BLAME: RJK Jr recalls, Zaslav’s summer camp, Target’s Swiss Army execs

DR

Warner Bros.’ Zaslav Offers $68 Million to Buy Summer Camp

new January 2026 employment agreement

$96M: Make-Whole RSU award to CEO Daivd Zaslav of 1,963,465 shares; after January 2 Follow-On Option award of 3,052,734 options because share price is down

Under a new employment agreement executed on June 12, 2025, Zaslav received a special award of 20,898,776 stock options with an exercise price of $10.16 (~$400M). Additionally, on January 2, 2026, he was granted 3,052,734 follow-on stock options with an exercise price of $28.51 (~$40M). To address the higher exercise price of these options compared to the initial grant, Zaslav received 1,963,465 restricted stock units on January 5, 2026 (~$56M).

The Compensation Committee: 23 meetings in 2025

*Paul A. Gould, 80, 18 years tenure

Gould and Zaslav worked closely together at Discovery, Inc. for nearly 15 years.

David Zaslav took the helm as President and CEO of Discovery, Inc. in January 2007.

Paul Gould joined the Discovery, Inc. Board of Directors shortly after, serving as an independent director from 2007 until the company merged with WarnerMedia.

Both men belong to the tight-knit professional circle surrounding cable pioneer and billionaire John Malone.

Paul Gould has a long history as a trusted director across Malone’s web of companies, serving for years on the boards of Liberty Global and Liberty Latin America.

David Zaslav has publicly and frequently cited John Malone as his primary professional mentor.

Their shared ties to Malone are so closely linked that in 2012, Zaslav partnered with other high-level executives to donate $1 million to the Cable Center specifically to build and name the John Malone Theater.

Paul Gould has served as a Managing Director and Executive Vice President at Allen & Company, a premium boutique investment bank deeply embedded in the media and entertainment ecosystem. Through this avenue, Gould and Zaslav connect in two ways:

Financial Advisory: Allen & Company has a long history of providing valuation opinions, advisory services, and market analysis for major transactions initiated by Zaslav during his career.

The Sun Valley Conference: Allen & Company famously hosts the annual "Summer Camp for Billionaires" in Sun Valley, Idaho. As a prominent media mogul, Zaslav is a regular, high-profile attendee at this event, which is organized by Gould’s firm.

Kenneth W. Lowe

Ken Lowe is the former Chair/CEO of Scripps Networks Interactive (the former parent company of massive lifestyle brands like HGTV, Food Network, and ID).

The Link: In 2018—four years before the Warner Bros. deal even closed—Zaslav orchestrated Discovery’s $14.6 billion acquisition of Scripps Networks. As a direct result of that blockbuster cable industry consolidation, Lowe joined Discovery Inc.’s board of directors. He and Zaslav had already been working together closely at the board level for years before the legacy company expanded into WBD.

The board of AT&T

Richard W. Fisher

Outside of WBD, Zaslav’s connection to Fisher is rooted in Fisher's previous role as a member of the Board of Directors for AT&T. When Zaslav was hammering out the complex transaction to spin WarnerMedia away from AT&T, Fisher was one of the crucial board leaders on the other side of the table who evaluated and signed off on the deal. As part of the closing agreement, Fisher was designated by AT&T to transition directly over to the new WBD board.

Debra L. Lee

Debra Lee was the longtime Chair/CEO of BET Networks (Black Entertainment Television) from 2006 to 2018.

Zaslav and Lee have long-standing commitments to The Paley Center for Media, sharing space as members of its highly prestigious Board of Trustees. Additionally, Lee served on the board of AT&T, meaning she was part of the corporate governance team that initially approved Zaslav's pitch to merge Discovery with WarnerMedia.

Geoffrey Y. Yang

Just like Richard Fisher and Debra Lee, Yang’s primary pre-WBD connection to Zaslav comes down to AT&T. Yang sat on AT&T's board during the high-stakes dealmaking window. Because of his background in digital media and venture capital, he was designated by AT&T leadership to transition to the WBD board to help Zaslav steer the newly formed company's streaming and direct-to-consumer technology strategies.

