WBD CFO sells 992K shares after option exercises

Rhea-AI Filing Summary

Warner Bros. Discovery, Inc. Chief Financial Officer Gunnar Wiedenfels reported significant insider trading activity in Series A common stock. On March 3–4, 2026, he sold a total of 991,903 shares in open‑market transactions at prices around $28 per share, including weighted‑average ranges between $27.93 and $28.44.

These sales were paired with the exercise of employee stock options that delivered common shares at exercise prices of $8.67, $11.02, and $15.02 per share. After these transactions, he directly owned 691,570 shares of Series A common stock, with an additional 14,140 shares held indirectly as custodian as of early March 2026.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 13 txns

Insider Wiedenfels Gunnar

Role Chief Financial Officer

Sold 991,903 shs ($27.95M)

Approx. gross sale proceeds $27.95M

Approx. exercise cost $3.87M

Type	Security	Shares	Price	Value
Exercise	Employee Stock Option (right to acquire)	91,418	$0.00	$0.00
Exercise	Employee Stock Option (right to acquire)	131,127	$0.00	$0.00
Exercise	Employee Stock Option	123,588	$0.00	$0.00
Exercise	Series A Common Stock	91,418	$15.02	$1.37M
Sale	Series A Common Stock	91,418	$28.05	$2.56M
Exercise	Series A Common Stock	131,127	$8.67	$1.14M
Sale	Series A Common Stock	131,127	$28.05	$3.68M
Exercise	Series A Common Stock	123,588	$11.02	$1.36M
Sale	Series A Common Stock	123,588	$28.05	$3.47M
Sale	Series A Common Stock	28,190	$28.05	$791K
Exercise Price or Tax Liability	Series A Common Stock	29,401	$28.20	$829K
Sale	Series A Common Stock	617,580	$28.25	$17.45M
holding	Series A Common Stock	--	--	--

Holdings After Transaction: Employee Stock Option (right to acquire) — 135,102 contracts (Direct); Employee Stock Option — 250,924 contracts (Direct); Series A Common Stock — 663,380 shares (Direct); Series A Common Stock — 14,140 shares (Indirect, As custodian)

Footnotes (5)

1. F1. The price reported represents the weighted average price of shares of Series A common stock sold in multiple transactions at prices ranging from $28.17 to $28.44 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
2. F2. The price reported represents the weighted average price of shares of Series A common stock sold in multiple transactions at prices ranging from $27.93 to $28.19 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
3. F3. This option vests in three installments (33%, 33%, 34%) beginning on March 1, 2024.
4. F4. As initially granted, this option vests in three substantially equal annual installments beginning March 1, 2025.
5. F5. This option vests in three installments (33%, 33%, 34%) beginning on March 3, 2026.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did WBD CFO Gunnar Wiedenfels report?

Gunnar Wiedenfels reported a combination of option exercises and stock sales. He exercised employee stock options and sold 991,903 shares of Warner Bros. Discovery Series A common stock in open‑market transactions on March 3–4, 2026, at prices around $28 per share.

How many Warner Bros. Discovery (WBD) shares did the CFO sell?

Across March 3–4, 2026, the CFO sold 991,903 shares of Series A common stock. These open‑market sales occurred at prices near $28 per share, including weighted‑average ranges between $27.93 and $28.44 as disclosed in the filing footnotes.

What stock option exercises did the WBD CFO report in this Form 4?

He exercised several employee stock options covering 91,418, 131,127, and 123,588 shares, respectively. The related Series A common stock was acquired at exercise prices of $15.02, $8.67, and $11.02 per share before subsequent reported share sales.

What are the CFO’s remaining Warner Bros. Discovery share holdings?

After the reported March 2026 transactions, Gunnar Wiedenfels directly owned 691,570 shares of Series A common stock. He also had an indirect holding of 14,140 shares as custodian, according to the ownership detail included in the Form 4 data.

Were any WBD shares withheld for taxes in the CFO’s transactions?

Yes. On March 3, 2026, 29,401 shares of Series A common stock were reported with transaction code F. This reflects a tax‑withholding disposition at a reported price of $28.20 per share to cover exercise price or tax liabilities.

How were the sale prices reported for the WBD CFO’s stock sales?

The filing lists sale prices around $28 per share, including $28.05 and $28.25. Footnotes explain that some entries are weighted‑average prices for multiple trades in ranges between $27.93 and $28.44, with detailed breakdowns available upon request.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 03/05/2026 - 05:53 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Wiedenfels Gunnar

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026

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	03/03/2026		F		29,401	D	$28.2	1,309,150	D
Series A Common Stock	03/03/2026		S		617,580	D	$28.25(1)	691,570	D
Series A Common Stock	03/04/2026		M		91,418	A	$15.02	782,988	D
Series A Common Stock	03/04/2026		S		91,418	D	$28.05(2)	691,570	D
Series A Common Stock	03/04/2026		M		131,127	A	$8.67	822,697	D
Series A Common Stock	03/04/2026		S		131,127	D	$28.05(2)	691,570	D
Series A Common Stock	03/04/2026		M		123,588	A	$11.02	815,158	D
Series A Common Stock	03/04/2026		S		123,588	D	$28.05(2)	691,570	D
Series A Common Stock	03/04/2026		S		28,190	D	$28.05(2)	663,380	D
Series A Common Stock								14,140	I	As custodian

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
Employee Stock Option (right to acquire)	$15.02	03/04/2026		M			91,418	03/01/2024(3)	03/01/2030	Series A Common Stock	91,418	$0	0	D
Employee Stock Option (right to acquire)	$8.67	03/04/2026		M			131,127	03/01/2025(4)	03/01/2031	Series A Common Stock	131,127	$0	135,102	D
Employee Stock Option	$11.02	03/04/2026		M			123,588	03/03/2026(5)	03/03/2032	Series A Common Stock	123,588	$0	250,924	D

Explanation of Responses:

1. The price reported represents the weighted average price of shares of Series A common stock sold in multiple transactions at prices ranging from $28.17 to $28.44 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

2. The price reported represents the weighted average price of shares of Series A common stock sold in multiple transactions at prices ranging from $27.93 to $28.19 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

3. This option vests in three installments (33%, 33%, 34%) beginning on March 1, 2024.

4. As initially granted, this option vests in three substantially equal annual installments beginning March 1, 2025.

5. This option vests in three installments (33%, 33%, 34%) beginning on March 3, 2026.

Remarks:

	Tara L. Smith, by power of attorney	03/05/2026
	** 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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