Overview

• ISS recommended that shareholders block the re-election of controlling stakeholder Shari Redstone and three other incumbent directors at Paramount Global’s annual meeting.
• The proxy adviser pointed to what it called a complex capital structure and flawed executive compensation practices as reasons for its advisory against the four incumbents.
• Redstone’s controlling vote through National Amusements makes the recommendation largely symbolic since she is almost certain to retain her board seat.
• Paramount’s proposed $8 billion merger with Skydance Media remains delayed by President Trump’s $20 billion lawsuit against CBS News and a paused FCC review.
• New board nominees include attorney Mary Boies, former judge Roanne Sragow Licht and venture capitalist Charles Ryan, and Redstone has confirmed she and her son will not serve on the post-merger board.