ISS Calls On Shareholders To Vote Against Warner Bros Executive Pay Plans

Proxy advisory firm Institutional Shareholder Services (ISS) has urged Warner Bros Discovery shareholders to vote against executive compensation and exit packages linked to the company’s proposed merger with Paramount Skydance.

The recommendation comes after shareholders approved the merger earlier this year but rejected advisory proposals related to executive pay. ISS cited concerns over compensation levels for senior executives, including Chief Executive Officer (CEO) David Zaslav, and said there was a disconnect between executive remuneration and company performance. According to ISS, Zaslav’s compensation structure includes a base salary and bonus levels that exceed peer benchmarks. The advisory firm also recommended that shareholders withhold support from several members of the Board’s compensation committee, citing an inadequate response to concerns raised after last year’s pay vote.

The merger continues to face regulatory and legal scrutiny. Several U.S. states are reportedly preparing legal action against the transaction, while European Union regulators are expected to decide on the deal by July 7, 2026.