Omega Transaction”). The Omega Transaction was approved by the FCC and DOJ and closed in the third quarter of 2025. The difference between our net carrying value of the assets sold and the fair value of the licenses received resulted in a gain which was recorded in “Other, net” within “Other Income (Expense)” on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the year ended December 31, 2025. Our wireless spectrum licenses are subject to certain build-out requirements, as well as certain renewal requirements that are summarized in the table below: Build-Out Deadlines Final Carrying Amount Interim Accelerated License Areas Extension License Areas Expiration Date (In thousands) SpaceX Transactions: AWS-4 Licenses (1) $ 1,928,688 December 31, 2024 (4) June 14, 2025 (6) June 2033 H Block Licenses (1) 1,671,506 December 31, 2024 (4) June 14, 2025 (7) June 2033 AT&T Transactions: 600 MHz Licenses 6,447,728 December 31, 2024 (5) June 14, 2025 (8) June 2029 3.45–3.55 GHz Licenses (2) 7,199,380 May 4, 2026 (9) May 4, 2030 (9) May 2037 Remaining wireless spectrum licenses: DBS Licenses (3) 677,409 700 MHz Licenses (1) 701,803 December 31, 2024 (4) June 14, 2025 (6) June 2033 MVDDS Licenses (3) 24,000 July, August, September 2034 LMDS Licenses (3) — September 2028 28 GHz Licenses 2,883 October 2, 2029 (10) October 2029 24 GHz Licenses 11,772 December 11, 2029 (10) December 2029 37 GHz, 39 GHz and 47 GHz Licenses 202,392 June 4, 2030 (10) June 2030 3550-3650 MHz Licenses 912,200 March 12, 2031 (10) March 2031 3.7-3.98 GHz Licenses 2,969 July 23, 2029 (10) July 23, 2033 (10) July 2036 1695-1710 MHz, 1755-1780 MHz and 2155-2180 MHz (1) 972 March 2026 AWS-3 9,829,287 December 31, 2024 (11) October 25, 2025 (12) October 2025 (12) Subtotal 29,612,989 Capitalized interest (13) 10,270,436 Impairment of indefinite-lived intangible assets (14) ( 5,334,473 ) Total as of December 31, 2025 $ 34,548,952 (1) The interim build-out deadlines for these licenses are in the past. (2) Subject to the terms of the AT&T License Purchase Agreement, at the end of the third quarter of 2025, AT&T, subject to a short-term spectrum manager lease, exercised its right to lease certain 3.45 GHz licenses from us. (3) The build-out deadlines for these licenses have been met. (4) In a January 10, 2025 filing to the FCC, we certified that we were offering 5G broadband service for certain of these license areas to at least 85 % of the population in each Economic Area (which is a service area established by the FCC), and offering 5G broadband service for certain other licenses to at least 80 % of the population in each Economic Area by this date (part of Commitments #2 and #3 of the September 2024 FCC Extension Request “Extension Request”). These licenses are set forth in Appendices A and D of the Extension Request. Under the Extension Request, if we successfully fulfill Commitments #2 and #3, the final construction deadline for the AWS-4 licenses, the AWS H Block licenses, and the Lower 700 MHz E Block licenses listed in Appendix G-1 of the Extension Request shall be extended from June 14, 2025 to December 14, 2026. While the FCC has not yet updated the build-out deadlines in the Universal Licensing System, the licenses remain in effect based upon the submission of our build-out certifications. See Note 1 “ Recent Developments ” for further information on the FCC’s recently completed review of our compliance with our obligations regarding our federal spectrum licenses. F-83 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued (5) In a January 10, 2025 filing to the FCC, we certified that we were offering 5G broadband service for certain of these license areas to at least 85 % of the population in each Partial Economic Area (which is a service area established by the FCC), and offering 5G broadband service for certain other licenses to at least 80 % of the population in each Partial Economic Area by this date (part of Commitments #2 and #3 of the Extension Request). These licenses are set forth in Appendices B and E of the Extension Request. Under the Extension Request, if we successfully fulfill Commitments #2 and #3, the final construction deadline for the 600 MHz licenses listed in Appendix G-2 of the Extension Request shall be extended from June 14, 2025 to December 14, 2026. While the FCC has not yet updated the build-out deadlines in the Universal Licensing System, the licenses remain in effect based upon the submission of our build-out certifications. See Note 1 “ Recent Developments ” for further information on the FCC’s recently completed review of our compliance with our obligations regarding our federal spectrum licenses. (6) For the 700 MHz and AWS-4 licenses set forth in Appendix G-1 of the Extension Request, we have certified to meeting the accelerated buildout obligations described in footnotes 4, 5 and 11 herein (thus fulfilling Commitments #2 and #3 of the Extension Request), and as a result the final deadline for us to offer 5G broadband service to at least 70 % of