Warner Bros. Discovery to ‘Significantly Reduce' David Zaslav's Annual Pay After Split
After shareholders rejected David Zaslav's $51.9 million pay package for 2024, Warner Bros. Discovery's says it will 'significantly reduce' CEO David Zaslav's annual compensation following the split of its global linear network and studios & streaming businesses in mid-2026
Per a Monday filing with the U.S. Securities and Exchange Commission, WBD will lower Zaslav's annual cash compensation opportunity and shift the mix in his pay towards long-term incentives. As part of this change, there will no longer be a performance metric weighting that applies to the annual cash incentive opportunity, annual performance equity awards or performance periods for the annual performance equity awards.
Zaslav will also receive a one-time inducement designed to 'incentivize the successful completion of the Separation and stockholder value creation.'
On June 12, he received a stock option award consisting of 20,898,776 stock options in the form of 60% performance-vesting stock options and 40% time-based stock options. Additionally, he'll receive 3,052,734 stock options on Jan. 2, 2026, which will be subject to the same split of performance-vesting and time-based vesting conditions, provided that he remains employed on that date. 92% of the stock option grant is subject to forfeiture if a separation or a qualifying transaction does not occur prior to Dec. 31, 2026.
The compensation committee also adopted a 'double-trigger cash severance' provision for Zaslav in the event of a change in control transaction.
'The Committee believes the changes reflected in the Zaslav Agreement are responsive to stockholder feedback and represent the Board's commitment to furthering the alignment of our compensation structure with our strategic priorities as we execute on our transformation into two leading media companies,' Warner Bros. Discovery said.
Upon completion of the separation, Zaslav will become CEO of Streaming & Studios. Under his contract that runs through Dec. 31, 2030, he will receive a $3 million base salary per year and his annual cash bonus opportunity will be reduced to $6 million, with the actual payout based on the achievement of performance goals set by the compensation committee. The annual bonus payout is subject to a cap of 200% of the target amount.
Zaslav will also be eligible for annual equity awards with a target value of $15.5 million in the first year and will be reduced to an annual target value of $7.5 million per year thereafter.
More to come…
The post Warner Bros. Discovery to 'Significantly Reduce' David Zaslav's Annual Pay After Split appeared first on TheWrap.
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