Warner Bros says two independent directors resign after DOJ investigation

(Reuters) -Warner Bros Discovery said on Monday that independent directors Steven Miron and Steven Newhouse have resigned from the media company’s board, effective immediately.

The company said Miron and Newhouse resigned after the U.S. Department of Justice (DOJ) informed them that it was investigating whether their service on the board violated Section 8 of the Clayton Antitrust Act.

Both have not admitted to any violation, Warner Bros Discovery said in a release.

Miron and Newhouse were each appointed as Class III directors to the company’s board after the merger between Discovery Inc and WarnerMedia in April 2022.

Both were originally named by Discovery Inc as two of its six designees to Warner Bros board, the media company said on Monday.

Section 8 is an antitrust-related clause that prohibits directors from serving on boards of competitors.

Miron and Newhouse both serve on the board of Charter, which Warner Bros Discovery identify as competitor. Both the companies are involved in a business of selling videos to consumers.

“We are disappointed to leave the Board, but wish to do the right thing for WBD,” Newhouse said in a statement.

Shares of Warner Bros, which said it had reduced the size of its board to 11 directors, were down marginally in extended trading.

(Reporting by Granth Vanaik in Bengaluru; Editing by Maju Samuel)


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