Warner Bros. Discovery Shareholders Approve $110 Billion Paramount Merger Amid David Zaslav Pay Row

Warner Bros. Discovery stockholders approve a $110B sale to Paramount-Skydance but vote against CEO David Zaslav’s $500M+ payday in a key 2026 meeting.

By: AXL Media

Published: Apr 23, 2026, 12:22 PM EDT

Source: Information for this report was sourced from Deadline

A Decisive Vote for Hollywood Consolidation

During a special virtual meeting held on the morning of April 22, 2026, Warner Bros. Discovery shareholders officially greenlit the company’s acquisition by Paramount-Skydance. The approved deal values WBD at an equity price of $81 billion and a total enterprise value of $110 billion. Company officials characterized the support as "overwhelming," marking a definitive end to a chaotic bidding war that previously saw WBD nearly ink a deal with Netflix. The approval sets the stage for the creation of a massive, next-generation media conglomerate, though the transaction still faces significant scrutiny from international antitrust regulators before its projected close in the third quarter of 2026.

Investor Backlash Over Executive Compensation

While the merger itself received the necessary backing, a non-binding vote on CEO David Zaslav’s "golden parachute" provided a stark rebuke from the investor community. Shareholders voted against a compensation package estimated to exceed $500 million, with potential escalations up to $800 million based on performance metrics. Although the "say-on-pay" vote is advisory and does not legally prevent Zaslav from collecting the funds, the rejection highlights a growing rift between corporate leadership and stockholders regarding massive payouts in the face of industry-wide layoffs and studio consolidation.

The Financial Architecture of the Mega-Deal

The $110 billion transaction is supported by a complex web of global financing, including $47 billion in equity backed by the Ellison family and RedBird Capital. Notably, $24 billion of this equity has been sourced from Middle Eastern investors, including a $10 billion commitment from Saudi Arabia’s sovereign wealth fund. To manage the acquisition, the combined entity will take on roughly $80 billion in total debt, supported by a consortium of 18 lenders led by Bank of America and Citigroup. This heavy leverage has already prompted major ratings agencies, including S&P and Fitch, to maintain Paramount’s debt at "junk" status pending a final review of the merged company's assets.