Warner Bros. Discovery Shareholders Approve Paramount Skydance Merger Amid Rejection of Executive Pay Package

Warner Bros. Discovery (WBD) shareholders overwhelmingly approved the proposed merger with Paramount Skydance during a crucial vote on Thursday, marking a significant step toward the $43 billion deal. However, the same shareholders rejected an executive compensation package that would have granted CEO David Zaslav at least $500 million if the deal closed. The compensation proposal faced fierce opposition, with over 1.4 billion votes cast against it compared to just 307.7 million in favor. Despite this, the non-binding vote on compensation does not affect the merger's approval or its completion.

The merger, which WBD shareholders supported by a margin of over 1.7 billion votes to fewer than 16.3 million against, aims to create a media giant combining WBD’s legacy Warner Bros. and Discovery entertainment assets with Paramount’s streaming platform, Pluto TV, and Skydance Media. The deal has faced regulatory scrutiny in the U.S., E.U., and other regions due to antitrust concerns. If approved, the combined company will operate as Paramount Global, with Zaslav set to lead it until 2028.

The vote results highlight a clear divide among shareholders: while they strongly support the strategic benefits of the merger, many are uneasy about the hefty executive compensation tied to its success. The compensation package remains advisory, meaning executives could still receive the outlined payments if the deal closes, regardless of shareholder feedback.

A Paramount spokesperson expressed optimism about the future, stating that the merger approval is a key milestone toward building a "next-generation media and entertainment company." WBD expects the transaction to close in the third quarter of this year, pending remaining regulatory approvals.