Warner Bros. Discovery: director Anthony Noto sold 45,306 shares

What happened

• Anthony Noto, a director, disposed of 45,306 shares of Series A common stock at $31.02 on Oct 6, 2026, for $1,405,243. The filing also reports 9,067 restricted stock units (RSUs) that were converted to cash-settled derivative securities and treated as disposed in connection with the merger.

Key details

• Transaction date(s) and price(s): Oct 6, 2026 — 45,306 shares disposed at $31.02 (total $1,405,243). The Merger Agreement sets a per share merger consideration of $31.01666668 per share for outstanding Series A common stock.
• Derivative action: 9,067 RSUs (granted Jun 9, 2026) were amended to be cash-settled and, at the effective time of the merger, vested RSUs were cancelled and converted into the right to receive cash (less applicable withholding taxes).
• Shares owned after the transactions: the filing moves 9,067 RSUs from Table I to Table II as cash-settled derivative securities; the filing does not state a final total of shares beneficially owned after these actions.
• Relevant footnotes: merger of WBD into Skydance sub (Merger Agreement dated Feb 27, 2026); per-share cash merger consideration; RSUs amended to cash settlement; vested RSUs cancelled and converted into cash at the merger consideration, net of withholding.
• Timeliness: the Form 4 was filed on Oct 6, 2026; no late filing flag is indicated in the filing.

Why it may matter

• These transactions arose from the merger process: outstanding shares and vested RSUs were converted into cash consideration under the Merger Agreement rather than open-market trades.
• This filing does not show why the insider traded or why the company acted.