Warner Bros Discovery Shareholders Back $110B Paramount Skydance Deal, Reject CEO Pay Plan

TL;DR: Warner Bros Discovery shareholders voted to approve the $110 billion merger with Paramount Skydance, but rejected a compensation package that could award CEO David Zaslav up to $887 million if the deal closes. U.S. and U.K. regulators will now review the transaction for antitrust concerns across film, streaming and distribution.

The merger would combine Warner Bros Discovery’s film and television assets with Paramount Skydance’s studio and streaming holdings. Proponents say the combination could create a larger content library and stronger bargaining power with distributors. The shareholder vote took place at a special meeting where investors reviewed both the transaction and the linked executive pay plan.

In the vote, a majority supported the merger while the proposed pay package failed to gain approval. The plan would have granted Zaslav stock awards worth as much as $887 million contingent on the deal’s completion. Proxy advisory firms had warned that the payout was excessive relative to industry peers.

Regulators in the United States and the United Kingdom have opened examinations of the merger’s competitive impact. They will assess whether the combined entity could reduce competition in movie production, streaming services, and content distribution. The U.S. Department of Justice has already requested information on studio output, rights ownership, and the broader streaming ecosystem.

The outcome means the deal can proceed toward closing, subject to antitrust clearance, but the board may need to revise the CEO compensation proposal to satisfy shareholders. Analysts expect the companies to address pay concerns before seeking a new vote or adjusting the package.

What to watch next: Antitrust decisions from U.S. and U.K. authorities expected later this year, any revised executive pay offer from Warner Bros Discovery, and whether the merger still targets a third‑quarter closing.