=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-01-02
10b5-1 Pre-arranged Plan: No
--- Issuer ---
Name: Warner Bros. Discovery, Inc. (WBD)
CIK: 0001437107
--- Reporting Owner ---
Name: Zaslav David
CIK: 0001318285
Role: Director, Officer (Chief Executive Officer & Pres)
--- Derivative Transactions ---
[Transaction #1]
Security: Employee Stock Option (right to acquire)
Date: 2026-01-02 | Code: A (Grant or award)
Shares: +3,052,734 | Price: $0.00
Exercisable: N/A | Expires: 2033-01-02
Shares Owned After: 3,052,734 | Ownership: D (Direct)
Footnotes:
[F1] As previously disclosed by the Issuer in its Current Report on Form 8-K filed on June 16, 2025, as amended on June 17, 2025 (the "Form 8-K"), these options were granted to Mr. Zaslav pursuant to, and as described in, his employment agreement dated June 12, 2025 in satisfaction of the Issuer's obligation to supplement the Signing Options (as defined in the Form 8-K).
[F2] These options will vest on the same terms and conditions as the Signing Options in five equal annual installments beginning on June 12, 2026. Because the performance-based conditions that were applicable to 60% of the Signing Options have been satisfied prior to the date hereof, the options are subject only to the foregoing time-based vesting schedule.
--- Footnotes (Complete Index) ---
F1: As previously disclosed by the Issuer in its Current Report on Form 8-K filed on June 16, 2025, as amended on June 17, 2025 (the "Form 8-K"), these options were granted to Mr. Zaslav pursuant to, and as described in, his employment agreement dated June 12, 2025 in satisfaction of the Issuer's obligation to supplement the Signing Options (as defined in the Form 8-K).
F2: These options will vest on the same terms and conditions as the Signing Options in five equal annual installments beginning on June 12, 2026. Because the performance-based conditions that were applicable to 60% of the Signing Options have been satisfied prior to the date hereof, the options are subject only to the foregoing time-based vesting schedule.
--- Signature ---
/s/ Tara L. Smith, Attorney-in-Fact (2026-01-06)
