Advance/Newhouse Amends Warner Bros. Discovery Filing

TL;DR

Advance/Newhouse updated their WBD filing on 4/2. Ownership details TBD.

AI Summary

Advance/Newhouse Programming Partnership filed an amendment (No. 1) to its Schedule 13D on April 2, 2024, regarding Warner Bros. Discovery, Inc. The filing indicates a change in beneficial ownership, though specific new holdings or percentage changes were not detailed in the provided text. The filing is an update to a previous submission concerning the Series A Common Stock of Warner Bros. Discovery.

Why It Matters

This amendment signals a potential shift in the ownership structure or reporting of a significant stakeholder in Warner Bros. Discovery, which could influence market perception and future strategic decisions.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D filings can indicate significant changes in beneficial ownership by major shareholders, potentially impacting stock price and corporate strategy.

Key Players & Entities

• Advance/Newhouse Programming Partnership (company) — Filer of the Schedule 13D/A amendment
• Warner Bros. Discovery, Inc. (company) — Subject company of the filing
• Michael D. Fric (person) — Mentioned in the filing document

FAQ

Key Financial Figures

• $0.01 — uer) Series A Common Stock, par value $0.01 per share (Title of Class of Securiti

Filing Documents

• eh240464777_13da1-wbd.htm (SC 13D/A) — 77KB
• logo.jpg (GRAPHIC) — 20KB
• 0000950142-24-000884.txt ( ) — 106KB

Purpose of Transaction

Item 4. Purpose of Transaction.

of the Schedule 13D is hereby amended by adding the following thereto

Item 4 of the Schedule 13D is hereby amended by adding the following thereto: On March 29, 2024, Steven A. Miron and Steven O. Newhouse resigned as directors of the Issuer, effectively immediately. On April 1, 2024, a press release was issued by the Issuer announcing the resignations, which is attached as Exhibit G hereto and is incorporated by reference in its entirety into this Item 4.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer.

(a) of the Schedule 13D is amended and supplemented to read as follows

Item 5(a) of the Schedule 13D is amended and supplemented to read as follows: (a) The information relating to the beneficial ownership of Common Stock by each of the Reporting Persons set forth in Rows 7 through 13 of the cover pages hereto is incorporated by reference. The Reporting Persons are beneficial owners of 198,181,749 shares of Common Stock, which represents the sum of (i) 14,158,459 shares of Common Stock held by ANP and 184,023,290 shares of Common Stock held by ANPP.

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits.

of the Schedule 13D is hereby amended to include

Item 7 of the Schedule 13D is hereby amended to include a new exhibit thereto as follows: Exhibit No. Description G Press release, dated April 1, 2024. CUSIP No. 934423104 SCHEDULE 13D Page 7 of 7 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: April 2, 2024 ADVANCE/NEWHOUSE PROGRAMMING PARTNERSHIP By: /s/ Oren Klein Name: Oren Klein Title: Chief Financial Officer ADVANCE/NEWHOUSE PARTNERSHIP By: /s/ Oren Klein Name: Oren Klein Title: Chief Financial Officer NEWHOUSE BROADCASTING CORPORATION By: /s/ Oren Klein Name: Oren Klein Title: Chief Financial Officer ADVANCE PUBLICATIONS, INC. By: /s/ Oren Klein Name: Oren Klein Title: Chief Financial Officer EXHIBIT G STEVEN A. MIRON AND STEVEN O. NEWHOUSE STEPPING DOWN FROM WARNER BROS. DISCOVERY’S BOARD OF DIRECTORS APRIL 1, 2024 Warner Bros. Discovery (NASDAQ: WBD) today announced that Steven A. Miron and Steven O. Newhouse, both independent directors, have resigned from WBD’s Board of Directors, effective immediately. Messrs. Miron and Newhouse resigned after the US Department of Justice informed them that it was investigating whether their service on the Board of Directors violated Section 8 of the Clayton Antitrust Act. Messrs. Miron and Newhouse informed WBD that, without admitting any violation, and in light of the changing dynamics of competition in the entertainment industry, they elected to resign rather than to contest the matter. Mr. Miron and Mr. Newhouse were each appointed to the WBD Board effective upon the closing of the merger between Discovery, Inc. and WarnerMedia on April 8, 2022, and served as Class III directors, with initial terms that were scheduled to expire at the Company’s 2025 Annual Meeting of Stockholders. Both were originally named by Discovery, Inc. as two of its six de

View Full Filing

View this SC 13D/A filing on SEC EDGAR