Warner Bros. Discovery, Inc. — Director's Dealing 2021

Feb 25, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Discovery, Inc. (DISCA)
CIK: 0001437107
Period of Report: 2021-02-23

Reporting Person: Leavy David (Chief Corp Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-23	Series A Common Stock	S	15720	$51.547	Disposed	99597	Direct
2021-02-23	Series A Common Stock	S	4582	$51.598	Disposed	95015	Direct
2021-02-23	Series A Common Stock	M	11491	$42.296	Acquired	106506	Direct
2021-02-23	Series A Common Stock	S	11491	$51.933	Disposed	95015	Direct
2021-02-23	Series A Common Stock	M	38682	$32.335	Acquired	133697	Direct
2021-02-23	Series A Common Stock	S	38682	$51.476	Disposed	95015	Direct
2021-02-23	Series A Common Stock	M	12534	$25.08	Acquired	107549	Direct
2021-02-23	Series A Common Stock	S	12534	$51.267	Disposed	95015	Direct
2021-02-23	Series A Common Stock	M	55580	$29.50	Acquired	150595	Direct
2021-02-23	Series A Common Stock	S	26643	$50.579	Disposed	123952	Direct
2021-02-23	Series A Common Stock	S	21481	$51.584	Disposed	102471	Direct
2021-02-23	Series A Common Stock	S	6040	$52.575	Disposed	96431	Direct
2021-02-23	Series A Common Stock	S	1416	$53.333	Disposed	95015	Direct
2021-02-23	Series A Common Stock	M	33827	$24.06	Acquired	128842	Direct
2021-02-23	Series A Common Stock	S	19077	$50.531	Disposed	109765	Direct
2021-02-23	Series A Common Stock	S	12526	$51.574	Disposed	97239	Direct
2021-02-23	Series A Common Stock	S	2124	$52.335	Disposed	95115	Direct
2021-02-23	Series A Common Stock	S	100	$53.425	Disposed	95015	Direct
2021-02-23	Series A Common Stock	M	14550	$29.08	Acquired	109565	Direct
2021-02-23	Series A Common Stock	S	8533	$50.524	Disposed	101032	Direct
2021-02-23	Series A Common Stock	S	5141	$51.623	Disposed	95891	Direct
2021-02-23	Series A Common Stock	S	856	$52.379	Disposed	95035	Direct
2021-02-23	Series A Common Stock	S	20	$53.294	Disposed	95015	Direct
2021-02-23	Series A Common Stock	F	2469	$52.95	Disposed	92546	Direct
2021-02-23	Series A Common Stock	S	4944	$51.765	Disposed	87602	Direct
2021-02-23	Series C Common Stock	M	11491	$41.024	Acquired	17012	Direct
2021-02-23	Series C Common Stock	S	11491	$43.934	Disposed	5521	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-23	Employee Stock Option (right to acquire)	$42.296	M	11491	Disposed	2021-02-28	Series A Common Stock (11491.0)	Direct
2021-02-23	Employee Stock Option (right to acquire)	$32.335	M	38682	Disposed	2022-02-23	Series A Common Stock (38682.0)	Direct
2021-02-23	Employee Stock Option (right to acquire)	$25.08	M	12534	Disposed	2023-02-26	Series A Common Stock (12534.0)	Direct
2021-02-23	Employee Stock Option (right to acquire)	$29.5	M	55580	Disposed	2024-02-23	Series A Common Stock (55580.0)	Direct
2021-02-23	Employee Stock Option (right to acquire)	$24.06	M	33827	Disposed	2025-03-01	Series A Common Stock (33827.0)	Direct
2021-02-23	Employee Stock Option (right to acquire)	$29.08	M	14550	Disposed	2026-03-01	Series A Common Stock (14550.0)	Direct
2021-02-23	Employee Stock Option (right to acquire)	$41.024	M	11491	Disposed	2021-02-28	Series C Common Stock (11491.0)	Direct

Footnotes

F1: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $51.43 to $51.64 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F2: Includes the acquisition of 825 shares on May 15, 2020 and 369 shares on February 17, 2021 under the Discovery Employee Stock Purchase Plan.

F3: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $51.55 to $51.75 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F4: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $51.65 to $52.18 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F5: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $51.24 to $51.77 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F6: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $51.05 to $51.52 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F7: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $50.15 to $51.14 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F8: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $51.15 to $52.12 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F9: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $52.16 to $53.02 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F10: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $53.16 to $53.40 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F11: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $50.14 to $51.13 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F12: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $51.14 to $52.12 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F13: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $52.18 to $53.16 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F14: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $50.19 to $51.16 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F15: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $51.20 to $52.18 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F16: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $52.20 to $53.09 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F17: The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $53.21 to $53.34 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F18: These shares represent the shares withheld by the Issuer to cover the applicable tax withholding related to the vesting of previously granted restricted stock units.

F19: The price reported represents the weighted average sale price of shares of Series C common stock sold in multiple transactions at prices ranging from $43.78 to $44.03 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F20: This option is fully vested and exercisable.

F21: This option vests in four equal annual installments beginning March 1, 2019.

F22: This option vests in four equal annual installments beginning March 1, 2020.