Dish Network 2014 Annual Report Download - page 145

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DISH NETWORK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued
F-39
$102 million of an uncertain tax position that was resolved during the third quarter 2013, reflected in the table
above.
Accrued interest and penalties on uncertain tax positions are recorded as a component of “Other, net” on our
Consolidated Statements of Operations and Comprehensive Income (Loss). During the year ended December 31,
2014, we recorded a credit of $3 million in interest and penalty expense to earnings. During the years ended
December 31, 2013 and 2012, we recorded $4 million and less than $1 million in interest and penalty expense to
earnings, respectively. Accrued interest and penalties were $10 million and $13 million at December 31, 2014 and
2013, respectively. The above table excludes these amounts.
13. Stockholders’ Equity (Deficit)
Capital Stock and Additional Paid-In Capital
Our certificate of incorporation authorizes the following capital stock: (i) 1,600,000,000 shares of Class A common
stock, par value $0.01 per share; (ii) 800,000,000 shares of Class B common stock, par value $0.01 per share; (iii)
800,000,000 shares of Class C common stock, par value $0.01 per share; and (iv) 20,000,000 shares of preferred stock,
par value $0.01 per share. As of December 31, 2014 and 2013, there were no outstanding shares of Class C common
stock or preferred stock.
The 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 “DISH.” Upon a change in control of DISH Network, each holder of outstanding shares of Class C
common stock is entitled to 10 votes for each share of Class C common stock held. Our principal stockholder owns the
majority of all outstanding Class B common stock. Together with all other stockholders, he also owns outstanding
Class A common stock.
Common Stock Repurchase Program
Our Board of Directors previously authorized the repurchase of up to $1.0 billion of our Class A common stock.
On October 30, 2014, our Board of Directors extended this authorization such that we are currently authorized to
repurchase up to $1.0 billion of outstanding shares of our Class A common stock through and including December
31, 2015. As of December 31, 2014, we may repurchase up to $1.0 billion under this plan. During the years ended
December 31, 2014, 2013 and 2012, there were no repurchases of our Class A common stock.
Cash Dividend
On December 28, 2012, we paid a cash dividend of $1.00 per share, or approximately $453 million, on our outstanding
Class A and Class B common stock to stockholders of record at the close of business on December 14, 2012.
14. Employee Benefit Plans
Employee Stock Purchase Plan
Our employees participate in the DISH Network employee stock purchase plan (the “ESPP”), in which we are
authorized to issue up to 2.8 million shares of Class A common stock. At December 31, 2014, we had 1.0 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