Paramount Skydance Corporation is advancing its planned acquisition of Warner Bros. Discovery, Inc. under a February 27, 2026 merger agreement, valuing WBD at $31.00 per share in cash plus any Ticking Consideration, for estimated cash consideration of $77.8 billion to WBD stockholders and total preliminary purchase consideration of $97,277 million.
The deal is supported by up to $46.7 billion of equity from affiliates of The Lawrence J. Ellison Revocable Trust and $250.0 million from RedBird through a PIPE, together with up to $51.9 billion of New Permanent Financing and $5.0 billion of Term A loans, with a $49.0 billion bridge facility as contingent backstop. Related exchange and tender offers assume full participation for $12.7 billion and $2.423 billion of WBD notes, respectively.
On a pro forma basis, the combined company would have had first‑quarter 2026 revenue of $16,129 million, a net loss attributable to Paramount of $1,046 million (loss per share of $0.21) and long‑term debt of $80,203 million. For 2025, pro forma revenue was $66,133 million with a net loss of $5,758 million.
Paramount Skydance Corp director Gerald J. Cardinale reported the vesting of 25,000 Restricted Stock Units (RSUs), which converted into an equal number of Class B common shares on July 21, 2026, when the stock closed at $8.53. He also received a new award of 46,893 RSUs, which generally vest on the earlier of the issuer's 2027 Annual Meeting of Stockholders or July 21, 2027. In addition to the newly held 25,000 direct shares, he reported indirect holdings of 21,208,559 and 83,640,992 Class B shares via RB Maverick LLC and RB Tentpole Holdings LP, with RB Maverick holdings corrected from an overstated prior Form 4.
Paramount Skydance Corp director John L. Thornton reported equity compensation changes on July 21, 2026. 25,000 RSUs vested into 25,000 shares of Class B common stock, when the stock closed at $8.53 per share. He also received a new grant of 46,893 RSUs, each representing one future Class B share, generally vesting on the earlier of the Issuer's 2027 Annual Meeting and July 21, 2027.
Paramount Skydance Corp director Paul T. Marinelli reported equity compensation changes dated July 21, 2026. 25,000 Restricted Stock Units vested, delivering 25,000 shares of Class B common stock when the stock closed at $8.53 per share. He also received a new grant of 46,893 RSUs, each representing one Class B share, generally vesting on the earlier of the 2027 annual meeting and July 21, 2027. Company disclosures indicate the Rule 10b5-1 trading plan checkbox was not marked for these transactions.
Paramount Skydance Corp director Sherry Lansing reported equity compensation changes on July 21, 2026. 25,000 Restricted Stock Units vested and converted into 25,000 shares of Class B common stock, when the Class B closing price was $8.53 per share. She also received a new grant of 46,893 RSUs, each representing one share of Class B common stock, which will generally vest on the earlier of the company’s 2027 Annual Meeting of Stockholders or July 21, 2027, with shares delivered at vesting unless deferred.
Paramount Skydance Corp director Justin Hamill reported equity transactions dated July 21, 2026. 25,000 Restricted Stock Units granted on August 7, 2025 vested and were settled into 25,000 shares of Class B common stock when the stock closed at $8.53 per share. He also received a new award of 46,893 RSUs, each representing one share of Class B common stock, generally vesting on the earlier of the 2027 Annual Meeting of Stockholders or July 21, 2027.
Paramount Skydance Corp director Safra Catz reported equity-compensation activity dated July 21, 2026. A prior grant of 25,000 Restricted Stock Units (RSUs) granted on August 7, 2025 vested, converting into 25,000 shares of Class B common stock, leaving no RSUs from that grant outstanding.
On the same date, Catz received a new award of 46,893 RSUs, each representing one share of Class B common stock, generally vesting on the earlier of the issuer's 2027 Annual Meeting of Stockholders or July 21, 2027. The Class B common stock closing price on July 21, 2026 was $8.53 per share.
Paramount Skydance Corp director Andrew Campion reported equity compensation changes dated July 21, 2026. 17,433 Restricted Stock Units vested and were reported as 17,433 shares of Class B common stock, with a noted closing price of $8.53 per share. He also received 46,893 new RSUs, each for one Class B share, generally vesting on the earlier of the 2027 annual meeting or July 21, 2027. After these transactions, his direct position is 17,433 Class B shares and 46,893 RSUs.
Paramount Skydance Corp director Barbara M. Byrne reported equity award activity dated July 21, 2026. 25,000 Restricted Stock Units (RSUs) granted on August 7, 2025 vested and converted into 25,000 shares of Class B common stock, and she received a new grant of 46,893 RSUs. Following these transactions, she directly held 86,389 Class B shares plus 46,893 RSUs, which generally vest at the earlier of the 2027 annual stockholders’ meeting or July 21, 2027. On that date, the Class B common stock closed at $8.53 per share.
Paramount Skydance Corporation reported that holders of 31,500,087 shares of its Class A Common Stock, representing 100.0% of the voting power of the outstanding capital stock, acted by written consent on July 20, 2026 to elect ten directors to the board, effective July 21, 2026.
The stockholders also ratified the audit committee’s appointment of PricewaterhouseCoopers LLP as the company’s independent registered public accounting firm for fiscal year 2026.