Form 4/A for WBD Warner Bros. Discovery
Accepted 2024-03-08 00:00:00 ET · period of report 2022-04-08 · accession 0001437107-24-000082 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| A | 2024-03-08 | 2022-04-08 | WBD | Di Piazza Samuel A Jr. | Dir | A - Grant | $0.00 | +7,597 | 7,597 | New | $0 |
| AI | 2024-03-08 | 2022-04-08 | WBD | Di Piazza Samuel A Jr. | Dir | A - Grant | $0.00 | +743 | 743 | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Series A Common Stock | 2022-04-08 | A | A | 7,597 | $0.00 | 7,597 | D Spouse | — | — | (F1) Represents Series A common stock of Warner Bros. Discovery, Inc., par value $0.01 per share ("WBD Series A common stock"). (F2) 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. (F3) The amount of WBD Series A common stock beneficially owned directly by the reporting person as reported in Column 5 in the Forms 4 filed on April 12, 2022 and thereafter was incorrect and overreported by 21,796 shares. |
| 2 | Common | Series A Common Stock | 2022-04-08 | A | A | 743 | $0.00 | 743 | I | — | — | (F1) Represents Series A common stock of Warner Bros. Discovery, Inc., par value $0.01 per share ("WBD Series A common stock"). (F2) 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. (F4) The amount of WBD Series A common stock beneficially owned indirectly by the reporting person as reported in Column 5 in the Forms 4 filed on April 12, 2022 and thereafter was incorrect and underreported by 743 shares. |