SEC Form 4 · accession 0001605503-26-000012
Warner Bros. Discovery, Inc. · WBD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gerhard Zeiler
Officer — President, International
Period of report
Aug 10, 2026
Accepted (ET)
Aug 12, 2026 · 6:12 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001437107
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Series A Common StockF1 | Aug 10, 2026 | S | 100,000 | $27.06 | D | 537,436 | D | |
| Series A Common Stock | Aug 10, 2026 | M | 201,656 | $15.02 | A | 739,092 | D | |
| Series A Common StockF2 | Aug 10, 2026 | S | 201,656 | $27.07 | D | 537,436 | D | |
| Series A Common Stock | Aug 10, 2026 | M | 196,691 | $8.67 | A | 734,127 | D | |
| Series A Common StockF3 | Aug 10, 2026 | S | 196,691 | $27.04 | D | 537,436 | D | |
| Series A Common Stock | Aug 10, 2026 | M | 92,691 | $11.02 | A | 630,127 | D | |
| Series A Common StockF4 | Aug 10, 2026 | S | 92,691 | $27.02 | D | 537,436 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to acquire)F5 | $15.02 | Aug 10, 2026 | M | 201,656 | D | Mar 1, 2024 | Mar 1, 2030 | Series A Common Stock | 201,656 | 0 | D |
| Employee Stock Option (right to acquire)F6 | $8.67 | Aug 10, 2026 | M | 196,691 | D | Mar 1, 2025 | Mar 1, 2031 | Series A Common Stock | 196,691 | 101,326 | D |
| Employee Stock OptionF7 | $11.02 | Aug 10, 2026 | M | 92,691 | D | Mar 3, 2026 | Mar 3, 2032 | Series A Common Stock | 92,691 | 188,193 | D |
Explanation of responses
- F1The price reported represents the weighted average price of shares of Series A common stock sold in multiple transactions at prices ranging from $27.05 to $27.09 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.
- F2The price reported represents the weighted average price of shares of Series A common stock sold in multiple transactions at prices ranging from $27.06 to $27.10 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.
- F3The price reported represents the weighted average price of shares of Series A common stock sold in multiple transactions at prices ranging from $27.03 to $27.07 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.
- F4The price reported represents the weighted average price of shares of Series A common stock sold in multiple transactions at prices ranging from $27.01 to $27.03 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.
- F5This option vests in three installments (33%, 33%, 34%) beginning on March 1, 2024.
- F6This option vests in three installments (33%, 33%, 34%) beginning on March 1, 2025.
- F7This option vests in three installments (33%, 33%, 34%) beginning on March 3, 2026.