the population in each Economic Area (which is a service area established by the FCC) with respect to these licenses shall be extended to December 14, 2026. While the FCC has not yet updated the build-out deadlines in the Universal Licensing System, the licenses remain in effect based upon the submission of our build-out certifications. Under the Extension Request, the final construction deadline shall be further extended to June 14, 2028, if: by December 31, 2024, we have offered 5G broadband service to, at least, 80 % of the U.S. population; and, by June 14, 2025 (a) we have offered a low-cost 5G broadband plan and device to consumers nationwide; (b) we have deployed at least 24,000 5G sites; (c) we have upgraded our deployed 5G sites to 3GPP Release 17; and (d) we have provisioned at least 75 % of new subscribers with an EchoStar-certified 5G device on our MNO network if the subscriber is within the accelerated markets as set forth in Appendices A-F of the Extension Request. In a January 10, 2025 filing to the FCC, we certified that, as of December 31, 2024: (i) we were offering 5G broadband service to, at least, 80 % of the U.S. population and (ii) we were offering a low-cost 5G broadband plan and device to consumers nationwide. In a March 17, 2025 filing to the FCC, we certified that we have upgraded our deployed 5G sites to 3GPP Release 17. In a May 5, 2025 filing to the FCC, we certified that we have deployed at least 24,000 5G sites. In a June 17, 2025 filing to the FCC, we certified that we have provisioned at least 75 % of new subscribers with an EchoStar-certified 5G device on our MNO network if the subscriber is within the accelerated markets as set forth in Appendices A-F of the Extension Request. See Note 1 “ Recent Developments ” for further information on the FCC’s recently completed review of our compliance with our obligations regarding our federal spectrum licenses. (7) For the H-Block licenses set forth in Appendix G-1 of the Extension Request, we have certified to meeting the accelerated buildout obligations described in footnotes 4, 5 and 11 herein (thus fulfilling Commitments #2 and #3 of the Extension Request), and as a result the final deadline for us to offer 5G broadband service to at least 75 % of the population in each Economic Area (which is a service area established by the FCC) with respect to these licenses shall be extended to December 14, 2026. While the FCC has not yet updated the build-out deadlines in the Universal Licensing System, the licenses remain in effect based upon the submission of our build-out certifications. Under the Extension Request, the final construction deadline shall be further extended to June 14, 2028, if: by December 31, 2024, we have offered 5G broadband service to, at least, 80 % of the U.S. population; and, by June 14, 2025 (a) we have offered a low-cost 5G broadband plan and device to consumers nationwide; (b) we have deployed at least 24,000 5G sites; (c) we have upgraded our deployed 5G sites to 3GPP Release 17; and (d) we have provisioned at least 75 % of new subscribers with an EchoStar-certified 5G device on our MNO network if the subscriber is within the accelerated markets as set forth in Appendices A-F of the Extension Request. In a January 10, 2025 filing to the FCC, we certified that, as of December 31, 2024: (i) we were offering 5G broadband service to, at least, 80 % of the U.S. population and (ii) we were offering a low-cost 5G broadband plan and device to consumers nationwide. In a March 17, 2025 filing to the FCC, we certified that we have upgraded our deployed 5G sites to 3GPP Release 17. F-84 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued In a May 5, 2025 filing to the FCC, we certified that we have deployed at least 24,000 5G sites. In a June 17, 2025 filing to the FCC, we certified that we have provisioned at least 75 % of new subscribers with an EchoStar-certified 5G device on our MNO network if the subscriber is within the accelerated markets as set forth in Appendices A-F of the Extension Request. See Note 1 “ Recent Developments ” for further information on the FCC’s recently completed review of our compliance with our obligations regarding our federal spectrum licenses. (8) For the 600 MHz licenses set forth in Appendix G-2 of the Extension Request, we have certified to meeting the accelerated buildout obligations described in footnotes 4, 5 and 11 herein (thus fulfilling Commitments #2 and #3 of the Extension Request), and as a result the final deadline for us to offer 5G broadband service to at least 75 % of the population in each Partial Economic Area (which is a service area established by the FCC) with respect to these licenses shall be extended to December 14, 2026. While the FCC has not yet updated the build-out deadlines in the Universal Licensing System, the licenses remain in effect based upon the submission of our build-out certifications. Under the Extension Request, the final construction deadline shall be further extended to June 