Warner Bros. Discovery: Levin disposes of 10,537 shares
WBD's merger terms also converted 33,067 deferred stock units to cash-only settlement, less applicable withholding taxes.
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Form Type
4
Rhea-AI Filing Summary
Warner Bros. Discovery, Inc. director Joseph Levin reported the disposition of 10,537 Series A common shares on October 6, 2026, at $31.0167 per share, leaving no Series A common shares directly held. Under the merger terms, each outstanding share converted into a right to receive $31.01666668 in cash, without interest. Separately, 33,067 deferred stock units were amended effective October 2, 2026, to settle solely in cash and were converted at the merger's effective time into a cash right, less applicable withholding taxes.
Insider Trade Summary
Disposition: 43,604 shares
Disposition
3 txns
Insider
LEVIN JOSEPH
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Restricted Stock Units F5, F1, F2, F4 | 33,067 | -- | -- |
| Disposition | Series A Common Stock F1, F2, F3 | 10,537 | $31.0167 | $327K |
| holding | Restricted Stock Units F4, F5 | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 33,067 contracts (Direct);
Series A Common Stock — 0 shares (Direct)
Footnotes (5)
- F1. On October 6, 2026, pursuant to the Agreement and Plan of Merger, dated February 27, 2026 (the "Merger Agreement"), by and among Warner Bros. Discovery, Inc. ("WBD"), Skydance Corporation (f/k/a Paramount Skydance Corporation) ("SKYD") and Prince Sub Inc., a wholly owned subsidiary of SKYD ("Merger Sub"), Merger Sub merged with and into WBD, with WBD surviving as a wholly owned subsidiary of Paramount (the "Merger"). At the effective time of the Merger ("Effective Time"), each share of WBD's Series A common stock, par value $0.01 per share ("Series A Common Stock"), issued and outstanding immediately prior to the Effective Time (except as otherwise provided in the Merger Agreement) was converted into the right to receive an amount in cash equal to $31.01666668 (the "Per Share Merger Consideration"), without interest.
- F2. Under the Merger Agreement, at the Effective Time, each outstanding deferred stock unit ("DSU") was cancelled and converted into the right to receive an amount in cash, without interest, equal to the product of (a) the total number of shares of Series A Common Stock subject to the DSU multiplied by (b) the Per Share Merger Consideration, less applicable withholding taxes, and payable at the same time as the DSU from which it was converted.
- F3. The total amount beneficially owned reflects a removal from Table I to Table II of Series A Common Stock underlying 33,067 deferred stock units ("DSUs") that have been amended by WBD to provide that such DSUs would be settled solely in cash.
- F4. On each of June 3, 2025 and June 9, 2026, the Reporting Person was granted a total of 24,000 restricted stock units ("RSUs") and 9,067 RSUs, respectively, which were previously reported in Table I of Form 4 by the Reporting Person. Effective October 2, 2026, WBD amended the terms of such previously granted RSUs (all of which were deferred and are DSUs) to provide that such DSUs would be settled solely in cash. Accordingly, such DSUs are now being reported in Table II of Form 4 as derivative securities.
- F5. Each RSU represents a right to receive an amount in cash equivalent to the value of one share of Series A Common Stock upon vesting.
Key Figures
Series A common shares disposed: 10,537 shares
Reported transaction price: $31.0167 per share
Series A common shares following transaction: 0 shares
+2 more
5 metrics
Series A common shares disposed
10,537 shares
October 6, 2026; direct position afterward was 0 shares
Reported transaction price
$31.0167 per share
Disposition on October 6, 2026
Series A common shares following transaction
0 shares
Direct holdings reported after the disposition
Underlying shares for deferred stock units
33,067 shares
Units amended effective October 2, 2026, to settle solely in cash
Per Share Merger Consideration
$31.01666668 per share
Cash consideration without interest at the merger's effective time
Key Terms
Per Share Merger Consideration, deferred stock unit, Effective Time
3 terms
deferred stock unit financial
"each outstanding deferred stock unit ("DSU") was cancelled"
A deferred stock unit (DSU) is a promise from a company to give an employee or director the value of a share at a future date, paid in actual shares or cash when certain conditions are met (such as retirement or a set date). Think of it like a gift card that converts to company stock later; it aligns pay with long‑term performance and can affect future share count, compensation expense and potential cash needs, so investors watch DSUs for their impact on dilution and company finances.
Effective Time technical
"At the effective time of the Merger ("Effective Time")"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How were Joseph Levin's WBD deferred stock units treated in the merger?
WBD amended 33,067 deferred stock units, effective October 2, 2026, to settle solely in cash. At the merger's effective time, each DSU was canceled for a cash right based on the number of underlying shares multiplied by $31.01666668, less applicable withholding taxes.
AI-generated analysis. How Rhea-AI works. Not financial advice.
