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DISCA Discovery

Filed: 22 Dec 20, 6:17am

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): December 22, 2020

 

 

Discovery, Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware 001-34177 35-2333914

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

8403 Colesville Road

Silver Spring, Maryland

 20910
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: 240-662-2000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Series A Common Stock DISCA Nasdaq
Series B Common Stock DISCB Nasdaq
Series C Common Stock DISCK Nasdaq

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 8.01

Other Events.

Discovery, Inc. (the “Company”) is filing this Current Report on Form 8-K for the purpose of incorporating by reference into the Company’s automatic shelf registration statement on Form S-3 (File No. 333-231160) the items filed herewith as Exhibits 5.1 and 23.1.


Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits

 

  5.1  Opinion of Wilmer Cutler Pickering Hale and Dorr LLP
23.1  Consent of Wilmer Cutler Pickering Hale and Dorr LLP (included in Exhibit 5.1)
101  Inline XBRL Instance Document - the instance document does not appear in the Interactive Date File because its XBRL tags are embedded within the Inline XBRL document
104  Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

   DISCOVERY, INC.
Date: December 22, 2020  By: 

/s/ Bruce L. Campbell

  Name: Bruce L. Campbell
  Title: Chief Development, Distribution & Legal Officer