Offerings // Warner Bros. Discovery, Inc.

WBD offering history

Every offering-related filing in Warner Bros. Discovery, Inc.’s recent SEC record — registrations (announced capacity) kept separate from pricing documents (executed sales). Reviewed 1,002 filings back to Feb 7, 2020.

Last executed offering

May 15, 2024

424B5 — priced deal (shares or notes)

Last registration (announced)

Feb 27, 2025

S-3ASR — capacity, not a sale

Executed, last 12 months

424B pricings + 8-K 3.02 sales

Registered, last 12 months

S-1/S-3/F-series registrations

Date	Filing		What it means
Feb 27, 2025	S-3ASR →	REGISTERED	Automatic shelf registration — effective immediately (large filers)
May 15, 2024	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
May 14, 2024	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
May 14, 2024	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Mar 31, 2023	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Mar 31, 2023	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Mar 8, 2023	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Mar 6, 2023	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Mar 6, 2023	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Mar 6, 2023	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Mar 6, 2023	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Mar 6, 2023	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Apr 22, 2022	S-3ASR →	REGISTERED	Automatic shelf registration — effective immediately (large filers)
Mar 28, 2022	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Feb 10, 2022	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Feb 10, 2022	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
May 13, 2021	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
May 12, 2021	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Dec 22, 2020	424B7 →	UPDATE	Resale prospectus — existing holders registering to sell
May 8, 2020	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
May 7, 2020	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
May 7, 2020	FWP →	MARKETING	Free-writing prospectus — offering being marketed

WBD offering-related filings from SEC EDGAR, newest first (capped at 40). Each links to the original document.

Two honest limits. (1) A 424B takedown can price shares or notes— EDGAR’s metadata doesn’t say which, so open the document: large investment-grade filers use these mostly for bond deals (no dilution), small-caps mostly for shares. (2) At-the-market (ATM) programs sell shares gradually and individual sales are not separately filed — the visible footprint is the enabling shelf and its 424B5; actual ATM share counts surface later in the 10-Q/10-K share count. Educational information from public filings, not investment advice.

Is a shelf active now? →Do they need money? →Red flags →Full WBD workspace →

WBD offering FAQ

When did WBD last execute an offering?

Per SEC filings, Warner Bros. Discovery, Inc.'s most recent priced offering document is a 424B5 filed 2024-05-15. Note a 424B takedown can price shares or notes (debt) — the linked document says which.

When did WBD last announce or register an offering?

The most recent registration is a S-3ASR filed 2025-02-27. A registration is capacity to sell shares — not a sale.

Does an offering always mean dilution?

Registered direct offerings and shelf takedowns issue new shares and dilute existing holders. Resale registrations (424B3/B7) let existing holders sell and do not create new shares. Secondary sales by insiders also do not dilute. Each row here is labeled with what it is.