Phillips Nancy R 4

Accession 0000950170-25-106688

CIK 0002041610other

View on SEC.gov Company Profile

Filed

Aug 10, 8:00 PM ET

Accepted

Aug 11, 5:24 PM ET

Size

34.3 KB

Accession

0000950170-25-106688

Insider Transaction Report

Form 4

Period: 2025-08-07

Paramount Skydance CorpPSKY

Phillips Nancy R

EVP, Chief People Officer

Transactions

Disposition to Issuer
Restricted Share Units
2025-08-07−20,983→ 0 total
→ Class B Common Stock (20,983 underlying)
Award
Class B Common Stock
2025-08-07+36,157→ 36,157 total
Award
Restricted Share Units
2025-08-07+42,037→ 42,037 total
→ Class B Common Stock (42,037 underlying)
Award
Restricted Share Units
2025-08-07+37,837→ 37,837 total
→ Class B Common Stock (37,837 underlying)
Disposition to Issuer
Class B Common Stock
2025-08-07−92,535→ 0 total
Disposition to Issuer
Restricted Share Units
2025-08-07−6,045→ 0 total
→ Class B Common Stock (6,045 underlying)
Disposition to Issuer
Restricted Share Units
2025-08-07−11,275→ 0 total
→ Class B Common Stock (11,275 underlying)
Award
Restricted Share Units
2025-08-07+11,275→ 11,275 total
→ Class B Common Stock (11,275 underlying)
Award
Restricted Share Units
2025-08-07+20,983→ 20,983 total
→ Class B Common Stock (20,983 underlying)
Disposition to Issuer
Restricted Share Units
2025-08-07−42,037→ 0 total
→ Class B Common Stock (42,037 underlying)
Award
Restricted Share Units
2025-08-07+6,045→ 6,045 total
→ Class B Common Stock (6,045 underlying)
Disposition to Issuer
Restricted Share Units
2025-08-07−167,598→ 0 total
→ Class B Common Stock (167,598 underlying)
Award
Restricted Share Units
2025-08-07+167,598→ 167,598 total
→ Class B Common Stock (167,598 underlying)
Award
Restricted Share Units
2025-08-07+13,071→ 13,071 total
→ Class B Common Stock (13,071 underlying)

Footnotes (11)

[F1]On August 7, 2025, the previously announced transactions contemplated by the transaction agreement, dated as of July 7, 2024 ("Transaction Agreement"), by and among: Skydance Media, LLC ("Skydance"), Paramount Global, Paramount Skydance Corporation (f/k/a New Pluto Global, Inc.) ("Paramount Skydance"), and the other parties thereto were completed. Pursuant to the terms of the Transaction Agreement, in a series of transactions, each of Paramount Global and Skydance merged into subsidiaries of Paramount Skydance.
[F10]These RSUs will vest on February 28, 2026, and a corresponding number of shares of Class B common stock, net of any shares withheld by the Issuer to satisfy tax liability incident to the vesting of the RSUs, will be delivered on each vest date.
[F11]These RSUs will vest on February 28, 2027, and a corresponding number of shares of Class B common stock, net of any shares withheld by the Issuer to satisfy tax liability incident to the vesting of the RSUs, will be delivered on each vest date.
[F2]Represents the disposition of shares of Paramount Global common stock and the acquisition of shares of Paramount Skydance common stock. Pursuant to the terms of the Transaction Agreement, each share of Paramount Global Class B common stock converted into the right to receive one share of Paramount Skydance Class B common stock, or at the election of the holder of such share, cash in the amount of $15.00 per share, subject to pro ration as set forth in the Transaction Agreement.
[F3]Represents the number of shares of Paramount Skydance common stock beneficially owned following the transactions described herein.
[F4]Represents the disposition of Paramount Global restricted share units ("RSUs") and the acquisition of Paramount Skydance RSUs assumed by Paramount Skydance pursuant to the terms of the Transaction Agreement.
[F5]These RSUs will vest on March 1, 2026, and a corresponding number of shares of Class B common stock, net of any shares withheld by the Issuer to satisfy tax liability incident to the vesting of the RSUs, will be delivered on each vest date.
[F6]These RSUs will vest in two equal annual installments beginning on March 1, 2026, and a corresponding number of shares of Class B common stock, net of any shares withheld by the Issuer to satisfy tax liability incident to the vesting of the RSUs, will be delivered on each vest date.
[F7]These RSUs will vest in two equal installments on each of June 12, 2026 and June 4, 2027, and a corresponding number of shares of Class B common stock, net of any shares withheld by the Issuer to satisfy tax liability incident to the vesting of the RSUs, will be delivered on each vest date.
[F8]These RSUs will vest in three equal annual installments beginning on March 1, 2026, and a corresponding number of shares of Class B common stock, net of any shares withheld by the Issuer to satisfy tax liability incident to the vesting of the RSUs, will be delivered on each vest date.
[F9]Represents Paramount Global performance share units that converted into time-based RSUs pursuant to the terms of the Transaction Agreement.

Documents

1 file

4
ownership.xmlPrimary
4

Issuer

Paramount Skydance Corp

CIK 0002041610

→

Entity typeother

Related Parties

filerCIK 0001438251

Filing Metadata

Form type: 4
Filed: Aug 10, 8:00 PM ET
Accepted: Aug 11, 5:24 PM ET
Size: 34.3 KB

View on SEC.gov