{"id":3034,"date":"2026-04-23T14:13:01","date_gmt":"2026-04-23T14:13:01","guid":{"rendered":"https:\/\/owspakistan.com\/?p=3034"},"modified":"2026-04-23T14:13:01","modified_gmt":"2026-04-23T14:13:01","slug":"warner-bros-discovery-paramount-shareholder-approval-zaslav-pay-package-1236727798","status":"publish","type":"post","link":"https:\/\/owspakistan.com\/?p=3034","title":{"rendered":"Warner Bros Shareholders Approve Paramount Merger, Vote Against Zaslav Pay Package"},"content":{"rendered":"
\n

\n\tAs expected, Warner Bros. Discovery<\/a> shareholders gave the green light to Paramount Skydance<\/a>\u2018s $111 billion deal to acquire the media company \u2014 moving David Ellison one step closer to controlling a new Hollywood empire. But investors weren\u2019t OK with the lavish golden parachutes<\/a> that CEO David Zaslav<\/a> and other WBD top brass are set to receive through the merger.<\/p>\n

\n\tAt the special meeting of WBD shareholders Thursday morning, which was held virtually, investors voted in favor of the Paramount deal, comprising $31 per share in cash for Warner Bros. Discovery.<\/p>\n

\n\tHowever, a majority of Warner Bros. shareholders voted against the compensation packages for Zaslav and WBD\u2019s other named executive officers in connection with the Paramount merger.<\/p>\n

\n\tIt\u2019s a purely symbolic rebuke: The shareholder advisory vote is non-binding, meaning the Warner Bros. Discovery board can go ahead with the payouts as planned anyway. But it shows WBD shareholders aren\u2019t happy by the generous payments to the company\u2019s outgoing executive team and comes after shareholders last year also voted against the WBD executive compensation packages<\/a>. Shareholder advisory firm ISS recommended a vote against<\/a> the compensation measure over its \u201cproblematic\u201d tax reimbursements\u00a0to Zaslav and the full vesting of the CEO\u2019s stock awards.<\/p>\n

\n\tUnder the terms of the exit compensation package for Zaslav, he will receive $34.2 million in cash severance; $517.2 million in equity in the combined company; and $44,195 in continued health coverage reimbursement benefits, according to a WBD filing with the SEC. That\u2019s at least $550 million. In addition, Warner Bros. Discovery has agreed to reimburse Zaslav up to $335 million for taxes assessed by the IRS on his accelerated stock vesting (although WBD says that figure will decline over time, with the final amount depending on the closing date of the Paramount pact).<\/p>\n

\n\tSEE ALSO: $500 Million Exit: David Zaslav Is Leaving Warner Bros. a Rich Man \u2014 but He\u2019d Love to Stay Around Even Longer<\/a><\/strong><\/p>\n

\n\tIn addition, Zaslav as of March 11 had $115.85 million worth of vested stock awards from Warner Bros. Discovery, according to the filing. And last month,\u00a0Zaslav sold $114 million worth of WBD stock<\/a>.<\/p>\n

\n\tZaslav is subject to a\u00a0non-competition covenant and a\u00a0non-solicitation of customers and employees covenant, both of which are applicable for two years after Paramount-WBD closes.<\/p>\n

\n\tOther top Warner Bros. Discovery execs are in line to get nine-figure payouts. J.B. Perrette, CEO and president of global streaming and games, is set to receive $142 million (including $18.2 million in cash severance payments and $123.9 million in equity); chief revenue and strategy officer Bruce Campbell will get an estimated $121.5 million (including $18.8 million in severance and $102.7 million in equity); CFO Gunnar Wiedenfels\u2019 package is valued at $120 million (including $6.6 million cash severance payments and $113.1 million in equity); and Gerhard Zeiler, president of international, is set to receive $82.6 million ($11.9 million in severance and $70.7 million in equity).<\/p>\n

\n\tParamount\u2019s deal to swallow WBD, clinched in February<\/a> after Netflix declined to up its offer for Warner Bros., is still pending regulatory approvals by the Justice Department and European entities. It\u2019s not known whether regulators will seek to impose certain conditions on the merger. Meanwhile, several state attorneys general have been mulling taking legal action to block the deal.<\/p>\n

\n\tThe debt-fueled deal would give Paramount Skydance, parent of CBS, CBS News, Paramount Pictures, Paramount+, BET, MTV, Nickelodeon and more, ownership of WBD businesses including HBO and HBO Max, Warner Bros.\u2019s movie and TV studios, DC, CNN, TBS, TNT, HGTV and Discovery+. Paramount has said it expects to realize $6 billion in cost savings through the merger, indicating mass layoffs will happen if the M&A deal closes.<\/p>\n

\n\tThe special meeting of WBD shareholders \u2014 which last joust about 10 minutes \u2014 was presided over by chairman Samuel A. Di Piazza Jr. Company execs in attendance included Zaslav, Campbell, Wiedenfels and chief communications officer Robert Gibbs. To be eligible to vote, shareholders must have owned WBD stock as of March 20, 2026.<\/p>\n<\/div>\n

<\/p>\n","protected":false},"excerpt":{"rendered":"

As expected, Warner Bros. Discovery shareholders gave the green light to Paramount Skydance\u2018s $111 billion deal to acquire the media company \u2014 moving David Ellison one step closer to controlling a new Hollywood empire. But investors weren\u2019t OK with the lavish golden parachutes that CEO David Zaslav and other WBD top brass are set to<\/p>\n","protected":false},"author":1,"featured_media":3035,"comment_status":"open","ping_status":"open","sticky":false,"template":"","format":"standard","meta":{"footnotes":"","jetpack_publicize_message":"","jetpack_publicize_feature_enabled":true,"jetpack_social_post_already_shared":true,"jetpack_social_options":{"image_generator_settings":{"template":"highway","default_image_id":0,"font":"","enabled":false},"version":2}},"categories":[1562,405,3,167,62,1563,262],"tags":[1560,1561,258],"class_list":["post-3034","post","type-post","status-publish","format-standard","has-post-thumbnail","hentry","category-david-zaslav","category-entertainment","category-lifestyle","category-netflix","category-news","category-paramount-skydance","category-warner-bros-discovery","tag-david-zaslav","tag-paramount-skydance","tag-warner-bros-discovery"],"jetpack_publicize_connections":[],"_links":{"self":[{"href":"https:\/\/owspakistan.com\/index.php?rest_route=\/wp\/v2\/posts\/3034","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/owspakistan.com\/index.php?rest_route=\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/owspakistan.com\/index.php?rest_route=\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/owspakistan.com\/index.php?rest_route=\/wp\/v2\/users\/1"}],"replies":[{"embeddable":true,"href":"https:\/\/owspakistan.com\/index.php?rest_route=%2Fwp%2Fv2%2Fcomments&post=3034"}],"version-history":[{"count":0,"href":"https:\/\/owspakistan.com\/index.php?rest_route=\/wp\/v2\/posts\/3034\/revisions"}],"wp:featuredmedia":[{"embeddable":true,"href":"https:\/\/owspakistan.com\/index.php?rest_route=\/wp\/v2\/media\/3035"}],"wp:attachment":[{"href":"https:\/\/owspakistan.com\/index.php?rest_route=%2Fwp%2Fv2%2Fmedia&parent=3034"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/owspakistan.com\/index.php?rest_route=%2Fwp%2Fv2%2Fcategories&post=3034"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/owspakistan.com\/index.php?rest_route=%2Fwp%2Fv2%2Ftags&post=3034"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}