Warner Bros. Discovery shareholders on Thursday voted "overwhelmingly" in favor of the merger with Paramount Skydance, clearing a critical hurdle.
- Yes, but: Shareholders did not approve the executive compensation package presented at the meeting.
Why it matters: The executive compensation package would have seen CEO David Zaslav earning at least $500 million.
Zoom in: More than 1.4 billion votes were cast against the compensation proposal, versus the 307.7 million in favor. Each share of WBD common stock is entitled to one vote.
- The compensation proposal was an advisory, non-binding vote and not a condition for completion of the deal.
- The executives could still earn the payments outlined in the package if the deal closes, regardless of the outcome of the shareholder vote.
- Over 1.7 billion votes were cast in favor of the Paramount merger, compared with the roughly 16.3 million against.
Catch up quick: Zaslav has led WBD since 2022. The longtime CEO of Discovery oversaw the acquisition of Warner Media from AT&T four years ago.
- The combined company's stock languished until Paramount expressed interest in buying the company last year.
What they're saying: "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," a Paramount spokesperson said in a statement.
- "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."
What's next: WBD said it expects the deal, which still needs regulatory approvals, to close in the third quarter of this year.
Editor's note: This story was updated with additional details on the compensation package vote.
