Warner Bros. Discovery shareholders voted to greenlight the company’s $81 billion merger with Paramount Skydance on Tuesday — but rejected CEO David Zaslav’s massive golden parachute worth as much as $886 million.
At the special meeting of WBD shareholders Thursday morning, investors voted “overwhelmingly” in favor of the Paramount deal, comprising $31 per share in cash for Warner Bros. Discovery, WBD said.
A majority of WBD shareholders, however, voted against the hefty compensation packages for Zaslav and other top brass who worked on the Paramount merger.
Nevertheless, the shareholder vote is non-binding, meaning the WBD board can go ahead with the payouts anyway.
Earlier this week, advisory firm ISS recommended a ‘no’ vote on Zaslav’s compensation over its “problematic” tax reimbursements and full vesting of the CEO’s stock awards.
Under the current terms of his exit package, Zaslav will receive at least $550 million, including $34.2 million in cash severance, $517.2 million in equity in the combined company and $44,195 in continued health cover reimbursement benefits.
Other WBD execs inline to get nine-figure payouts include CEO and president of global streaming and games JB Perrette with $142 million, chief revenue officer Bruce Campbell with $121.5 million and chief financial officer Gunnar Wiedenfelds with $120 million, among others.
The big payout comes after Paramount — home to CBS and Paramount Pictures — clinched the deal to acquire WBD, owner of HBO, CNN and Warner Bros. Pictures, after Netflix declined to up its offer.
Several state attorneys general have been mulling lawsuits to block the merger, as Hollywood is up-in-arms over the deal. Earlier this month, more than 1,000 Hollywood writers, directors and actors, including Ben Stiller, Jane Fonda and Joaquin Phoenix released an open letter opposing the merger.
They argued that the deal would “consolidate an already concentrated media landscape” and result in “fewer opportunities for creators, fewer jobs across the production ecosystem, higher costs, and less choice for audiences in the United States and around the world.”
The merger, led by Paramount CEO David Ellison, is pending regulatory approvels by the Justice Department and European regulators.
Chairman Samuel A. Di Piazza Jr. said after the meeting, which lasted roughly 10 minutes, that the company appreciated the “support and confidence our stockholders have placed in us to unlock the full value of our world-class entertainment portfolio.”
“With Paramount, we look forward to creating an exceptional combined company that will expand consumer choice and benefit the global creative talent community,” he concluded.
Zaslav added: “We will continue to work with Paramount to complete the remaining steps in this process that will create a leading, next-generation media and entertainment company.”
A rep for Paramount said: “Shareholder approval marks another important milestone towards completing our acquisition of Warner Bros. Discovery, building on our successful equity and debt syndications and progress across regulatory approvals. We look forward to closing the transaction in the coming months and realizing the creation of a next-generation media and entertainment company that better serves both the creative community and consumers.”
[Notigroup Newsroom in collaboration with other media outlets, with information from the following sources]
