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Warner Bros. Discovery CEO David Zaslav Opponent to Paramount Global And NBA Talks; Executive Pay "should Be Align With Stock Performance "

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May 6, 2024

Warner Bros. Discovery CEO David Zaslav was careful to sidestep inquiries concerning NBA talks or Paramount Global as potential merger partners; however he provided his opinions on executive pay issues.

Zaslav advocated for all CEOs to receive compensation consistent with shareholder interests, declaring: “All CEOs need to be compensated in line with shareholders.” In 2023 when his stock prices had plummeted below $10 a share (less than half its initial valuation in 2022) Zaslav received an incredible total pay out of $49.7 Million–more than double what had been received the prior year!

Zaslav made these comments while participating on a Milken Conference panel titled, “The Corporate Compass: Charting the Role of a CEO,” alongside three other chief executives such as EY’s Carmine Di Sibio, Time magazine’s Jessica Sibley and FedEx’s Raj Subramaniam.

Zaslav has often found himself embroiled in controversy surrounding executive compensation throughout his nearly two decade tenure in the corner office. For example, in 2021– when spearheading WarnerMedia/Discovery merger worth $43 billion– he received $247 Million, including $203 Million as option awards.

“Compensation should generally correspond with stock performance,” an executive stated. If shares perform well, CEO compensation should increase accordingly; but should share prices decline then compensation would reduce accordingly; hence alignment is vitally important.”

Zaslav acknowledged compensation became an issue during the dual strikes of 2023, but much of their labor strife stemmed from “the rapid pace at which industry changes occurred. Negotiations parties didn’t know exactly how to fairly compensate; for example we discussed whether streaming service revenue should count toward compensation levels than cable channels would; ultimately the goal must be paying people fairly and making them feel they are seen and valued.”

Zaslav was asked by moderator Andy Serwer directly about Paramount Global and Shari Redstone, its controlling shareholder who is considering various merger offers for her evaluation. When asked by Andy if he is still open to engaging Paramount (he and former CEO Bob Bakish discussed potential deals last December), but didn’t provide an straightforward response.

“I know Shari well and they have some incredible people there,” said Mr. Miller. “Our aim is for them to succeed, so no matter the outcome I hope that they do well. Additionally, our focus should be to generate more content so people spend more time engaging with it and are willing to spend money for what we create.”

Zaslav provided only partial answers when responding to my inquiry on NBA rights negotiations, saying his company remains engaged in constructive talks with them and admiring how TNT team performs terrifically for them – adding: ‘it is such an amazing league; TNT team do an outstanding job and we love being associated with them.” Additionally, he talked briefly about movie business/HBO programming which provided “shared experiences similar to live sports”.

Now that the NBA will likely formalize deals with Amazon and Disney-ESPN within days, one key chunk of rights remain up for debate. According to reports, NBCUniversal made an aggressive offer of around $2.5 billion annually to take over WBD’s position – however this offer wasn’t accepted since WBD has struggled under heavy debt and ongoing linear TV decline. Furthermore, last month was when Disney and WBD’s exclusive negotiating window concluded.

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