Warner Bros. Discovery: 131K Campbell options canceled

Series A common stock converted into a cash right of $31.01666668 per share; certain unvested options and awards became contingent cash awards.

Rhea-AI Filing Summary

Warner Bros. Discovery, Inc. Chief Rev & Strategy Officer Bruce Campbell reported merger-related dispositions and award conversions effective October 6, 2026. At the merger’s Effective Time, Merger Sub merged with and into WBD, which survived as a wholly owned subsidiary of Skydance Corporation.

The 130,546 options with a $58.18 exercise price were cancelled for no consideration. Three unvested option tranches—143,545 at $8.67, 266,606 at $11.02 and 31,366 at $11.85—became contingent cash awards based on the excess, if any, of the $31.01666668 per-share merger consideration over each exercise price, subject to their vesting conditions. The 147 Series A shares converted into a right to receive $31.01666668 cash per share. Converted cash awards also covered 376,987 RSUs, 227,532 previously certified PRSUs and 3,264,855 PRSUs earned in connection with the merger.

Insider Trade Summary

9 transactions reported

Mixed 9 txns

Insider Campbell Bruce

Role Chief Rev & Strategy Officer

Type	Security	Shares	Price	Value
Disposition	Employee Stock Option (right to acquire) F1, F7	130,546	--	--
Disposition	Employee Stock Option F1, F8, F9	143,545	--	--
Disposition	Employee Stock Option F1, F8, F10	266,606	--	--
Disposition	Employee Stock Option F1, F8, F10	31,366	--	--
Disposition	Series A Common Stock F1, F2	147	$31.0167	$5K
Disposition	Series A Common Stock F1, F3	376,987	$31.0167	$11.69M
Disposition	Series A Common Stock F1, F4	227,532	$31.0167	$7.06M
Grant/Award	Series A Common Stock F1, F5	3,264,855	$0.00	$0.00
Disposition	Series A Common Stock F1, F6	3,264,855	$31.0167	$101.27M

Holdings After Transaction: Employee Stock Option (right to acquire) — 0 contracts (Direct); Employee Stock Option — 0 contracts (Direct); Series A Common Stock — 0 shares (Direct)

Footnotes (10)

1. 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 SKYD (the "Merger").
2. F2. At the effective time of the Merger (the "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.
3. F3. Under the Merger Agreement, at the Effective Time, each outstanding unvested restricted stock unit ("RSU") was cancelled and converted into the contingent right to receive an amount in cash (without interest and subject to applicable withholding taxes) (a "Converted Cash Award") equal in value to the product of (x) the total number of shares of Series A Common Stock subject to such RSU and (y) the Per Share Merger Consideration. Each such Converted Cash Award so assumed and converted continues to have, and is subject to, the same vesting conditions as applied to the corresponding equity award from which it was converted immediately prior to the Effective Time, including "double trigger" termination protection.
4. F4. Under the Merger Agreement, at the Effective Time, each outstanding unvested performance restricted stock unit ("PRSU") that was previously certified upon achievement of the applicable performance metric was cancelled and converted into the contingent right to receive a Converted Cash Award equal in value to the product of (x) the Per Share Merger Consideration and (y) the total number of shares of Series A Common Stock subject to such PRSU, determined based on the previous certification by the compensation committee of WBD's board of directors. Each such Converted Cash Award so assumed and converted continues to have, and is subject to, the same vesting conditions (other than performance-vesting conditions rendered inoperative by the Merger) as applied to the corresponding equity award from which it was converted immediately prior to the Effective Time, including "double trigger" termination protection.
5. F5. Represents the number of shares of Series A Common Stock underlying unvested PRSUs that became earned in connection with the Merger, determined assuming the achievement of actual performance as of the Effective Time as determined by the compensation committee of WBD's board of directors and extrapolated through the end of the performance period (if greater than target performance).
6. F6. Under the Merger Agreement, at the Effective Time, each outstanding unvested PRSU that became earned in connection with the Merger was cancelled and converted into the contingent right to receive a Converted Cash Award equal in value to the product of (x) the Per Share Merger Consideration and (y) the total number of shares of Series A Common Stock subject to such PRSU, determined assuming achievement of actual performance as of the Effective Time as determined by the compensation committee of WBD's board of directors and extrapolated through the end of the performance period (if greater than target performance). Each such Converted Cash Award so assumed and converted continues to have, and is subject to, the same vesting conditions (other than performance-vesting conditions rendered inoperative by the Merger) as applied to the corresponding equity award from which it was converted immediately prior to the Effective Time, including "double trigger" termination protection.
7. F7. Under the Merger Agreement, at the Effective Time, each option that had an exercise price per share that was greater than or equal to the Per Share Merger Consideration was cancelled at the Effective Time for no consideration.
8. F8. Under the Merger Agreement, at the Effective Time, each outstanding unvested option was cancelled and converted into the contingent right to receive a Converted Cash Award equal in value to the product of (x) the total number of shares of Series A Common Stock subject to such option and (y) the excess, if any, of the Per Share Merger Consideration over the exercise price per share of the option. Each such Converted Cash Award so assumed and converted continues to have, and is subject to, the same vesting conditions as applied to the corresponding equity award from which it was converted immediately prior to the Effective Time, including "double trigger" termination protection.
9. F9. This option vests in three installments (33%, 33%, 34%) beginning on March 1, 2025.
10. F10. This option vests in three installments (33%, 33%, 34%) beginning on March 3, 2026.

