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Warner Bros. Discovery Shareholders Reject Zaslav’s $51.9 Million Pay in Advisory Vote

Investor rejection of the advisory vote highlights concerns about cable losses, lagging stock performance, high debt, looming restructuring at the company.

The exterior of the Warner Bros. Discovery Atlanta campus in Atlanta, Georgia, U.S. May 2, 2023. REUTERS/Alyssa Pointer/File Photo
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Warner Bros. Discovery chief executive David Zaslav poses on the red carpet during the Oscars arrivals at the 96th Academy Awards in Hollywood, Los Angeles, California, U.S., March 10, 2024. REUTERS/Aude Guerrucci/File Photo

Overview

  • At the June 2 annual meeting investors voted down the non-binding ’say-on-pay’ measure by roughly 1.06 billion votes to 724 million votes.
  • Despite the advisory defeat, Zaslav and other named executives will still receive their 2024 compensation packages, including his $51.9 million pay.
  • Proxy adviser Institutional Shareholder Services urged shareholders to vote against the packages citing persistent misalignment between pay and performance.
  • Zaslav’s 2024 pay rose 4 percent from 2023 amid mounting criticism over the company’s cable-TV declines and underwhelming stock returns compared with peers.
  • The board of directors said it appreciates shareholder views and will continue engagement on compensation as Warner Bros. Discovery works to reduce debt and pursue restructuring.