Summary
This 8-K filing from Warner Bros. Discovery, Inc. (WBD), filed on December 27, 2021, details an amendment to the employment agreement of President and CEO David Zaslav. The amendment primarily alters the distribution schedule for performance-based restricted stock units (PRSUs) earned by Mr. Zaslav for performance periods in calendar years 2022 through 2027. Specifically, the change accelerates the distribution of earned PRSUs, with 70% to be delivered in the year following the performance period and the remaining 30% in the second year, compared to the previous three-year installment plan. The stated purpose of this adjustment is to align Discovery's compensation practices more closely with market standards, as indicated by peer company data. It's crucial for investors to note that this amendment does not change the total amount of compensation payable to Mr. Zaslav or the total dollar value of PRSUs to be awarded. The performance metrics for earning these PRSUs remain in place, ensuring that they are still subject to achievement of set objectives.
Key Highlights
- 1Amendment to David Zaslav's employment agreement concerning distribution of earned Performance Restricted Stock Units (PRSUs).
- 2Effective date of the amendment: December 20, 2021.
- 3The amendment impacts PRSUs earned for performance periods in calendar years 2022 through 2027.
- 4New distribution schedule: 70% of earned PRSUs paid in the year following the performance period, 30% paid in the second year.
- 5This replaces the prior schedule of three annual installments (50%, 25%, 25%).
- 6The amendment aims to align with market practices observed among Discovery's compensation peer group.
- 7No change to the total compensation amount or total dollar value of PRSUs awarded to Mr. Zaslav.