14, 2028, if: by December 31, 2024, we have offered 5G broadband service to, at least, 80 % of the U.S. population; and, by June 14, 2025 (a) we have offered a low-cost 5G broadband plan and device to consumers nationwide; (b) we have deployed at least 24,000 5G sites; (c) we have upgraded our deployed 5G sites to 3GPP Release 17; and (d) we have provisioned at least 75 % of new subscribers with an EchoStar-certified 5G device on our MNO network if the subscriber is within the accelerated markets as set forth in Appendices A-F of the Extension Request. In a January 10, 2025 filing to the FCC, we certified that, as of December 31, 2024: (i) we were offering 5G broadband service to, at least, 80 % of the U.S. population and (ii) we were offering a low-cost 5G broadband plan and device to consumers nationwide. In a March 17, 2025 filing to the FCC, we certified that we have upgraded our deployed 5G sites to 3GPP Release 17. In a May 5, 2025 filing to the FCC, we certified that we have deployed at least 24,000 5G sites. In a June 17, 2025 filing to the FCC, we certified that we have provisioned at least 75 % of new subscribers with an EchoStar-certified 5G device on our MNO network if the subscriber is within the accelerated markets as set forth in Appendices A-F of the Extension Request. See Note 1 “ Recent Developments ” for further information on the FCC’s recently completed review of our compliance with our obligations regarding our federal spectrum licenses. (9) There are a variety of build-out options and associated build-out metrics associated with these licenses. If the interim build-out requirement is not met, the final build-out requirement may be accelerated by one year from May 2030 to May 2029. (10) There are a variety of build-out options and associated build-out metrics associated with these licenses. (11) In a January 10, 2025 filing to the FCC, we certified that we were offering reliable signal coverage for certain of these license areas and offering service for certain accelerated licenses to at least 85 % of the population of each license area and for certain other accelerated licenses to at least 80 % of the population of each license area by this date (part of Commitments #2 and #3 the Extension Request). These accelerated licenses are set forth in Appendices C and F of the Extension Request. Under the Extension Request, if we successfully fulfill Commitment #2 and Commitment #3, the final construction deadlines for the AWS-3 licenses listed in Appendix G-3 of the Extension Request shall be extended from June 14, 2025 to December 14, 2026. While the FCC has not yet updated the build-out deadlines in the Universal Licensing System, the licenses remain in effect based upon the submission of our build-out certifications. See Note 1 “ Recent Developments ” for further information on the FCC’s recently completed review of our compliance with our obligations regarding our federal spectrum licenses. (12) For the AWS-3 licenses set forth in Appendix G-3 of the Extension Request, we have certified to meeting the accelerated build-out obligations described in footnotes 4, 5 and 11 herein (thus fulfilling Commitments #2 and #3 of the Extension Request), and as a result the final deadline for us to offer reliable signal coverage to at least 75 % of the population in each license area with respect to these licenses shall be extended to December 14, 2026. While the FCC has not yet updated the build-out deadlines in the Universal Licensing System, the licenses remain in effect based upon the submission of our build-out certifications. F-85 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Under the Extension Request, the final construction deadline shall be further extended to June 14, 2028, if: by December 31, 2024, we have offered reliable signal coverage to, at least, 80 % of the U.S. population; and, by June 14, 2025 (a) we have offered a low-cost 5G broadband plan and device to consumers nationwide; (b) we have deployed at least 24,000 5G sites; (c) we have upgraded our deployed 5G sites to 3GPP Release 17; and (d) we have provisioned at least 75 % of new subscribers with an EchoStar-certified 5G device on our MNO network if the subscriber is within the accelerated markets as set forth in Appendices A-F of the Extension Request. In a January 10, 2025 filing to the FCC, we certified that, as of December 31, 2024: (i) we were offering reliable signal coverage to, at least, 80 % of the U.S. population and (ii) we were offering a low-cost 5G broadband plan and device to consumers nationwide. In a March 17, 2025 filing to the FCC, we certified that we have upgraded our deployed 5G sites to 3GPP Release 17. In a May 5, 2025 filing to the FCC, we certified that we have deployed at least 24,000 5G sites. In a June 17, 2025 filing to the FCC, we certified that we have provisioned at least 75 % of new subscribers with an EchoStar-certified 5G device on our MNO network if the subscriber is within the accelerated markets as set forth in