Monday, 14 March 2022

Discovery Inc-WarnerMedia merger - Variety: David Zaslav Received $203 Million in Stock Options for Massive 2021 Compensation Pact

Story from Variety: 

Discovery CEO David Zaslav received a massive $203 million stock option grant last year that inflated his total 2021 compensation package to a staggering $246.6 million. 
The stock option grant comes as Zaslav is about to lead a much larger company as the merger of WarnerMedia and Discovery nears completion. Although Zaslav will not see any liquidity from those options for years to come — and the payout only comes in success — the sheer size of the package is sure to draw more criticism about excessive executive compensation. 

Zaslav received another $13.1 million in stock awards last year, in addition to $22 million in other compensation, on top of a previously reported $4.4 million bonus. 

Discovery disclosed Zaslav’s whopping payday Monday in a Securities and Exchange Commission filing. The fine print on his employment contract terms includes allowing him 125 hours of personal use on Discovery’s Netjets accounts. It also details that if there is a change of control for Warner Bros. Discovery after this merger, the windfall for him will be enormous as most of Zaslav’s options will vest within 30 days. 

Zaslav has set records in the past with his lofty comp packages. In 2018, he set a new mark for a public company CEO with a haul of $129.4 million. That pact, like his 2021 comp terms, was significantly inflated by the fact that Discovery has to account for the value of the stock options as if they were able to be cashed out in the present day even though he has to hold on to them for several years. 

In making the case for Zaslav’s generous paycheck, the Discovery board cited Zaslav’s “extraordinary leadership during another pandemic-impacted year.” The board further hailed his handling of the negotiations with AT&T that led to the $43 billion spinoff deal that is expected to close next month. 

“The hallmark of Mr. Zaslav’s tremendous 2021 achievements was his initiation of the Warner Media Transaction and his leadership of the negotiation and signing of this historic transaction, as well as his efforts to obtain regulatory approvals and meet other closing conditions, putting us on pace to close during the second quarter of 2022,” the board stated in Discovery’s annual report. 

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