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Get filing alertsParamount's 100% Class A holder to approve director slate by written consent before meeting
Filed June 29, 2026 · Period ending June 29, 2026 · ~1 min read
Key Changes
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Harbor Lights Entertainment (100% Class A holder, controlled by CEO David Ellison's family) will approve all proposals by written consent before the July 21 meeting, eliminating stockholder voting. The meeting serves only for discussion.
Exhibit 99 view on EDGAR → -
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Filing discloses a pending merger with Warner Bros. Discovery Inc., though no transaction details are provided and questions about the merger will not be addressed at the annual meeting.
Exhibit 99 view on EDGAR → -
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Ten directors nominated for election including Chairman/CEO David Ellison, COO Andrew Brandon-Gordon (former Goldman Sachs/RedBird partner), Oracle's Safra Catz, and former Paramount Pictures CEO Sherry Lansing. All are current board members.
Exhibit 99 view on EDGAR → -
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PricewaterhouseCoopers LLP appointed as independent auditor for fiscal 2026. Audit Committee reviewed and confirmed PwC's independence despite non-audit services provided.
Exhibit 99 view on EDGAR →
Summary
Paramount disclosed that its July 21, 2026 annual meeting will not involve stockholder voting on any proposals. Harbor Lights Entertainment, which holds 100% of the Class A voting stock and is controlled by CEO David Ellison through family LLCs, will approve the director slate and auditor ratification by written consent before the meeting convenes.
The meeting itself serves only to allow stockholders to discuss company affairs and receive results of the pre-approved matters. This structure reflects the company's dual-class ownership, where Class A shares hold voting control while other stockholders lack meaningful governance influence. The filing also reveals a pending merger with Warner Bros.
Discovery Inc., though no details about the transaction are provided and the company states questions about the merger will not be addressed at the meeting. For retail holders, the key takeaway is the confirmation of concentrated voting control and the existence of a strategic combination in progress. The director slate includes industry veterans like former Paramount Pictures CEO Sherry Lansing and Oracle Executive Vice Chair Safra Catz alongside Skydance leadership, but their election is predetermined by Harbor Lights' consent action.
Section-by-Section Diff
Event · Exhibit 99
Added in current filing · view on EDGAR →
Harbor Lights Entertainment, Inc., and its two wholly-owned subsidiaries (collectively, “Harbor Lights”) hold 100.0% of the Paramount Skydance Corporation Class A Common Stock.
We have been informed that Harbor Lights intends to act by written consent to vote their shares of Class A Common Stock: (1) “FOR” the election of each of the director nominees named in this Information Statement; and (2) “FOR” ratification of the appointment of our independent public accounting firm for fiscal year 2026. Accordingly, we expect Proposals 1 and 2 to be approved by written consent of the holders of our Class A Common Stock prior to the meeting.
The 2026 annual meeting scheduled for July 21, 2026 will not involve stockholder voting. Harbor Lights, which holds 100% of the Class A voting stock, will approve all proposals by written consent before the meeting. David Ellison controls Harbor Lights through family-controlled LLCs. The meeting serves only to allow stockholders to discuss company affairs and receive results of the pre-approved matters.
Show 1 minor / wording change
Added in current filing · view on EDGAR →
The Audit Committee of our Board of Directors has appointed PwC as our independent registered public accounting firm for the year ending December 31, 2026.
The Audit Committee has reviewed PwC’s independence from the Company. In appointing PwC as our independent registered public accounting firm for the year ending December 31, 2026, and in recommending that our stockholders ratify the appointment, the Audit Committee has considered whether the non-audit services provided by PwC were compatible with maintaining PwC’s independence from the Company and has determined that such services do not impair PwC’s independence.
PricewaterhouseCoopers LLP has been appointed as the independent auditor for fiscal year 2026. The Audit Committee reviewed PwC's independence and determined that non-audit services provided do not impair independence. Stockholder ratification is being sought as good corporate practice, though not legally required.
Event · Item 8.01 — Other Events
Paramount announces its 2026 annual stockholder meeting scheduled for July 21, 2026, accessible via webcast.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
On July 21, 2026, Paramount Skydance Corporation (“Paramount”) will hold its 2026 annual meeting of stockholders (the “Annual Meeting”). The purpose of the Annual Meeting is described in the information statement for the Annual Meeting attached as Exhibit 99. Paramount stockholders can access the meeting on Paramount’s Investors homepage at ir.paramount.com beginning at 8:30 a.m. (PT) / 11:30 a.m. (ET).
Paramount discloses that its 2026 annual stockholder meeting will be held on July 21, 2026, accessible via webcast on the company's investor relations website. The meeting agenda and proposals are detailed in the attached information statement (Exhibit 99).
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 30, 2026 · How we verify