Appendices A-F of the Extension Request. See Note 1 “ Recent Developments ” for further information on the FCC’s recently completed review of our compliance with our obligations regarding our federal spectrum licenses. (13) See Note 2 for further information. (14) See Note 1 “ Impairment of Indefinite-Lived Intangible Assets” for further information. In September 2024, the FCC conditionally granted our requests to extend the 5G deployment deadlines for certain of our wireless spectrum licenses based on several commitments and in a January 10, 2025 filing to the FCC , we certified to meeting the accelerated buildout (Commitments #2 and #3 of the Extension Request) and the nationwide 80 % coverage obligations (Commitment #1 of the Extension Request) due by December 31, 2024, as defined and detailed in the footnotes to the table above. Thus, pursuant to the Extension Request, the final deployment deadlines for the licenses subject to the Extension Request (listed in Appendix G) shall be extended to December 14, 2026. While the FCC has not yet updated the build-out deadlines in the Universal Licensing System, the licenses remain in effect based upon the submission of our build-out certifications. In addition, the final deployment deadlines for the licenses subject to the Extension Request (listed in Appendix G) shall be further extended to June 14, 2028 since we satisfied the remaining Extension Request commitments, as defined and detailed in the footnotes to the table above. S ee Note 1 “ Recent Developments – FCC Review ” for further information on the FCC’s recently completed review of our compliance with our obligations regarding our federal spectrum licenses. AWS-3 Auction Northstar Wireless is a wholly-owned subsidiary of Northstar Spectrum, which is an entity owned by us and, prior to October 12, 2023, by us and Northstar Manager. SNR Wireless is a wholly-owned subsidiary of SNR HoldCo, which is an entity owned by us and, prior to February 16, 2024, by us and SNR Management. See Note 2 for further information. Northstar Wireless and SNR Wireless each filed applications with the FCC to participate in Auction 97 (the “AWS-3 Auction”) for the purpose of acquiring certain AWS-3 Licenses. Each of Northstar Wireless and SNR Wireless applied to receive bidding credits of 25 % as designated entities under applicable FCC rules. FCC Order and October 2015 Arrangements. On August 18, 2015, the FCC released a Memorandum Opinion and Order , FCC 15-104 (the “Order”) in which the FCC determined, among other things, that DISH Network has a controlling interest in, and is an affiliate of, Northstar Wireless and SNR Wireless, and therefore DISH Network’s revenues should be attributed to them, which in turn makes Northstar Wireless and SNR Wireless ineligible to receive the 25 % bidding credits (approximately $ 1.961 billion for Northstar Wireless and $ 1.370 billion for SNR Wireless). F-86 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued On November 23, 2020, the FCC released a Memorandum Opinion and Order on Remand, FCC 20-160, that found that Northstar Wireless and SNR Wireless are not eligible for bidding credits based on the FCC’s determination that they remain under DISH Network’s de facto control. Northstar Wireless and SNR Wireless appealed the FCC’s order to the D.C. Circuit Court of Appeals. On June 21, 2022, the United States Court of Appeals for the District of Columbia issued an Opinion rejecting this challenge. On January 17, 2023, Northstar Wireless filed a petition for a writ of certiorari asking the United States Supreme Court to hear a further appeal, but that petition was denied on June 30, 2023. Letters Exchanged between Northstar Wireless and the FCC Wireless Bureau. As outlined in letters exchanged between Northstar Wireless and the Wireless Telecommunications Bureau of the FCC (the “FCC Wireless Bureau”), Northstar Wireless paid the gross winning bid amounts for 261 AWS-3 Licenses and notified the FCC that it would not be paying the gross winning bid amounts for 84 AWS-3 Licenses. As a result of the nonpayment of those gross winning bid amounts, the FCC retained those licenses. In addition, we will be subject to a default payment with respect to the licenses for which Northstar Wireless did not pay the gross winning bids (the “Northstar Re-Auction Payment”). The Northstar Re-Auction Payment has two components. First, if the winning bids at re-auction are less than the winning bids of Northstar Wireless, we will be responsible for the difference between the two bids. The second component is an additional payment in the amount of fifteen percent ( 15 %) of Northstar Wireless’s bid or the subsequent winning bids, whichever is less. The amount of the Northstar Re-Auction Payment will be offset by the $ 334 million interim payment Northstar Wireless has already made. For example, if the winning bids in a re-auction are $1, the Northstar Re-Auction Payment would be approximately $ 2.226 billion, which is calculated as the difference