Zaslav David 4

4 · Warner Bros. Discovery, Inc. · Filed Jul 15, 2026

AI-generated summary of this filing

Updated Jul 15, 2026

Warner Bros. Discovery (WBD) CEO David Zaslav Exercises Options, Sells Shares

What Happened

David Zaslav, CEO of Warner Bros. Discovery, exercised 2,089,876 stock options and immediately sold those shares and additional shares in open-market transactions on July 13, 2026. He acquired 2,089,876 shares at $10.16 each (cash paid $21,233,140) and sold 2,089,876 of those shares at a weighted-average $27.22 ($56,886,425). He also sold an additional 94,906 shares at the same weighted-average price for $2,583,341. Total reported sale proceeds ≈ $59.47M.

Key Details

Transaction date: July 13, 2026 (filed July 15, 2026 — appears timely).
Exercise (M): 2,089,876 shares acquired @ $10.16 = $21,233,140.
Sales (S): 2,089,876 shares sold @ $27.22 = $56,886,425; 94,906 shares sold @ $27.22 = $2,583,341.
Total sale proceeds reported: ≈ $59,469,766.
Shares owned after transaction: Not disclosed in the provided filing excerpt.
Footnotes:
- F1: Sales were made pursuant to a Rule 10b5-1 trading plan entered March 12, 2026.
- F2: $27.22 is a weighted-average price from multiple sale prices ($27.00–$27.59); specific per-price breakdown available on request.
- F3: The exercised options were from a June 12, 2025 grant under Zaslav’s employment agreement; performance hurdles applicable to part of the grant had been satisfied, leaving time-based vesting.
No indication in the filing excerpt that the Form 4 was late.

Context

This was effectively a cashless exercise: options were exercised to obtain shares and those shares were sold in the market on the same day. The filing also reports the underlying options as disposed/converted upon exercise (reported at $0), which is standard when options are exercised into common stock.
Sales done under a pre-established 10b5-1 plan are typically automated and comply with insider-trading rules; they are routine disclosures of insider liquidity rather than an explicit signal about the company’s prospects.
Facts are presented as reported; this summary does not infer the insider’s motivations.

Form 4

Period: 2026-07-13

DirectorChief Executive Officer & Pres

Transactions

Exercise/Conversion
Series A Common Stock
[F1]
2026-07-13$10.16/sh+2,089,876$21,233,140→ 9,087,622 total
Sale
Series A Common Stock
[F1][F2]
2026-07-13$27.22/sh−2,089,876$56,886,425→ 6,997,746 total
Sale
Series A Common Stock
[F1][F2]
2026-07-13$27.22/sh−94,906$2,583,341→ 6,902,840 total
Exercise/Conversion
Employee Stock Option
[F1][F3]
2026-07-13−2,089,876→ 18,808,900 total
Exercise: $10.16From: 2026-06-12Exp: 2032-06-12→ Series A Common Stock (2,089,876 underlying)

Holdings

Footnotes (3)

[F1]As previously disclosed by the Issuer in its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, the Reporting Person entered into a trading arrangement pursuant to Rule 10b5-1 on March 12, 2026. These sales were made pursuant to that trading arrangement.
[F2]The price reported represents the weighted average price of shares of Series A common stock sold in multiple transactions at prices ranging from $27.00 to $27.59 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
[F3]Options reported herein were part of a grant made on 6/12/2025 pursuant to Mr. Zaslav's Employment Agreement dated 6/12/2025, as amended on 11/7/2025 ("2025 EA"). The total grant consisted of 20,898,776 options exercisable in five equal annual installments beginning on 6/12/2026. Because the performance-based stock price hurdles that were applicable to 60% of such options were satisfied prior to the date hereof, all options pursuant to such grant are subject only to the foregoing time-based vesting schedule.

Signature

Tara L. Smith, Attorney-in-Fact|2026-07-15

1 file