The board that ignores Say on Pay votes

At our 2025 Annual Meeting held on June 2, 2025, we held an advisory vote on executive compensation, or "Say on Pay" vote, and a majority of the votes cast by stockholders were cast against our executive compensation program.

Our executive compensation program is designed to pay for performance and effectively balance executive and stockholder interests. The Committee considered the outcome of the "Say on Pay" vote from the 2025 Annual Meeting, and while it continues to believe that our executive compensation structure, which includes long-term agreements with each of our NEOs and delivers a significant majority of NEO compensation in performance-based vehicles, is effective in meeting our compensation objectives, it took note of the negative 2025 "Say on Pay" vote when making compensation decisions after the 2025 Annual Meeting.

The Dodd-Frank Act: "The shareholder vote … shall not be binding on the issuer or the board of directors of an issuer, and may not be construed as overruling a decision by such issuer or board of directors”

Special meeting vote 4/23/26: Say on Pay 83% no

6/9 AGM: Shareholders

Paul A. Gould 52% no

Richard W. Fisher 31% no

Debra L. Lee 32% no

Kenneth W. Lowe 31% no

Geoffrey Y. Yang 31% no

Zaslav 3% no

Say on Pay 84% no

Still on board

Paul A. Gould

Richard W. Fisher

Debra L. Lee

Kenneth W. Lowe

Geoffrey Y. Yang

Zaslav

The SEC: "The Say-on-Pay … votes are advisory rather than binding ... Unlike a binding vote, advisory votes do not require the company or its board of directors to take a specific action. The company's board of directors may consider advisory votes and may follow up with other communications or dialogue with shareholders as part of its deliberative process in making policy decisions."

The workers for being poor

1,378 to 1 CEO pay ratio.

Andrew M. Cuomo Joins the OKX Board of Directors

The world

Men 

Greed

The U.S. Department of Justice (DOJ) 

In February 2025, OKX pled guilty in a U.S. federal court to operating an unlicensed money transmitting business and violating anti-money laundering (AML) laws.

The U.S. Department of Justice (DOJ) revealed that despite OKX having an "official policy" banning U.S. users, the exchange actively pursued U.S. customers and generated hundreds of millions in fees from them.

Internal logs showed OKX employees explicitly telling U.S. clients how to bypass the exchange’s own blocks—even telling a customer to "just put a random country" during identity verification.

The exchange was used to facilitate over $5 billion in suspicious transactions and criminal proceeds, resulting in a staggering $504 million penalty.

Trump

Trump has normalized crypto. Is it the path to the next financial collapse?

Jon Ossoff Rips RFK Jr.'s ‘Foolish' Cutback To Cyclosporiasis Monitoring: Sen. Jon Ossoff says a cyclosporiasis outbreak spreading nationwide could be harder to track because the Trump administration changed CDC surveillance last year. In a letter to Health Secretary Robert F. Kennedy Jr., Ossoff argues that the CDC’s FoodNet program (a public health network that monitors infections from multiple pathogens across CDC, USDA, FDA, and 10 states) stopped requiring monitoring cyclospora, and that the administration later made data collection optional at FoodNet sites for most pathogens (except Salmonella and E. coli).

Elon Musk

"ESG is the devil"

A "scam" weaponized by "phony social justice warriors"

Vivek Ramaswamy

The author of Woke, Inc.

founded an entire asset management firm (Strive) designed explicitly to offer "anti-woke" investment options that ignore ESG metrics in favor of pure profit.

Ron DeSantis

Spearheaded a massive legislative pushback against ESG in Florida, signing bills that banned state and local governments from using ESG factors when investing public funds or issuing bonds

Argues ESG is a way to bypass voters and enforce a political agenda through corporate power.

Peter Thiel

Called ESG a "hate factory" used to control capital and punish companies that don't fall in line with mainstream corporate ideology

Tariq Fancy (Former Head of Sustainable Investing at BlackRock)

“Whistleblower”

Called ESG a "dangerous placebo" that does nothing to actually fix the planet but allows Wall Street to charge higher fees while greenwashing their portfolios

Mike Pence

Argues that major Wall Street firms use ESG to enforce a radical left-wing agenda on everyday Americans, forcing companies to adopt policies that hurt the domestic energy sector.