between $ 2.226 billion (the Northstar winning bid amounts) and $1 (the winning bids from re-auction), plus 15 % of the $1 (the winning bids from re-auction), If the winning bids from re-auction or other award of the AWS-3 licenses retained by the FCC are greater than or equal to the winning bids of Northstar Wireless, the Northstar Re-Auction Payment would be approximately $ 334 million, calculated as fifteen percent ( 15 %) of $ 2.226 billion (Northstar Wireless’s defaulted bids). In each case, the amount of the Northstar Re-Auction Payment would be offset by the $ 334 million interim payment Northstar already made, resulting in a maximum exposure of $ 1.892 billion. We cannot predict with any degree of certainty the outcome of any re-auction or the amount of any Northstar Re-Auction Payment. The re-auction of the AWS-3 licenses has been designated as Auction 113 and the FCC is required to initiate Auction 113 by June 23, 2026. Letters Exchanged between SNR Wireless and the FCC Wireless Bureau. As outlined in letters exchanged between SNR Wireless and the FCC Wireless Bureau, SNR Wireless paid the gross winning bid amounts for 244 AWS-3 Licenses and notified the FCC that it would not be paying the gross winning bid amounts for 113 AWS-3 Licenses. As a result of the nonpayment of those gross winning bid amounts, the FCC retained those licenses. In addition, we will be subject to a default payment with respect to the licenses for which SNR Wireless did not pay the gross winning bids (the “SNR Re-Auction Payment”). The SNR Re-Auction Payment has two components. First, if the winning bids at re-auction are less than the winning bids of SNR Wireless, we will be responsible for the difference between the two bids. The second component is an additional payment in the amount of fifteen percent ( 15 %) of SNR Wireless’s bid or the subsequent winning bids, whichever is less. The amount of the SNR Re-Auction Payment will be offset by the $ 182 million interim payment SNR Wireless has already made. For example, if the winning bids in a re-auction are $1, the SNR Re-Auction Payment would be approximately $ 1.211 billion, which is calculated as the difference between $ 1.211 billion (the SNR winning bid amounts) and $1 (the winning bids from re-auction), plus 15 % of the $1 (the winning bids from re-auction). If the winning bids from re-auction of the AWS-3 licenses retained by the FCC are greater than or equal to the winning bids of SNR Wireless, the SNR Re-Auction Payment would be approximately $ 182 million, calculated as fifteen percent ( 15 %) of $ 1.211 billion (SNR Wireless’s defaulted bids). In each case, the amount of the SNR Re-Auction Payment would be offset by the $ 182 million interim payment SNR already made, resulting in a maximum exposure of $ 1.029 billion. We cannot predict with any degree of certainty the outcome of any re-auction or the amount of any SNR Re-Auction Payment. The re-auction of the AWS-3 licenses has been designated as Auction 113 and the FCC is required to initiate Auction 113 by June 23, 2026. F-87 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued D.C. Circuit Court Opinion . On August 29, 2017, the United States Court of Appeals for the District of Columbia Circuit (the “D.C. Circuit”) in SNR Wireless LicenseCo, LLC, et al. v. Federal Communications Commission , 868 F.3d 1021 (D.C. Cir. 2017) (the “Appellate Decision”) affirmed the Order in part, and remanded the matter to the FCC to give Northstar Wireless and SNR Wireless an opportunity to seek to negotiate a cure of the issues identified by the FCC in the Order (a “Cure”). On January 26, 2018, SNR Wireless and Northstar Wireless filed a petition for a writ of certiorari, asking the United States Supreme Court to hear an appeal from the Appellate Decision, which the United States Supreme Court denied on June 25, 2018. Order on Remand. On January 24, 2018, the FCC released an Order on Remand, DA 18-70 (the “Order on Remand”) purporting to establish a procedure to afford Northstar Wireless and SNR Wireless the opportunity to implement a Cure pursuant to the Appellate Decision. On June 8, 2018, Northstar Wireless and SNR Wireless each filed amended agreements to demonstrate that, in light of such changes, each of Northstar Wireless and SNR Wireless qualified for the very small business bidding credit that it sought in the AWS-3 Auction. Northstar Wireless and SNR Wireless filed a Joint Application for Review of the Order on Remand requesting, among other things, an iterative negotiation process with the FCC regarding a Cure, which was denied on July 12, 2018. The pleading cycle established in the Order on Remand concluded in October 2018. On November 23, 2020, the FCC issued a Memorandum Opinion and Order that concluded, among other things, that DISH Network retained de facto control over Northstar Wireless and SNR Wireless and denied the very small business bidding credit sought by Northstar Wireless and SNR Wireless, even though the parties had eliminated or