New York, N.Y. — Warner Bros. Discovery is restructuring the compensation package for its president and CEO, David Zaslav, amid significant shareholder dissatisfaction. This adjustment comes as the company prepares for a major transition, with its television networks and streaming service, Discovery+, being spun off into a separate entity.

Zaslav, who will remain with Warner Bros. Discovery during this restructuring, has come under scrutiny for his pay amid plummeting stock prices and growing discontent among investors. The company’s compensation committee has outlined a new pay structure aiming to align Zaslav’s earnings more closely with the company’s stock performance, moving away from previous metrics that included debt reduction and cash flow.

The revised compensation plan includes a substantial shift from cash payments to stock-based incentives. Under the new plan, Zaslav will receive a reduced salary alongside a stock option award of nearly 21 million shares, consisting of a mix of performance-vesting and time-based options. While Zaslav’s base salary will remain at $3 million, his target annual cash bonus is set to drop significantly from $24 million to $6 million following the split, reflecting a response to shareholders’ voiced concerns.

The changes also come in light of a recent non-binding shareholder vote where investors overwhelmingly opposed Zaslav’s earlier compensation package. While the board was not legally required to act on the vote, the strong feedback from stockholders prompted a reevaluation of the pay structure. In a filing, Warner Bros. Discovery stated that the revisions were aimed at addressing their shareholders’ preferences concerning CEO compensation.

Zaslav has been one of the top earners in the media industry, drawing criticism as the company struggled financially. His initial compensation model was deemed too lavish, especially as the value of WBD shares declined. Although the new plan offers lower cash incentives, Zaslav is still positioned to benefit significantly through the stock options.

Further adjustments to Zaslav’s bonus metrics remain to be finalized, indicating ongoing discussions about how performance will be measured in the coming years. The strategies seek to provide better accountability, with Zaslav potentially earning up to double his target bonus based on performance. However, it remains clear that he will not be facing any financial hardship.

While details are still being refined, Zaslav’s golden parachute provisions have seen only minor adjustments, with his successor at the spinoff, Gunnar Wiedenfels, receiving comparable and unremarkable changes to his own compensation arrangement. The moves reflect a broader trend within corporations to reassess executive pay structures, ensuring they are in line with company performance and shareholder expectations.