Paramount Global is offering sweetened benefits to co-CEOs Chris McCarthy, George Cheeks and Brian Robbins as the company prepares to merge with David Ellison’s Skydance Media in the first half of 2025.
In a new SEC filing on Tuesday, the media giant revealed that the executives will be entitled to resign for “good reason” and receive severance payments in the event that duties or responsibilities assigned are “substantially inconsistent” with their positions or duties as a co-CEO or if there’s a “material reduction” in such position or duties.
In June, Paramount offered the executives a severance multiple of two, a benefit continuation period of 24 months and a target annual cash bonus of $2.75 million that would be prorated and apply only to the portion of the the current fiscal year in which they serve in the Office of the CEO. But on Tuesday, Paramount said the target annual cash bonus would continue to apply for the duration of their employment with the company in any capacity.
Additionally, the filing notes that Cheeks, McCarthy and Robbins were each awarded grants of $3 million worth of restricted stock units of Paramount’s class B common stock on Oct. 8, which will vest ratably over a three-year period beginning on the first anniversary of the grant date.
Cheeks, Robbins and McCarthy were appointed as co-CEOs following the resignation of former CEO Bob Bakish in May. McCarthy, who serves as Showtime/MTV Entertainment Studios and Paramount Media Networks president and CEO, was previously designated as interim principal executive officer on May 1 for purposes of the rules and regulations of the SEC.
Ahead of the close of Skydance Media’s $8 billion merger, the trio has been tasked with identifying $500 million in cost-savings at the company, which has included a reduction of 15% of Paramount’s U.S.-based workforce. Additionally, the company has hired bankers to explore potential sales of non-core assets and are in active discussions about potential streaming partnerships or joint ventures.
Bakish is set to remain with the company as a senior advisor through Oct. 31 to assist with the transition and the end of his employment will be considered a “termination without cause.” During the transition period, he will receive a monthly base salary of $258,333.33. He will also remain eligible to receive a pro-rated bonus for 2024 that will be calculated based on his service until his separation date and will continue to vest in all outstanding equity awards in accordance with their terms.
He will also receive an estimated severance package of $48.5 million under a non-qualifying change in control termination, which includes $6.2 million in continuation of salary and other cash compensation, $24.8 million in annual bonus continuation, $83,913 in continuation of medical, dental and life insurance, $25,000 in outplacement assistance and $17.38 million in total acceleration/continuity of equity awards.
Paramount shares have fallen 14% in the past year, 27% year to date and 3.6% in the past six months, with the stock trading at $10.50 per share as of Tuesday’s close.
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