significantly modified every provision previously deemed to have been disqualifying by the FCC. Northstar Wireless and SNR Wireless timely filed an appeal of the FCC’s 2020 decision. On June 21, 2022, the United States Court of Appeals for the District of Columbia issued an Opinion rejecting this challenge. On January 17, 2023, Northstar Wireless filed a petition for a writ of certiorari asking the United States Supreme Court to hear a further appeal, but that petition was denied on June 30, 2023. For further information, refer to the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023. Satellite Insurance We generally do not carry commercial in-orbit insurance on any of the satellites we own. We generally do not use commercial insurance to mitigate the potential financial impact of in-orbit failures because we believe that the cost of insurance premiums is uneconomical relative to the risk of such failures. While we generally have had in-orbit satellite capacity sufficient to transmit our existing channels and some backup capacity to recover the transmission of certain critical programming, our backup capacity is limited. In the event of a failure or loss of any of our owned or leased satellites, we may need to acquire or lease additional satellite capacity or relocate one of our other owned or leased satellites and use it as a replacement for the failed or lost satellite. Purchase Obligations Our 2026 purchase obligations primarily consist of binding purchase orders for certain fixed contractual commitments to purchase programming content, receiver systems and related equipment, satellites and satellite launch contracts, wireless devices, Hybrid MNO costs, broadband equipment, digital broadcast operations, transmission costs, streaming delivery technology and infrastructure, engineering services, software and other products and services. Our purchase obligations may fluctuate significantly from period to period due to, among other things, management’s timing of payments and inventory purchases, which can materially impact our future operating asset and liability balances and our future working capital requirements. F-88 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Programming Contracts In the normal course of business, we enter into contracts to purchase programming content in which our payment obligations are generally contingent on the number of Pay-TV subscribers to whom we provide the respective content. These programming commitments are not included in the “Commitments” table above. The terms of our contracts typically range from one to ten years with annual rate increases. Our programming expenses will increase to the extent we are successful in growing our Pay-TV subscriber base. In addition, programming costs per subscriber continue to increase due to contractual price increases and the renewal of long-term programming contracts on less favorable pricing terms. Patents and Intellectual Property Many entities, including some of our competitors, have or may in the future obtain patents and other intellectual property rights that cover or affect products or services that we offer or that we may offer in the future. We may not be aware of all intellectual property rights that our products or services may potentially infringe. Damages in patent infringement cases can be substantial and in certain circumstances can be trebled. Further, we cannot estimate the extent to which we may be required in the future to obtain licenses with respect to patents held by others and the availability and cost of any such licenses. Various parties have asserted patent and other intellectual property rights with respect to components of our products and services. We cannot be certain that these persons do not own the rights they claim, that our products do not infringe on these rights and/or that these rights are not valid. Further, we cannot be certain that we would be able to obtain licenses from these persons on commercially reasonable terms or, if we were unable to obtain such licenses, that we would be able to redesign our products to avoid infringement. Contingencies Litigation We are involved in a number of legal proceedings (including those described below) concerning matters arising in connection with the conduct of our business activities. Many of these proceedings are at preliminary stages, and many of these proceedings seek an indeterminate amount of damages. We regularly evaluate the status of the legal proceedings in which we are involved to assess whether a loss is probable or there is a reasonable possibility that a loss or an additional loss may have been incurred and to determine if accruals are appropriate. If accruals are not appropriate, we further evaluate each legal proceeding to assess whether an estimate of the possible loss or range of possible loss can be made. For certain cases described on the following pages, management is unable to provide a meaningful estimate of the possible loss or range of possible loss