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Warner Bros. Discovery, Inc. Proxy Solicitation & Information Statement 2021

Apr 30, 2021

30161_rns_2021-04-30_57782062-4d83-4949-8629-ed8f72cea8fc.zip

Proxy Solicitation & Information Statement

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DEFA14A 1 disca3856961-defa14a.htm DEFINITIVE ADDITIONAL PROXY SOLICITING MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant

CHECK THE APPROPRIATE BOX:
Preliminary Proxy Statement
Confidential, For Use of the Commission Only
(as permitted by Rule 14a-6(e)(2))
Definitive Proxy Statement
Definitive Additional Materials
Soliciting Material Under Rule
14a-12

Discovery, Inc.

(Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

| PAYMENT OF FILING FEE (CHECK THE APPROPRIATE

BOX):
No fee
required.
Fee computed on table below per Exchange Act Rules
14a-6(i)(1) and 0-11.
1)
Title of each class of securities to which transaction
applies:
2)
Aggregate number of securities to which transaction applies:
3)
Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
4)
Proposed maximum aggregate value of transaction:
5) Total fee paid:
Fee paid previously with
preliminary materials:
Check box if any part of the fee is
offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing
for which the offsetting fee was paid previously. Identify the previous
filing by registration statement number, or the form or schedule and the
date of its filing.
1)
Amount previously paid:
2)
Form, Schedule or Registration Statement No.:
3)
Filing Party:
4) Date
Filed:
Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on June 10, 2021 DISCOVERY, INC. 230 PARK AVENUE SOUTH NEW YORK, NY 10003
D49921-P56196-Z79883

You invested in DISCOVERY, INC. and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting.

Get informed before you vote View the Notice and Proxy Statement and Annual Report online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 27, 2021. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to [email protected]. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.

To view the proxy materials and to vote, visit www.ProxyVote.com Control #

Smartphone users Point your camera here and vote without entering a control number
Vote Virtually at the Meeting* Vote on June 10, 2021 10:00 a.m., Eastern Time Visit http://www.virtualshareholdermeeting.com/DISCA2021

*Please check the meeting materials for any special requirements for meeting attendance.

V1

Vote at www.ProxyVote.com

THIS IS NOT A VOTABLE BALLOT

This is an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. Please follow the instructions on the reverse side to vote these important matters.

Voting Items — 1. ELECTION OF DIRECTORS For
Nominees:
01) Robert R. Beck
02) Robert L. Johnson
03) J. David Wargo
2. Ratification of the appointment of PricewaterhouseCoopers LLP as Discovery, Inc.’s independent registered public accounting firm for the fiscal year ending December 31, 2021. For
3. By the proxy holders, in their discretion, upon such other matters that may properly come before the meeting or any adjournment or adjournments thereof.

Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Sign up for E-delivery”.

D49922-P56196-Z79883