Key Figures

Per Share Merger Consideration: $31.01666668 per share Options cancelled for no consideration: 130,546 options; $58.18 exercise price per share Unvested options converted to contingent cash awards: 143,545 options; $8.67 exercise price per share +5 more

8 metrics

Per Share Merger Consideration $31.01666668 per share Cash consideration for each eligible Series A common share at the Effective Time

Options cancelled for no consideration 130,546 options; $58.18 exercise price per share Cancelled at the Effective Time

Unvested options converted to contingent cash awards 143,545 options; $8.67 exercise price per share Award value based on the excess, if any, of merger consideration over exercise price

Unvested options converted to contingent cash awards 266,606 options; $11.02 exercise price per share Award value based on the excess, if any, of merger consideration over exercise price

Unvested options converted to contingent cash awards 31,366 options; $11.85 exercise price per share Award value based on the excess, if any, of merger consideration over exercise price

RSUs converted to contingent cash awards 376,987 shares Unvested restricted stock units

Previously certified PRSUs converted to contingent cash awards 227,532 shares Performance restricted stock units

PRSUs earned in connection with the merger 3,264,855 shares Converted into contingent cash awards

Key Terms

Per Share Merger Consideration, Converted Cash Award, double trigger termination protection, unvested performance restricted stock unit

4 terms

Per Share Merger Consideration financial

"the "Per Share Merger Consideration""

Converted Cash Award financial

"a "Converted Cash Award""

double trigger termination protection technical

"including "double trigger" termination protection"

unvested performance restricted stock unit technical

"each outstanding unvested performance restricted stock unit"

FAQ

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

What happened to Bruce Campbell’s WBD options in the merger?

At the October 6, 2026 Effective Time, 130,546 options with a $58.18 exercise price were cancelled for no consideration. Unvested options covering 143,545, 266,606 and 31,366 shares, with exercise prices of $8.67, $11.02 and $11.85, respectively, were converted into contingent cash awards measured using the excess, if any, of the $31.01666668 per-share merger consideration over the exercise price; vesting conditions continued.

What happened to Bruce Campbell’s WBD shares and equity awards?

The 147 Series A shares converted into a right to receive $31.01666668 cash per share. Converted cash awards also covered 376,987 RSUs, 227,532 previously certified PRSUs and 3,264,855 PRSUs earned in connection with the merger. Applicable vesting conditions continued, including double trigger termination protection.

When did the WBD merger take effect, and what happened to the company?

The merger took effect on October 6, 2026. Merger Sub merged with and into Warner Bros. Discovery, Inc., which survived as a wholly owned subsidiary of Skydance Corporation.

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

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Available on EDGAR 10/08/2026 - 04:49 PM Accepted by SEC EDGAR 10/08/2026 - 04:49 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
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hours per response:			0.5

X

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^*

Campbell Bruce

(Last) (First) (Middle)

230 PARK AVENUE SOUTH

(Street)

NEW YORK NEW YORK 10003

(City) (State) (Zip)

UNITED STATES

(Country)

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 Rev & Strategy Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/06/2026

