Investor FAQs

Warner Bros. Discovery is listed on the Nasdaq Global Select Market exchange

Warner Bros. Discovery’s CUSIP is 934423104

WBD will only have one share class with each share having the same economic interest and voting power

Each share of WBD common stock will have one vote

Warner Bros. Discovery does not currently pay a dividend on WBD common stock

The initial priority will be to repay debt incurred as part of the Transactions

Once we have reached our long-term gross leverage target, the board of directors will evaluate and determine Warner Bros. Discovery’s capital allocation priorities

Warner Bros. Discovery does not currently pay a dividend and does not currently have a direct stock purchase program

As of the Closing Date, AT&T stockholders received, on a tax-free basis, approximately 0.241917 shares of WBD common stock for each share of AT&T common stock held as of the record date

Cash was delivered to AT&T stockholders in lieu of fractional shares of WBD common stock

The exact number of shares of WBD common stock received by AT&T stockholders for each share of AT&T common stock was determined based on the number of shares of AT&T common stock outstanding and the number of shares of Discovery common stock outstanding, on a fully diluted, as-converted and as-exercised basis, immediately prior to the effective time of the Transactions

The number of shares of AT&T common stock you held was not affected by the closing of the Transactions

Discovery stockholders did not directly receive any consideration in the Transactions

Prior to the effective time of the Transactions, all shares of Discovery Series A common stock, Discovery Series B common stock, Discovery Series C common stock, Discovery Series A-1 preferred stock and Discovery Series C-1 preferred stock issued and outstanding or held by Discovery as treasury stock immediately prior to the effective time of the Transactions were reclassified and automatically converted into WBD common stock

All shares of WBD common stock issued in the reclassification were issued in book-entry form

Immediately after the Transactions, Discovery stockholders owned shares in WBD, which includes the WarnerMedia business

The distribution record date for AT&T stockholders was April 5, 2022, and ownership was determined as of 5:00pm New York City time, on that date

No distribution record date was established for Discovery stockholders as existing shares of Discovery capital stock were reclassified and automatically converted into shares of WBD common stock on the Closing Date

The distribution date was April 8, 2022

For AT&T stockholders: The distribution and the merger were a Reverse Morris Trust-type transaction and are expected to be tax-free to AT&T stockholders for U.S. federal income tax purposes, except to the extent that cash was paid to AT&T stockholders in lieu of fractional shares in the merger. You should consult your tax advisor as to the consequences of the Transactions to you, including the applicability and effect of any U.S. federal, state, and local tax laws, as well as foreign tax laws, which may result in the Transactions being taxable

For Discovery stockholders: Neither Discovery nor Discovery stockholders are expected to recognize gain or loss for U.S. federal income tax purposes upon the completion of the Transactions. You should consult your tax advisor for a full understanding of the tax consequences of the Transactions to you, in light of your own particular circumstances

As of the Closing Date, Discovery issued approximately 1.7 billion shares of WBD common stock to AT&T stockholders and 695 million shares to Discovery stockholders

Based upon the reported closing price of $24.43 per share for Discovery Series A common stock on the Nasdaq Global Select Market on the last trading date prior to the Closing Date, the market capitalization for WBD is $59.3 billion

• Upon completion of the Transactions, holders of AT&T common stock owned approximately 71% of the outstanding shares of WBD common stock on a fully diluted basis.
• Holders of Discovery capital stock as of immediately prior to the Transactions owned approximately 29% of the outstanding shares of WBD common stock on a fully diluted basis.
• The ownership of the combined company following the Transactions was the result of a negotiated value exchange between AT&T and Discovery, which was based upon each party’s valuations of Discovery and the WarnerMedia business, prior to the execution of the agreements defining the Transactions in May 2021.

Please refer to our board of directors here: Warner Bros. Discovery Board of Directors

David Zaslav serves as President and Chief Executive Officer of WBD. Mr. Zaslav is responsible for the strategic direction of WBD, including its overall operations and performance

Gunnar Wiedenfels serves as Chief Financial Officer of WBD

Please refer to our senior leadership team here: Warner Bros. Discovery Leadership Team

All shares of WBD common stock were issued in direct registration (book-entry) form. Computershare Trust Company, N.A. (“Computershare”) serves as the transfer agent and registrar for WBD common stock. No fractional shares of WBD common stock were issued in the merger

Computershare is your primary contact for issues and questions relating to your account, as well as to request a change of address, stock transfers, and other questions related to WBD common stock of which you are the record owner

• Web: www.computershare.com/wbd
• Email: wbd@computershare.com
• Toll free phone within the U.S. and Canada: +1 877-453-1510
• Direct dial outside the U.S. and Canada: +1 781-575-4236

Mailing address (regular mail):

Computershare
P.O. Box 43006
Providence, RI 02940 U.S.A.

Mailing address (overnight delivery):

Computershare
150 Royall Street, Suite 101
Canton, MA 02021 U.S.A.

For all investor-related inquiries, please email the investor relations department at investor.relations@wbd.com or to leave a voicemail, please call +1 212-548-5882.

For Form 1099 for the year ended 2022, please contact the broker (e.g. Computershare, Schwab, TD Ameritrade, etc.) where your WBD and/or AT&T shares are held and consult with your tax advisor for any foreign or U.S. federal, state, or local tax implications.