Steven Miron and Steven Newhouse Resign from WBD Board of Directors Amid Justice Department Investigation | Top Vip News


Steven Miron and Steven Newhouse resigned from the board of directors of Warner Bros. Discovery after the Justice Department informed them that it was investigating “whether their service on the board of directors violated Section 8 of the Clayton Antitrust Act,” the company announced on Monday.

Miron, chief executive of the media company Advance/Newhouse Partnership and a senior executive at the Newhouse family’s investment business, Advance, and Newhouse, co-chairman of Advance, were both independent directors of Warner Bros. Discovery. Their resignations are effective immediately. Following the resignations of Miron and Newhouse, on April 1, the board adopted a resolution to reduce the size of the board from 13 to 11 directors.

According to the Department of Justice, Section 8 of the Clayton Act, which “Congress committed a per se violation of the antitrust laws,” prohibits directors and officers from simultaneously serving on the boards of directors of competitors, subject to limited exceptions.

Advance owns Condé Nast and owns and invests in a “broad range of media, communications, technology, education and live entertainment companies,” including WBD, Charter Communications and Reddit, according to Steven Newhouse’s biography. In recent years, Advance has acquired musical theater production company Stage Entertainment, plagiarism detection service Turnitin and Ironman Group.

Miron and Newhouse informed WBD that “without admitting any violations, and in light of the changing dynamics of competition in the entertainment industry, they chose to resign rather than contest the matter,” according to the company’s statement.

Miron and Newhouse were appointed to WBD’s board upon the closing of the merger between Discovery Inc. and WarnerMedia on April 8, 2022, and served as Class III directors. Their initial terms were scheduled to expire at the company’s annual shareholder meeting in 2025. Miron had served on WBD’s compensation committee and Newhouse was on the board’s nominating and corporate governance committee.

Both were originally named by Discovery Inc. as two of its six appointees to the WBD Board; Both Miron and Newhouse served on Discovery’s board of directors from 2008 to 2022.

“On behalf of our board and WBD leadership team, I want to thank Steve Miron and Steven Newhouse for their extraordinary service and long-standing commitment to Discovery and Warner Bros. Discovery,” said David Zaslav, CEO of Warner Bros. Discovery, in a statement. . “Both Steve and Steven have been a great source of sage advice and tremendous industry knowledge over the years, and played an integral role in getting this new company up and running and on track for long-term growth. “We are enormously grateful for their steadfast support and wish them the best.”

Samuel Di Piazza Jr., chairman of the WBD board of directors, said in a statement: “On behalf of the entire WBD board of directors, I would like to express my gratitude to Steve Miron and Steven Newhouse for their service on behalf of WBD shareholders. WBD. and his numerous contributions to the deliberations and work of the board. “We will miss having them as colleagues in the Board room and wish them all the best in their future endeavors.”

Steven Newhouse said in a statement provided by Warner Bros. Discovery: “From our investment in Discovery Channel in the early days of cable, to Bob Miron’s service as chairman of Discovery and Steve’s board of directors and my service on this board, and with the enormous efforts of John Malone and David Zaslav, we are proud to have played a role in building this great company and remain a major shareholder. “We are disappointed to be leaving the board, but we want to do what is right for WBD.”

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