because, among other reasons, (i) the proceedings are in various stages; (ii) damages have not been sought; (iii) damages are unsupported and/or exaggerated; (iv) there is uncertainty as to the outcome of pending appeals or motions; (v) there are significant factual issues to be resolved; and/or (vi) there are novel legal issues or unsettled legal theories to be presented or a large number of parties. For these cases, however, management does not believe, based on currently available information, that the outcomes of these proceedings will have a material adverse effect on our financial condition, though the outcomes could be material to our operating results for any particular period, depending, in part, upon the operating results for such period. F-89 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued Individual Litigations Commenced by Certain Tower and Infrastructure Vendors DISH Wireless L.L.C. is currently a defendant in multiple, independent legal actions in various jurisdictions brought by various tower and infrastructure vendors. While these actions involve certain overlapping defenses generally related to the abandonment and decommissioning of certain portions of our 5G Network that will not be utilized in our Hybrid MNO business, in light of the FCC forcing us and certain of our affiliates to sell the spectrum on which our 5G Network was based, each action represents a separate and distinct proceeding. American Towers On October 20, 2025, American Towers LLC, SpectraSite Communications, LLC and InSite Wireless Group, LLC (collectively “ATC”) filed a declaratory judgment lawsuit against our wholly-owned subsidiary DISH Wireless L.L.C. in the United States District Court for the District of Colorado. ATC seeks a declaration that DISH Wireless has not been excused from performing its obligations under the parties’ Strategic Collocation Agreement, which relates to tower facilities for our 5G Network. DISH Wireless previously notified ATC that DISH Wireless’s performance is excused in light of the FCC forcing us and certain of our affiliates to sell the spectrum on which our 5G Network was based, which constituted, among other legal remedies, a force majeure event. We intend to vigorously defend this case. We cannot predict with any degree of certainty the outcome of the suit. Comcast Business Communications On February 27, 2026, Comcast Business Communications, LLC filed a declaratory judgment lawsuit against us and our wholly-owned subsidiary DISH Wireless L.L.C. in the United States District Court for the District of Colorado. Comcast Business Communications is seeking a declaratory judgment that DISH Wireless is not excused from performing any of its obligations under those parties’ Master Service Agreement, which relates to fiber connections for our 5G network. It also alleges that we interfered with DISH Wireless’s performance under the Master Services Agreement. Comcast Business Communications is seeking $ 54 million in damages. DISH Wireless previously notified Comcast Business Communications that DISH Wireless’s performance is excused in light of the FCC forcing us and certain of our affiliates to sell the spectrum on which our 5G Network was based which constituted, among other legal remedies, a force majeure event. We intend to vigorously defend this case. We cannot predict with any degree of certainty the outcome of the suit. Crown Castle On November 20, 2025, Crown Castle-affiliated lessors who entered into a Master Lease Agreement (“MLA”) with DISH Wireless L.L.C., which relates to tower facilities for our 5G Network, and Crown Castle Fiber LLC, which entered into a Master Product Agreement (“MPA”) with DISH Wireless L.L.C., which relates to fiber and other infrastructure for our 5G Network, filed a declaratory judgment lawsuit against our wholly-owned subsidiary DISH Wireless L.L.C. in the United States District Court for the District of Colorado. The Crown Castle plaintiffs are seeking declaratory judgments confirming that DISH Wireless is not excused from performing any of its obligations under the parties’ agreements. DISH Wireless previously notified the Crown Castle plaintiffs that DISH Wireless’s performance is excused in light of the FCC forcing us and certain of our affiliates to sell the spectrum on which our 5G Network was based, which constituted, among other legal remedies, a force majeure event. On January 30, 2026, the Crown Castle plaintiffs filed an amended complaint that added claims for breach of the MPA and MLA based on unpaid invoices; added us as a defendant for allegedly tortiously interfering with the MLA and the MPA; and added our wholly owned subsidiary DISH Purchasing Corporation as a defendant for allegedly breaching the parties’ Deployment Services Agreement by failing to pay $ 9.5 million. We intend to vigorously defend this case. We cannot predict with any degree of certainty the outcome of the suit. F-90 Table of Contents ECHOSTAR CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued