Source-grounded facts extracted from Warner Bros. Discovery, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
Warner Bros. Discovery, Inc. shareholders rejected Stockholder proposal: Sustainability ROI Report at the 2026-06-09 meeting.
“Proposal Four. Stockholders did not approve the stockholder proposal entitled “Sustainability ROI Report”, as set forth below: Votes For Votes Against Abstentions Broker Non-Votes 39,541,649 1,507,486,654 18,277,085 342,897,211”
Warner Bros. Discovery, Inc. shareholders rejected Advisory vote on 2025 named executive officer compensation at the 2026-06-09 meeting.
“Proposal Three. Stockholders did not approve, on a non-binding, advisory basis, the 2025 compensation of the Company’s named executive officers, commonly referred to as a “Say-on-Pay” vote, as set forth below: Votes For Votes Against Abstentions Broker Non-Votes 244,543,743 1,313,562,677 7,198,968 342,897,211”
Warner Bros. Discovery, Inc. shareholders approved Ratification of PricewaterhouseCoopers LLP as independent registered public accounting firm at the 2026-06-09 meeting.
“Proposal Two. Stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, as set forth below: Votes For Votes Against Abstentions 1,870,175,809 32,975,069 5,051,721”
Warner Bros. Discovery, Inc. shareholders approved Election of 13 director nominees at the 2026-06-09 meeting.
“Proposal One. Stockholders elected each of the Company’s thirteen director nominees, each to serve a one-year term, as set forth below: Name Votes For Votes Withheld Broker Non-Votes Samuel A. Di Piazza, Jr. 1,536,842,131 28,463,257 342,897,211 Richard W. Fisher 1,073,827,553 491,477,835 342,897,211 Paul A. Gould 754,224,397 811,080,991 342,897,211 Debra L. Lee 1,067,092,275 498,213,113 342,897,211 Joseph M. Levin 1,217,910,456 347,394,932 342,897,211 Anton J. Levy 1,512,759,638 52,545,750 342,897,211 Kenneth W. Lowe 1,077,138,785 488,166,603 342,897,211 Fazal F. Merchant 1,512,330,631 52,974,757 342,897,211 Anthony J. Noto 927,428,241 637,877,147 342,897,211 Paula A. Price 1,544,535,771 20,769,617 342,897,211 Daniel E. Sanchez 1,549,182,143 16,123,245 342,897,211 Geoffrey Y. Yang 1,078,306,250 486,999,138 342,897,211 David M. Zaslav 1,511,550,945 53,754,443 342,897,211”
Warner Bros. Discovery, Inc. incurred term loan of $13,000 million U.S. dollar-denominated term loans and €1,717 million Euro-denominated term loans with JPMorgan Chase Bank, N.A. (JPM) and J.P. Morgan SE at Term SOFR plus 2.50% per annum or Base Rate plus 1.50% per annum for Dollar loan maturing June 4, 2033.
“The First Lien Credit Agreement provides for (i) 7-year $13,000 million U.S. dollar-denominated term loans (the "Initial Dollar Term Loans") and (ii) 7-year €1,717 million Euro-denominated term loans (the "Initial Euro Term Loans" and, together with the Initial Dollar Term Loans, the "Initial Term Loans"). On June 4, 2026, DGH borrowed the Initial Term Loans and used the net proceeds thereof, together with cash on the balance sheet, to repay in full $15,000 million of outstanding loans under that certain Non-Investment Grade Leveraged Bridge Loan Agreement, dated as of June 26, 2025 (as amended by that certain Amendment No. 1, dated as of February 18, 2026), by and among the Company, as parent, DGH, as borrower, the lenders from time to time party thereto and JPM, as administrative agent and collateral agent.”
Warner Bros. Discovery, Inc. entered into First Lien Credit Agreement valued at $13,000 million (effective 2026-06-04).
“On June 4, 2026, Discovery Global Holdings, Inc. (“DGH”), a wholly-owned subsidiary of Warner Bros. Discovery, Inc. (the “Company”), entered into that certain First Lien Credit Agreement (the “First Lien Credit Agreement”) among the Company, as holdco, DGH, as parent borrower, the designated subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto, JPMorgan Chase Bank, N.A. (“JPM”), as U.S. administrative agent and collateral agent, and J.P. Morgan SE, as non-U.S. administrative agent.”
Warner Bros. Discovery, Inc. entered into Agreement and Plan of Merger with Paramount Skydance Corporation (effective 2026-02-27).
“On February 27, 2026, Warner Bros. Discovery, Inc., a Delaware corporation (“WBD”), Paramount Skydance Corporation, a Delaware corporation (“PSKY”), and Prince Sub Inc., a Delaware corporation and wholly owned subsidiary of PSKY (“Merger Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”)”
Warner Bros. Discovery, Inc. amended credit facility of bridge loan with JPMorgan Chase Bank, N.A. maturing earlier of (x) June 30, 2027 and (y) the date that the Spin-Off occurs.
“On February 18, 2026, Discovery Global Holdings, Inc. (formerly known as WarnerMedia Holdings, Inc.) (“DGH”), a wholly-owned subsidiary of Warner Bros. Discovery, Inc. (the “Company”), entered into Amendment No. 1 (“Bridge Loan Amendment”) to that certain Non-Investment Grade Leveraged Bridge Loan Agreement, dated as of June 26, 2025 (the “Existing Bridge Loan Agreement” and, as amended by the Bridge Loan Amendment, the “Bridge Loan Agreement”), among DGH, as borrower, the Company, as parent guarantor, the lenders from time to time party thereto, and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, pursuant to which the parties thereto agreed, among other things, to extend the maturity of the bridge loan to the earlier of (x) June 30, 2027 and (y) the date that the Spin-Off (as defined in the Bridge Loan Agreement) occurs.”
Warner Bros. Discovery, Inc. amended Non-Investment Grade Leveraged Bridge Loan Agreement with JPMorgan Chase Bank, N.A. valued at Extended maturity to the earlier of June 30, 2027 and the Spin-Off date (effective 2026-02-18).
“Bridge Loan Amendment On February 18, 2026, Discovery Global Holdings, Inc. (formerly known as WarnerMedia Holdings, Inc.) (“DGH”), a wholly-owned subsidiary of Warner Bros. Discovery, Inc. (the “Company”), entered into Amendment No. 1 (“Bridge Loan Amendment”) to that certain Non-Investment Grade Leveraged Bridge Loan Agreement, dated as of June 26, 2025 (the “Existing Bridge Loan Agreement” and, as amended by the Bridge Loan Amendment, the “Bridge Loan Agreement”), among DGH, as borrower, the Company, as parent guarantor, the lenders from time to time party thereto, and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, pursuant to which the parties thereto agreed, among other things, to extend the maturity of the bridge loan to the earlier of (x) June 30, 2027 and (y) the date that the Spin-Off (as defined in the Bridge Loan Agreement) occurs.”
Warner Bros. Discovery, Inc. amended Amended and Restated Agreement and Plan of Merger with Netflix, Inc. (effective 2026-01-19).
“On January 19, 2026, Warner Bros. Discovery, Inc., a Delaware corporation (“WBD”), Netflix, Inc., a Delaware corporation (“Netflix”), Nightingale Sub, Inc., a Delaware corporation and wholly owned subsidiary of Netflix (“Merger Sub”), and New Topco 25, Inc., a newly formed Delaware corporation and wholly owned subsidiary of WBD (“NewCo”), entered into an Amended and Restated Agreement and Plan of Merger (the “Amended and Restated Merger Agreement”), which amends and restates in its entirety the Agreement and Plan of Merger, dated as of December 4, 2025, by and among WBD, Netflix, Merger Sub and NewCo (the “Original Merger Agreement”).”
Warner Bros. Discovery, Inc. entered into Agreement and Plan of Merger with Netflix, Inc., Nightingale Sub, Inc., New Topco 25, Inc. (effective 2025-12-04).
“On December 4, 2025, Warner Bros. Discovery, Inc., a Delaware corporation (“WBD”), Netflix, Inc., a Delaware corporation (“Netflix”), Nightingale Sub, Inc., a Delaware corporation and wholly owned subsidiary of Netflix (“Merger Sub”), and New Topco 25, Inc., a newly formed Delaware corporation and wholly owned subsidiary of WBD (“NewCo”), entered into an Agreement and Plan of Merger (the “Merger Agreement”),”
Warner Bros. Discovery, Inc. amended revolving credit of $4 billion with Bank of America, N.A., as administrative agent, swing line lender and L/C issuer.
“• Permitting the incurrence of debt and liens in connection with the Bridge Loan Agreement; • Reducing the aggregate amount of commitments under the RCF Credit Agreement to $4 billion; • Providing for the early termination of the facilities under the RCF Credit Agreement upon the consummation of the Separation Transaction; • Certain other changes to the”
Warner Bros. Discovery, Inc. incurred term loan of $17.0 billion with JPMorgan Chase Bank, N.A., as administrative agent and collateral agent at SOFR plus (i) from the date that loans are drawn under the Bridge Loan Facility maturing the earlier of (x) the date that is 18 months after the Funding Date and (y) the date of the consummation of the distribution by the Company of not less than 80.
“On June 26, 2025, WarnerMedia Holdings, Inc. (“WMH”), a wholly-owned subsidiary of Warner Bros. Discovery, Inc. (the “Company”), entered into that certain Non-Investment Grade Leveraged Bridge Loan Agreement (the “Bridge Loan Agreement”) among WMH, as borrower, the Company, as parent guarantor, the lenders from time to time party thereto, and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, with respect to an 18-month $17.0 billion term loan (the “Bridge Loan Facility”).”
Gunnar Wiedenfels was appointed as CEO of Global Networks at Warner Bros. Discovery, Inc..
“the terms and conditions of his employment as the CEO of Global Networks after the Separation.”
David Zaslav was appointed as Chief Executive Officer at Warner Bros. Discovery, Inc..
“Mr. Zaslav is anticipated to become the CEO of Streaming & Studios.”
Warner Bros. Discovery, Inc.: Board amended and restated bylaws to implement the stockholder special meeting right (effective 2025-06-02).
“Upon the effectiveness of the Third Restated Certificate, on June 2, 2025, the Board amended and restated the bylaws of the Company (as amended, the "Second Amended and Restated Bylaws").”
Warner Bros. Discovery, Inc.: Stockholders approved the Third Restated Certificate, allowing stockholders owning 20% or more voting power to call special meetings and eliminating inoperative provisions (effective 2025-06-02).
“At the Annual Meeting, the Company's stockholders approved an amendment and restatement of the Company's certificate of incorporation (as amended and restated, the "Third Restated Certificate"), which had previously been approved by the Board, subject to stockholder approval.”
Anton Levy was appointed as Director at Warner Bros. Discovery, Inc..
“the Board had appointed Anton Levy to the Board effective immediately following the 2025 Annual Meeting of Stockholders”
Dr. John Malone was appointed as Chair Emeritus at Warner Bros. Discovery, Inc..
“the Board designated Dr. Malone as Chair Emeritus of the Board, effective as of the Company’s 2025 Annual Meeting of Stockholders.”
Dr. John Malone departed as Director at Warner Bros. Discovery, Inc..
“Dr. John Malone notified the Board of Directors (the “Board”) of Warner Bros. Discovery, Inc. (the “Company”) of his decision to not stand for re-election following the expiration of his current term”
Anton Levy was appointed as Director at Warner Bros. Discovery, Inc..
“on March 31, 2025, the Board appointed Anton Levy to the Board.”
Joseph Levin was elected as Director at Warner Bros. Discovery, Inc..
“Mr. Levin’s election will be effective as of February 1, 2025”
Anthony J. Noto was elected as Director at Warner Bros. Discovery, Inc..
“Mr. Noto’s election was effective as of January 8, 2025”
Daniel E. Sanchez was appointed as Director at Warner Bros. Discovery, Inc..
“On September 16, 2024, in accordance with the procedures set forth in the Company's Second Restated Certificate of Incorporation, Daniel E. Sanchez was appointed to fill the vacancy created by the increase in the size of the Board, effective as of October 1, 2024.”
Warner Bros. Discovery, Inc. incurred senior notes of €650,000,000 aggregate principal amount of its 4.302% Senior Notes due 2030 and €850,000,000 aggregate principal amount with WarnerMedia Holdings, Inc. at 4.302% per year and 4.693% per year maturing January 17, 2030 and May 17, 2033.
“On May 17, 2024, WarnerMedia Holdings, Inc. (“WMH”), a wholly-owned subsidiary of Warner Bros. Discovery, Inc. (“WBD”), completed its registered offering of €650,000,000 aggregate principal amount of its 4.302% Senior Notes due 2030 (the “2030 Notes”) and €850,000,000 aggregate principal amount of its 4.693% Senior Notes due 2033 (the “2033 Notes” and together with the 2030 Notes, the “Senior Notes”).”
Warner Bros. Discovery, Inc. entered into Indenture with U.S. Bank Trust Company, National Association valued at €650,000,000 aggregate principal amount of its 4.302% Senior Notes due 2030 and €850,000,000 aggrega (effective 2024-05-17).
“Senior Notes On May 17, 2024, WarnerMedia Holdings, Inc. (“WMH”), a wholly-owned subsidiary of Warner Bros. Discovery, Inc. (“WBD”), completed its registered offering of €650,000,000 aggregate principal amount of its 4.302% Senior Notes due 2030 (the “2030 Notes”) and €850,000,000 aggregate principal amount of its 4.693% Senior Notes due 2033 (the “2033 Notes” and together with the 2030 Notes, the “Senior Notes”).”
Warner Bros. Discovery, Inc. reported the quarter ended March 31, 2024 results: revenue $9,958 million, net income $(966) million.
“or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. --- EX-99.1 (EX-99.1) --- exhibit99-1wbd1q24earnin • Q1 total revenues were $9,958 million. Revenues decreased 7% ex-FX(1)(*) compared to the prior year quarter. • Net loss available to Warner Bros. Discovery, Inc. was $(966) million, and includes $1,879 million of”
Steven O. Newhouse resigned as Director at Warner Bros. Discovery, Inc..
“On March 29, 2024, each of Steven A. Miron and Steven O. Newhouse notified the Warner Bros. Discovery, Inc. (the “Company”) Board of Directors (the “Board”) of his decision to resign from the Company’s Board and its committees, effective as of March 29, 2024.”
Steven A. Miron resigned as Director at Warner Bros. Discovery, Inc..
“On March 29, 2024, each of Steven A. Miron and Steven O. Newhouse notified the Warner Bros. Discovery, Inc. (the “Company”) Board of Directors (the “Board”) of his decision to resign from the Company’s Board and its committees, effective as of March 29, 2024.”
Warner Bros. Discovery, Inc. reported the quarter and year ended December 31, 2023 results: revenue $10,284 million, net income $(400) million.
“or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. --- EX-99.1 (EX-99.1) --- wbd4q23earningsreleasefi • Q4 total revenues were $10,284 million. Revenues decreased 7% ex-FX(1)(*) compared to the prior year quarter. • Net loss available to Warner Bros. Discovery, Inc. was $(400) million, including $1,699 million of”
Warner Bros. Discovery, Inc. reported the quarter ended September 30, 2023 results: revenue $9,979 million, net income $(417) million.
“or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. --- EX-99.1 (EX-99.1) --- wbd3q23earningsreleasefi • Q3 total revenues were $9,979 million. Revenues increased 1% ex-FX(1)(*) compared to the prior year quarter. • Net loss available to Warner Bros. Discovery, Inc. was $(417) million, and included $1,758 million of”
Warner Bros. Discovery, Inc. reported the quarter ended June 30, 2023 results: revenue $10,358 million, net income $(1,240) million.
“may exist due to rounding (*) A non-GAAP financial measure; see the section starting on page 12 titled Definitions & Sources for additional details. • Q2 total revenues were $10,358 million. Revenues decreased 4% ex-FX(1)(*), compared to the prior year quarter, on a combined basis(2). • Net loss available to Warner Bros. Discovery, Inc. was $(1,240) million, and”
Warner Bros. Discovery, Inc.: Amended Bylaws to modernize and comply with universal proxy rules, updating nomination deadlines to 120/90 days and requiring non-white proxy cards for soliciting stockholders (effective 2023-05-09).
“On May 9, 2023, the Board of Directors (the “Board”) of Warner Bros. Discovery, Inc. (the “Company”) approved amendments to the Amended and Restated Bylaws (the “Bylaws”), which became effective immediately upon adoption.”
Warner Bros. Discovery, Inc. reported the quarter ended March 31, 2023 results: revenue $10,700 million, net income $(1,069) million.
“• Q1 total revenues were $10,700 million. Revenues decreased 5% ex-FX(1)(*), or decreased 3% ex-FX excluding the impact of the 2022 Winter Olympic Games(2)(*), compared to the prior year quarter, on a combined basis(3). • Net loss available to Warner Bros. Discovery, Inc. was $(1,069) million”
Warner Bros. Discovery, Inc. incurred senior notes of $1,500,000,000 with U.S. Bank Trust Company, National Association at 6.412% maturing 2026-03-15.
“On March 10, 2023, WarnerMedia Holdings, Inc. (“WMH”), a wholly-owned subsidiary of Warner Bros. Discovery, Inc. (“WBD”), completed its registered offering of $1,500,000,000 aggregate principal amount of its 6.412% Senior Notes due 2026 (the “Senior Notes”).”
Warner Bros. Discovery, Inc. entered into 6.412% Senior Notes due 2026 Indenture with U.S. Bank Trust Company, National Association valued at $1,500,000,000 aggregate principal amount of 6.412% Senior Notes (effective 2023-03-10).
“On March 10, 2023, WarnerMedia Holdings, Inc. (“WMH”), a wholly-owned subsidiary of Warner Bros. Discovery, Inc. (“WBD”), completed its registered offering of $1,500,000,000 aggregate principal amount of its 6.412% Senior Notes due 2026 (the “Senior Notes”).”
Warner Bros. Discovery, Inc. reported the quarter and year ended December 31, 2022 results: revenue $11,008 million, net income $(2,101) million.
“NM - Not meaningful (*) A non-GAAP financial measure; see the section starting on page 13 titled Definitions & Sources for additional details • Q4 total revenues were $11,008 million. Revenues decreased 9% ex-FX(1)(*) compared to the prior year quarter, on a combined basis(2). • Net loss available to Warner Bros. Discovery, Inc. was $(2,101) million, and”
Kenneth W. Lowe was appointed as Director at Warner Bros. Discovery, Inc..
“Kenneth W. Lowe was appointed to fill the vacancy created by Mr. Bennett’s resignation, effective as of April 2, 2023.”
Robert R. Bennett resigned as Director at Warner Bros. Discovery, Inc..
“Robert R. Bennett notified the Warner Bros. Discovery, Inc. (the “Company”) Board of Directors (the “Board”) of his decision to resign from the Company’s Board, effective as of April 1, 2023.”
Robert R. Bennett resigned as Director at Warner Bros. Discovery, Inc..
“On January 4, 2023, Robert R. Bennett notified the Warner Bros. Discovery, Inc. (the “Company”) Board of Directors (the “Board”) of his decision to resign from the Company’s Board, effective as of April 1, 2023.”
Warner Bros. Discovery, Inc. announced a restructuring with charges of total pre-tax restructuring charges of $4.1 - $5.3 billion.
“The Company now expects to incur total pre-tax restructuring charges of $4.1 - $5.3 billion, which includes $2.8 - $3.5 billion of content impairment and development write-offs.”
Warner Bros. Discovery, Inc. reported financial results for third-quarter 2022.
“On November 3, 2022 Warner Bros. Discovery, Inc. (“Warner Bros. Discovery” or the "Company"), released its earnings for the quarter ended September 30, 2022.”
Lori Locke was elected as Executive Vice President, Chief Accounting Officer at Warner Bros. Discovery, Inc..
“Lori Locke Executive Vice President, Chief Accounting Officer”
Savalle Sims was elected as Executive Vice President, General Counsel at Warner Bros. Discovery, Inc..
“Savalle Sims Executive Vice President, General Counsel”
Gerhard Zeiler was elected as President, International at Warner Bros. Discovery, Inc..
“Gerhard Zeiler President, International”
Jean-Briac Perrette was elected as Chief Executive Officer and President, Warner Bros. Discovery Global Streaming and Interactive Entertainment at Warner Bros. Discovery, Inc..
“Jean-Briac Perrette Chief Executive Officer and President, Warner Bros. Discovery Global Streaming and Interactive Entertainment”
David Leavy was elected as Chief Corporate Affairs Officer at Warner Bros. Discovery, Inc..
“David Leavy Chief Corporate Affairs Officer”
Gunnar Wiedenfels was elected as Chief Financial Officer at Warner Bros. Discovery, Inc..
“Gunnar Wiedenfels Chief Financial Officer”
Bruce L. Campbell was elected as Chief Revenue and Strategy Officer at Warner Bros. Discovery, Inc..
“Bruce L. Campbell Chief Revenue and Strategy Officer”
Adria Alpert Romm was elected as Chief People and Culture Officer at Warner Bros. Discovery, Inc..
“Adria Alpert Romm Chief People and Culture Officer”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.