ROBERT R. BENNETT - 08 Apr 2022 Form 4 Insider Report for Warner Bros. Discovery, Inc. (WBD)

Role
Director
Signature
Tara L. Smith, by power of attorney
Issuer symbol
WBD
Transactions as of
08 Apr 2022
Net transactions value
$0
Form type
4
Filing time
12 Apr 2022, 17:12:14 UTC
Previous filing
04 Apr 2022
Next filing
21 Apr 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WBD Series A Common Stock Disposed to Issuer $0 -6,218 -100% $0.000000* 0 08 Apr 2022 Direct F1, F2
transaction WBD Series A Common Stock Disposed to Issuer $0 -8,364 -100% $0.000000* 0 08 Apr 2022 Hilltop Investments, LLC F2, F3
transaction WBD Series A Common Stock Disposed to Issuer $0 -6,768 -100% $0.000000* 0 08 Apr 2022 Hilltop Investments III, LLC F2, F3
transaction WBD Series A Common Stock Disposed to Issuer $0 -326 -100% $0.000000* 0 08 Apr 2022 Deborah J. Bennett Revocable Trust 6/30/2017 F2, F3
transaction WBD Series C Common Stock Disposed to Issuer $0 -3,519 -100% $0.000000* 0 08 Apr 2022 Direct F2, F4
transaction WBD Series C Common Stock Disposed to Issuer $0 -164,799 -100% $0.000000* 0 08 Apr 2022 By Hilltop Investments, LLC F2, F4
transaction WBD Series C Common Stock Disposed to Issuer $0 -27,922 -100% $0.000000* 0 08 Apr 2022 Hilltop Investments III, LLC F2, F4
transaction WBD Series C Common Stock Disposed to Issuer $0 -979 -100% $0.000000* 0 08 Apr 2022 Deborah J. Bennett Revocable Trust 6/30/2017 F2, F4
transaction WBD Series A Common Stock Award $0 +9,737 $0.000000 9,737 08 Apr 2022 Direct F5, F6
transaction WBD Series A Common Stock Award $0 +173,163 $0.000000 173,163 08 Apr 2022 Hilltop Investments, LLC F5, F6
transaction WBD Series A Common Stock Award $0 +34,690 $0.000000 34,690 08 Apr 2022 Hilltop Investments III, LLC F5, F6
transaction WBD Series A Common Stock Award $0 +1,305 $0.000000 1,305 08 Apr 2022 Deborah J. Bennett Revocable Trust 6/30/2017 F5, F6
transaction WBD Series A Common Stock Award $0 +678 +52% $0.000000 1,983 08 Apr 2022 Deborah J. Bennett Revocable Trust 6/30/2017 F5, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents Series A common stock of Discovery, Inc., par value $0.01 per share ("DISCA").
F2 Represents shares of DISCA and DISCK (as defined below) disposed of in the reclassification and automatic conversion on April 8, 2022 by Discovery, Inc. ("Discovery") of all of its shares of capital stock into shares of Series A common stock of Warner Bros. Discovery, Inc., par value $0.01 per share ("WBD Series A common stock"). On April 8, 2022, Discovery completed a transaction pursuant to which a wholly-owned subsidiary of Discovery combined with AT&T's WarnerMedia business (the "WarnerMedia Business") in a Reverse Morris Trust transaction and Discovery became the parent entity of the combined Discovery and WarnerMedia Business (the "Combination"). In connection with the Combination, Discovery, Inc. was renamed Warner Bros. Discovery, Inc.
F3 Represents DISCA.
F4 Represents Series C common stock of Discovery, Inc., par value $0.01 per share ("DISCK").
F5 Represents WBD Series A common stock.
F6 Represents shares of WBD Series A common stock acquired in the reclassification and automatic conversion of DISCA and DISCK into WBD Series A common stock on a one-for-one basis in connection with the Combination.
F7 In connection with the Combination, (1) AT&T, Inc. ("AT&T") transferred the business, operations and activities that constitute the WarnerMedia segment of AT&T, subject to certain exceptions, to Magallanes, Inc., a wholly owned subsidiary of AT&T ("Spinco"), (2) AT&T distributed to its stockholders by way of a pro rata dividend the issued and outstanding shares of common stock of Spinco (the "Spinco Stock") such that each AT&T stockholder was entitled to receive one share of Spinco Stock for each share of AT&T common stock held as of the record date for the distribution, (3) a wholly-owned subsidiary of Warner Bros. Discovery, Inc. ("WBD") merged with Spinco, with Spinco surviving as a wholly-owned subsidiary of WBD, and (4) each share of Spinco Stock was automatically converted into the right to receive 0.241917 shares of WBD Series A common stock. Reflects the acquisition of WBD Series A common stock upon the automatic conversion of Spinco Stock in the Combination.

Remarks:

Prior to the Combination, the trading symbols for the Issuer's Series A, Series B and Series C common stock were, respectively, DISCA, DISCB and DISCK. After the Combination, the trading symbol for the Issuer's Series A common stock is WBD.