Although Warner Bros Discovery (WBD) shareholders voted against his $52 million pay package this June, it looks as if CEO David Zaslav may still be in line for a payout tied to speculations surrounding their potential sale.
In recent weeks, WBD has attracted considerable attention after fielding multiple offers from major media industry players. While WBD has not confirmed a deal, board statements, shifting stock prices, and input from political figures have fueled expectations that the company may be on the verge of a historic transaction.
At the center of this conversation lies WBD CEO David Zaslav, who stands to gain a potential $500 million if Warner Bros Discovery is successfully sold.
Zaslav currently owns around 21 million shares that would automatically vest in the event of a sale, according to contract terms reported by Semafor. These shares position him to earn close to $500 million if the company is sold at Paramount Skydance’s current bid.
Even without a sale, Zaslav is one of the highest-paid executives in the media landscape, earning considerably more than CEOs of companies with stronger shareholder returns. He has consistently outearned peers like Disney’s Bob Iger and Liberty Global’s Michael Fries, despite WBD’s five-year shareholder return of just 0.26% as of November 10th, 2025.
Since 2019, Zaslav has accumulated around $470 million in compensation, $200 million of which was an award granted when his contract was renewed just before the Warner Bros and Discovery merger in 2022. Over half of the CEO’s awards are “out of the money,” meaning the stock price must rise substantially before they can be cashed. A potential sale could accelerate the unlocking of this value, increasing Zaslav’s payout if WBD is sold.
The recent interest surrounding the company and its CEO is driven in part by escalating interest from buyers. Paramount Skydance Media reportedly offered $23.50 per share, or around $56 billion total.
Despite receiving multiple private offers, including at least three from Paramount Skydance CEO David Ellison, Zaslav has so far declined to escalate negotiations. Sources familiar with the offer indicate that he wants at least $30 per share, totaling a valuation above $70 billion.
Although no formal agreement has been reached, Warner Bros Discovery stock surged after the company announced it had received unsolicited “interest from multiple parties” and intended to explore strategic options to maximize shareholder value. Subtracting the business jargon, Warner Bros Discovery is effectively on the auction block.
The prospect of a sale has renewed debate surrounding executive pay and performance-based rewards. Many investors now question the validity of Zaslav’s extensive compensation, given WBD’s stock trajectory and debt challenges following the merger.
A majority of Warner Bros Discovery shareholders voted against the CEO’s $52 million pay package this summer, underscoring growing frustration with how executive incentives have aligned with corporate outcomes. Zaslav supporters argue that the box office wins and recovery in streaming subscriptions during his employment justify his executive compensation.
Whether WBD ultimately accepts a bid remains uncertain. The company has suggested that unwinding its 2022 merger is on the table if doing so best serves its shareholders, marking a significant strategic shift in the rapidly consolidating entertainment industry.
Regardless of the outcome, the possible sale highlights longstanding tensions between shareholders and executives at Warner Bros Discovery. With suitors circling, Zaslav’s expected windfall has become a focal point in a debate extending far beyond one company, raising questions about how value and leadership are quantified at the highest levels of corporate governance.
Sources:
https://www.morningbrew.com/stories/2025/10/22/warner-bros-discovery-up-for-sale
https://deadline.com/2025/05/media-ceo-pay-2024-list-1236400233/
https://www.financecharts.com/stocks/WBD/performance/total-return
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