8-K/ALeadership Changes

Warner Bros. Discovery, Inc. 8-K/A Report, Executive Changes (Mar 28, 2014)

Filed March 28, 2014For Securities:WBD

Summary

This 8-K filing from Warner Bros. Discovery, Inc. (WBD), filed on March 27, 2014, details the retirement of John Hendricks, the Company's Founder and Chairman. The agreement outlines the accelerated vesting of certain stock options previously granted to Mr. Hendricks, treating his retirement as if it occurred at age 65 for equity purposes. This includes options granted between 2008 and 2011, which will now be exercisable and expire in October 2018. Additionally, the agreement specifies that Mr. Hendricks will not receive a 2014 annual bonus and will forfeit his unvested 2013 and 2014 Performance Restricted Stock Unit (PRSU) grants. However, options granted in 2013 and 2014 will accelerate upon his retirement, consistent with the company's policy for employees retiring after age 60 with five years of service. Mr. Hendricks has also agreed to a three-year non-competition period post-retirement, which provides the company with continued protection.

Key Highlights

  • 1John Hendricks, Founder and Chairman, is retiring from Discovery Communications, Inc. (WBD).
  • 2Certain previously granted stock options (2008-2011) will accelerate and become exercisable upon retirement.
  • 3Mr. Hendricks' retirement will be treated as if it occurred at age 65 for the acceleration of these specific options.
  • 4Options granted in 2013 and 2014 will also accelerate as per the company's standard retirement policy for those over 60 with 5 years of service.
  • 5Mr. Hendricks will forfeit his unvested PRSU grants made in 2013 and 2014.
  • 6He will not be eligible for a 2014 annual bonus.
  • 7A three-year non-competition agreement has been executed by Mr. Hendricks.

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