Warner Bros. Discovery CEO David Zaslav will see his pay package take a haircut after the proposed separation of the company next year — although WBD also just granted him stock options currently worth $225 million as an “inducement” to remain with the company.
The media conglomerate last week said it would split into two companies: WBD Streaming & Studios, to be led by Zaslav, and WBD Global Networks, which will be headed by CFO Gunnar Wiedenfels. The separation is expected to be completed by mid-2026.
A new employment agreement WBD entered into with Zaslav on June 12 will, following the successful break-up of the company, “significantly reduce his target annual compensation, including lowering his annual cash compensation opportunity and reorienting the total pay mix toward long-term incentives,” according to an SEC filing Monday. The WBD board’s compensation committee said it believes the new structure “will foster a stronger alignment with stockholders and incentivize sustained, long-term value creation.”
The change comes after WBD shareholders earlier this month expressed disapproval with the pay packages of Zaslav and other top execs, with 59% of shares voted at the 2025 annual meeting rejecting their pay packages in a symbolic rebuke.
In 2024, Zaslav’s pay package increased 4.4% to total compensation of $51.9 million, including a cash bonus of $23.9 million and $23.1 million in performance-based restricted stock grants.
Once the WBD split is completed, Zaslav will become the CEO of Streaming & Studios with a term of employment that runs through Dec. 31, 2030. He will have a base salary of $3 million per year for the duration of the term, as he does now.
Following the separation, Zaslav’s target annual cash bonus opportunity will be reduced to $6 million, with the actual payout based on the achievement of performance goals — down from a cash bonus target of $22 million under his previous agreement.
Zaslav will also be eligible to receive annual equity awards following the separation under WBD Streaming & Studios’ equity incentive plan with a target value of $15.5 million the first year that he receives an equity grant from the company; that will be reduced to an annual target value of $7.5 million per year thereafter during the term of his employment. According to Zaslav’s previous Warner Bros. Discovery, his equity target value per year was $23.5 million.
At the same time, Zaslav on June 12 received a one-time “inducement” that the board’s compensation committee believes “will incentivize the successful completion of the Separation and stockholder value creation.” That comprises a stock option award consisting of 20,898,776 stock options — currently worth $225 million based on Monday’s WBD share price — in the form of 60% performance-vesting stock options and 40% time-based stock options.
In addition, Zaslav is set to receive 3,052,734 stock options on Jan. 2, 2026, which will be subject to the same split of performance-vesting and time-based vesting conditions (provided that he remains employed on that date).
Prior to the separation, Zaslav will continue to serve as Warner Bros. Discovery’s CEO with the same annual base salary, cash bonus opportunity and grants of performance based restricted stock units under his prior agreement. If the company separation does not occur prior to Dec. 31, 2026, those terms will continue while Zaslav remains our CEO until Dec. 31, 2027.