Warner Bros. Discovery CEO David Zaslav will see his pay bundle take a haircut after the proposed separation of the corporate subsequent 12 months — though WBD additionally simply granted him inventory choices at the moment value $225 million as an “inducement” to stay with the corporate.
The media conglomerate final week stated it could break up into two firms: WBD Streaming & Studios, to be led by Zaslav, and WBD World Networks, headed by CFO Gunnar Wiedenfels. The separation is anticipated to be accomplished by mid-2026.
Starting upon the completion of the separation, a brand new employment settlement the corporate reached with Zaslav “will considerably scale back his goal annual compensation, together with reducing his annual money compensation alternative and reorienting the overall pay combine towards long-term incentives,” in keeping with an SEC submitting Monday. The WBD board’s compensation committee stated it believes the brand new construction “will foster a stronger alignment with stockholders and incentivize sustained, long-term worth creation.”
The change comes after WBD shareholders earlier this month expressed disapproval with the pay packages of Zaslav and different prime execs, with 59% of shares voted on the 2025 annual assembly rejecting their pay packages in a symbolic rebuke.
In 2024, Zaslav’s pay bundle elevated 4.4% pay bump to whole compensation of $51.9 million, together with a money bonus of $23.9 million and $23.1 million in performance-based restricted inventory grants.
As soon as the WBD break up is accomplished, Zaslav will grow to be the CEO of Streaming & Studios with a time period of employment that runs via Dec. 31, 2030. He could have a base wage of $3 million per 12 months at some stage in the time period, as he does now.
Following the separation, Zaslav’s goal annual money bonus alternative can be decreased to $6 million, with the precise payout based mostly on the achievement of efficiency targets — down from his money bonus goal of $22 million beneath his earlier settlement.
Zaslav may also be eligible to obtain annual fairness awards following the separation beneath Streaming & Studios’ fairness incentive plan with a goal worth of $15.5 million the primary 12 months that he receives an fairness grant from the corporate and which can be decreased to an annual goal worth of $7.5 million per 12 months thereafter throughout the time period of employment. In response to Zaslav’s earlier Warner Bros. Discovery, his fairness goal worth per 12 months was $23.5 million.
On the similar time, Zaslav on June 12 acquired a one-time “inducement” that the board’s compensation committee believes “will incentivize the profitable completion of the Separation and stockholder worth creation.” That contains a inventory possibility award consisting of 20,898,776 inventory choices — at the moment value $225 million based mostly on Monday’s WBD share worth — within the type of 60% performance-vesting inventory choices and 40% time-based inventory choices.
As well as, Zaslav is about to obtain 3,052,734 inventory choices on Jan. 2, 2026, which can be topic to the identical break up of performance-vesting and time-based vesting situations (offered that he stays employed on that date).
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