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

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

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

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	10/06/2026		D(1)		147	D	$31.0167(2)	604,519	D
Series A Common Stock	10/06/2026		D(1)		376,987	D	$31.0167(3)	227,532	D
Series A Common Stock	10/06/2026		D(1)		227,532	D	$31.0167(4)	0	D
Series A Common Stock	10/06/2026		A(1)		3,264,855(5)	A	$0	3,264,855	D
Series A Common Stock	10/06/2026		D(1)		3,264,855	D	$31.0167(6)	0	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
Employee Stock Option (right to acquire)	$58.18	10/06/2026		D(1)			130,546	03/01/2022(7)	03/01/2028(7)	Series A Common Stock	130,546	(7)	0	D
Employee Stock Option	$8.67	10/06/2026		D(1)			143,545	02/28/2025(8)(9)	03/01/2031(8)	Series A Common Stock	143,545	(8)	0	D
Employee Stock Option	$11.02	10/06/2026		D(1)			266,606	03/03/2026(8)(10)	03/03/2032(8)	Series A Common Stock	266,606	(8)	0	D
Employee Stock Option	$11.85	10/06/2026		D(1)			31,366	03/03/2026(8)(10)	08/15/2032(8)	Series A Common Stock	31,366	(8)	0	D

Explanation of Responses:

1. 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 SKYD (the "Merger").

2. At the effective time of the Merger (the "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.

3. Under the Merger Agreement, at the Effective Time, each outstanding unvested restricted stock unit ("RSU") was cancelled and converted into the contingent right to receive an amount in cash (without interest and subject to applicable withholding taxes) (a "Converted Cash Award") equal in value to the product of (x) the total number of shares of Series A Common Stock subject to such RSU and (y) the Per Share Merger Consideration. Each such Converted Cash Award so assumed and converted continues to have, and is subject to, the same vesting conditions as applied to the corresponding equity award from which it was converted immediately prior to the Effective Time, including "double trigger" termination protection.

4. Under the Merger Agreement, at the Effective Time, each outstanding unvested performance restricted stock unit ("PRSU") that was previously certified upon achievement of the applicable performance metric was cancelled and converted into the contingent right to receive a Converted Cash Award equal in value to the product of (x) the Per Share Merger Consideration and (y) the total number of shares of Series A Common Stock subject to such PRSU, determined based on the previous certification by the compensation committee of WBD's board of directors. Each such Converted Cash Award so assumed and converted continues to have, and is subject to, the same vesting conditions (other than performance-vesting conditions rendered inoperative by the Merger) as applied to the corresponding equity award from which it was converted immediately prior to the Effective Time, including "double trigger" termination protection.

5. Represents the number of shares of Series A Common Stock underlying unvested PRSUs that became earned in connection with the Merger, determined assuming the achievement of actual performance as of the Effective Time as determined by the compensation committee of WBD's board of directors and extrapolated through the end of the performance period (if greater than target performance).

6. Under the Merger Agreement, at the Effective Time, each outstanding unvested PRSU that became earned in connection with the Merger was cancelled and converted into the contingent right to receive a Converted Cash Award equal in value to the product of (x) the Per Share Merger Consideration and (y) the total number of shares of Series A Common Stock subject to such PRSU, determined assuming achievement of actual performance as of the Effective Time as determined by the compensation committee of WBD's board of directors and extrapolated through the end of the performance period (if greater than target performance). Each such Converted Cash Award so assumed and converted continues to have, and is subject to, the same vesting conditions (other than performance-vesting conditions rendered inoperative by the Merger) as applied to the corresponding equity award from which it was converted immediately prior to the Effective Time, including "double trigger" termination protection.

7. Under the Merger Agreement, at the Effective Time, each option that had an exercise price per share that was greater than or equal to the Per Share Merger Consideration was cancelled at the Effective Time for no consideration.

8. Under the Merger Agreement, at the Effective Time, each outstanding unvested option was cancelled and converted into the contingent right to receive a Converted Cash Award equal in value to the product of (x) the total number of shares of Series A Common Stock subject to such option and (y) the excess, if any, of the Per Share Merger Consideration over the exercise price per share of the option. Each such Converted Cash Award so assumed and converted continues to have, and is subject to, the same vesting conditions as applied to the corresponding equity award from which it was converted immediately prior to the Effective Time, including "double trigger" termination protection.

9. This option vests in three installments (33%, 33%, 34%) beginning on March 1, 2025.

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

Remarks:

The foregoing descriptions in notes 1 - 8 are qualified in their entirety by reference to the terms of the Merger Agreement. In the event of any conflict between the descriptions above and the terms set forth in the Merger Agreement, the terms set forth in the Merger Agreement shall control.

	Tara L. Smith, Attorney-in-Fact	10/08/2026
	** 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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* Form 4: SEC 1474 (03-26)