Warner Bros. Discovery (WBD) director adds 1,306 shares via stock retainer

Rhea-AI Filing Summary

Warner Bros. Discovery, Inc. director Ms. Price reported receiving 1,306 shares of Series A common stock on 12/19/2025. The shares were acquired at a stated price of $0 and increased her directly held beneficial ownership to 92,857 shares after the transaction. According to the disclosure, Ms. Price elected to receive common stock instead of a quarterly cash retainer for her director services, so this filing reflects compensation paid in equity rather than cash.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Price Paula A

(Last) (First) (Middle)

230 PARK AVENUE SOUTH

(Street)

NEW YORK NY 10003

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Warner Bros. Discovery, Inc. [ WBD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/19/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Series A Common Stock	12/19/2025		A		1,306(1)	A	$0	92,857	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Ms. Price elected to receive shares of common stock in lieu of a quarterly cash retainer in respect of her services as a director.

Remarks:

	Tara L. Smith, by power of attorney	12/23/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did Warner Bros. Discovery (WBD) disclose in this Form 4?

The filing reports that director Ms. Price acquired 1,306 shares of Warner Bros. Discovery Series A common stock on 12/19/2025 as part of her director compensation.

At what price were the Warner Bros. Discovery (WBD) shares acquired by the director?

The 1,306 shares of Series A common stock were shown as acquired at a stated price of $0, reflecting that they were received as equity compensation rather than through a cash purchase.

How many Warner Bros. Discovery (WBD) shares does the director own after this transaction?

Following the reported transaction, the director beneficially owns 92,857 shares of Warner Bros. Discovery Series A common stock, held in direct ownership.

Why did the Warner Bros. Discovery (WBD) director receive shares instead of cash?

The explanation states that Ms. Price elected to receive shares of common stock in lieu of a quarterly cash retainer for her services as a director.

Does this Warner Bros. Discovery (WBD) Form 4 involve derivative securities or options?

The disclosure includes a Table II heading for derivative securities but shows no derivative securities transactions reported for this event.

Is the Warner Bros. Discovery (WBD) Form 4 filed for one reporting person or a group?

The document indicates that it is a Form filed by one reporting person, reflecting the holdings and transaction of a single director.