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David Leavy

Filed: 3 Mar 21, 4:27pm
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Leavy David

(Last) (First) (Middle)
8403 COLESVILLE ROAD

(Street)
SILVER SPRING MD 20910

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Discovery, Inc. [ DISCA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Corp Operating Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Series A Common Stock 03/01/2021 M 16,913 A $24.06 104,515 D
Series A Common Stock 03/01/2021 S 16,913 D $54.949(1) 87,602 D
Series A Common Stock 03/01/2021 M 14,550 A $29.08 102,152 D
Series A Common Stock 03/01/2021 S 14,550 D $54.94(2) 87,602 D
Series A Common Stock 03/01/2021 M 28,648 A $25.7 116,250 D
Series A Common Stock 03/01/2021 S 28,648 D $54.828(3) 87,602 D
Series A Common Stock 03/01/2021 F 6,312 D $58.18 81,290 D
Series A Common Stock 03/01/2021 A 18,858 A $0 100,148 D
Series A Common Stock 03/02/2021 S 2,899 D $58.542(4) 97,249 D
Series A Common Stock 03/02/2021 S 3,554 D $59.147(5) 93,695 D
Series A Common Stock 03/02/2021 S 300 D $59.958(6) 93,395 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to acquire) $24.06 03/01/2021 M 16,913 03/01/2019(7) 03/01/2025 Series A Common Stock 16,913 $0 16,914 D
Employee Stock Option (right to acquire) $29.08 03/01/2021 M 14,550 03/01/2020(8) 03/01/2026 Series A Common Stock 14,550 $0 29,101 D
Employee Stock Option (right to acquire) $25.7 03/01/2021 M 28,648 02/28/2021(9) 02/28/2027 Series A Common Stock 28,648 $0 85,944 D
Director Stock Option (right to acquire) $58.18 03/01/2021 A 65,273 03/01/2022(10) 03/01/2028 Series A Common Stock 65,273 $0 65,273 D
Explanation of Responses:
1. The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $54.76 to $55.13 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
2. The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $54.66 to $55.12 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
3. The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $54.64 to $55.16 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
4. The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $57.86 to $58.85 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
5. The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $58.86 to $59.67 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
6. The price reported represents the weighted average sale price of shares of Series A common stock sold in multiple transactions at prices ranging from $59.95 to $59.97 per share. The reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
7. This option vests in four equal annual installments beginning March 1, 2019.
8. This option vests in four equal annual installments beginning March 1, 2020.
9. This option vests in four equal annual installments beginning February 28, 2021.
10. This option vests in four equal installments beginning March 1, 2022.
Remarks:
The trading symbols for the Issuer's Series A, Series B and Series C common stock are, respectively, DISCA, DISCB and DISCK.
Tara L. Smith, by power of attorney 03/03/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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