Former WBD CEO Walks Away With $606M

David Zaslav cashed out $606.1 million in Warner Bros. Discovery stock and options when Paramount closed its takeover.

The Form 4, filed Thursday, covers the exchange that took place when the deal closed on Oct. 6. Paramount paid WBD holders $31 a share in cash, plus a small ticking fee that lifted the effective price to about $31.02. Of Zaslav’s total, roughly $224.4 million came from common stock and restricted stock units converted to cash, and about $381.7 million came from stock options that were in the money and vested at closing. Nearly 15 million other options expired worthless because their exercise prices sat above the deal price.

David Zaslav

The payout is the equity portion of his exit package, not the full severance. His contract also provides a cash bonus of about $34.2 million, roughly $44.2 million in perquisites, health benefits, and an unspecified tax-reimbursement amount. Final severance terms have not been disclosed. The equity figure is higher than the roughly $517 million some earlier estimates had anticipated. Zaslav had already sold nearly $200 million of WBD stock since the deal was struck in February, under a prearranged trading plan.

Paramount’s acquisition, valued at about $110 billion to $111 billion and led by David Ellison, closed Tuesday after a bidding contest that began with offers near $18 a share. Zaslav and the WBD board rejected those early bids; Larry Ellison ultimately backstopped the equity financing, and Paramount added a daily ticking fee for shareholders if the deal slipped past Oct. 1. On closing, Paramount completed the purchase of WBD and the combined company took the Skydance name.

Zaslav, who assembled Warner Bros. Discovery and ran it for more than four years, has long ranked among the highest-paid media executives. In a nonbinding April vote, WBD shareholders rejected the golden-parachute packages tied to the merger for him and other named executives. SEC filings after the close also show nine-figure payouts for other senior WBD leaders.