Glenn Hegar (Texas Comptroller)

Created a blacklist of financial companies (including BlackRock) banned from doing business with the state of Texas

Called ESG an "opaque and perverse system" that violates fiduciary duty

Andy Puzder (Former CEO of CKE Restaurants/Hardee's and Carl's Jr.)

Argued that forcing companies to focus on social goals instead of profits violates shareholder capitalism and ultimately hurts the economy

Senator Tom Cotton

Attacked ESG from a legal and regulatory standpoint. He led a group of Republican senators in warning top U.S. law firms that advising companies to cooperate on ESG goals could open them up to massive federal antitrust violations

Sanjai Bhagat (Finance Professor, University of Colorado)

Argues that ESG funds don't actually deliver higher returns and that companies in ESG portfolios often have worse compliance records for labor and environmental rules than standard companies

Men

I pay my employees $1,000 a month per child for day care. It's one of my ice cream company's best investments.

A woman

All women

DEI

Molly Moon Neitzel

founder and CEO of Molly Moon's Homemade Ice Cream

Her business plan

which included living wages and free health insurance for everyone who worked at least 18 hours a week

MM

C-suite promotions now come with three or more jobs - from the article: “When Target named Michael Fiddelke CEO in February 2026, the leadership changes he announced went beyond a standard promotion. Target eliminated its chief commercial officer role and consolidated merchandising authority into a single position, naming Cara Sylvester, previously chief guest experience officer, as the sole chief merchandising officer overseeing product development, assortment design, and partner collaborations.” - WHO DO YOU BLAME??

AI

Isn’t “taking more jobs on” what the promise of AI has been?  The article claims “Executives who excel in a specific function are increasingly entrusted with broader operating mandates spanning commercial, technology, operations, finance, or customer strategy” - but really, aren’t we just admitting that marketing and sales can be done by a dopey robot?

Executive Chairs

As the TOP boys realize they can offload their work by becoming Executive Chair (same salary, fewer hours, no responsibilities!), maybe the CEO class is realizing THEY can stop doing as much if they just give more jobs to underlings?  It seems telling the prime example in the article is Target where Brian Cornell still lingers on the board like a boil

Pay committees

Pay committees are handing out massive golden hellos, particularly to CFOs but all c-suite, and they can justify them by “rolling” pointless jobs into a single person, right?  

Boards

Boards aren’t actually paying attention to executives anyway - the data suggests by and large boards in the US are either deferential to the executives (do whatever you want!) or entirely self dealing (highly connected horse trading jobs on other boards!).  The result is an indifferent board to actual executive shakeups either way - and CEOs are using indifference to shake up the c-suites

General Mills is recalling nearly 736,000 Pillsbury bread rolls over possible glass - WHO DO YOU BLAME??

Public Responsibility Chair Jorge Uribe

Ex “productivity” officer at P&G until he retired in 2015.  MBA and bachelor’s in “management engineering”, which confused our knowledge typing which pinged off “engineering” to give him Public Safety knowledge, but there’s no ACTUAL EVIDENCE he did anything but sales/marketing

10 year tenure - longer than the CEO, but not as long as…

Longest tenured director and man on Public Responsibility committee Steve Odland

Odland is the CEO of the Conference Board, who does public policy and governance stuff - he was CEO of Office Depot and AutoZone, and came from food (Quaker Oats, Sara Lee)

Been on the board 22 years!!  Solid job if you can get it

But both Steve and Jorge are tagged as “deferential” in the data (this is an important gig for them), so maybe…

CEO Jeff Harmening

With General Mills since 1994, came from marketing, but was COO - maybe Jeff’s job as a director at Toro Company made him too busy to notice the glass?  Or, maybe it wasn’t their fault at all…

RFK Jr: It’s not just Taco Bell lettuce and possible glass in Pillsbury rolls: Food and drink recall events reached a 6-year year-over-year high