DISCA Discovery Inc

Registration Statement No. 333-197910

Registration Statement No. 333-188730

Registration Statement No. 333-177850

Registration Statement No. 333-174451

Registration Statement No. 333-170317

Registration Statement No. 333-156105

Registration Statement No. 333-154312

Registration Statement No. 333-153586

As filed with the Securities and Exchange Commission on April 22, 2022

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-197910

Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-188730

Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-177850

Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-174451

Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-170317

Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-156105

Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-154312

Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-153586

UNDER

THE SECURITIES ACT OF 1933

Warner Bros. Discovery, Inc. 2013 Incentive Plan

Warner Bros. Discovery, Inc. 2011 Employee Stock Purchase Plan

Warner Bros. Discovery, Inc. 2011 International Employee Stock Purchase Plan

Warner Bros. Discovery, Inc. 2005 Non-Employee Director Incentive Plan

DEREGISTRATION OF SECURITIES

On April 8, 2022 (the “Closing Date”), Warner Bros. Discovery, Inc. (“WBD” or the “Company”), formerly known as Discovery, Inc. (“Discovery”), and AT&T Inc. (“AT&T”) completed the previously disclosed transactions contemplated by (1) that certain Agreement and Plan of Merger, dated as of May 17, 2021 (as amended, the “Merger Agreement”), by and among Discovery, Drake Subsidiary, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Discovery (“Merger Sub”), AT&T and Magallanes, Inc., a Delaware corporation and formerly a wholly owned subsidiary of AT&T (“Spinco”), (2) that certain Separation and Distribution Agreement, dated as of May 17, 2021 (as amended, the “Separation Agreement”), by and among Discovery, AT&T and Spinco, and (3) certain other agreements in connection with the transactions contemplated by the Merger Agreement and the Separation Agreement. Specifically, (1) AT&T transferred the business, operations and activities that constitute the WarnerMedia segment of AT&T, subject to certain exceptions as set forth in the Separation Agreement, to Spinco (the “Separation”), (2) thereafter, on the Closing Date, AT&T distributed to its stockholders all of the shares of common stock, par value $0.01 per share, of Spinco (“Spinco common stock”) held by AT&T by way of a pro rata dividend such that each holder of shares of common stock, par value $1.00 per share, of AT&T (“AT&T common stock”) was entitled to receive one share of Spinco common stock for each share of AT&T common stock held as of the record date, April 5, 2022 (the “Distribution”), and (3) following the Distribution, Merger Sub merged with and into Spinco, with Spinco surviving as a wholly owned subsidiary of the Company (the “Merger” and together with the Separation and the Distribution, the “Transactions”). Pursuant to the Merger Agreement, at the effective time of the Merger, each issued and outstanding share of Spinco common stock on the Closing Date was automatically converted into the right to receive 0.241917 shares of Series A common stock, par value $0.01 per share, of WBD (“WBD common stock”).

In connection with the completion of the Transactions, on the Closing Date and prior to the effective time of the Merger, the Company amended and restated its restated certificate of incorporation, to, among other things, (1) change its name to Warner Bros. Discovery, Inc. and (2) automatically reclassify and convert each share of Discovery’s Series A common stock, par value $0.01 per share (“Discovery Series A common stock”), Discovery’s Series B common stock, par value $0.01 per share, Discovery’s Series C common stock, par value $0.01 per share (“Discovery Series C common stock”), Discovery’s Series A-1 convertible participating preferred stock, par value $0.01 per share, and Discovery’s Series C-1 convertible participating preferred stock, par value $0.01 per share, into such number of shares of WBD common stock as set forth in the Merger Agreement.

These Post-Effective Amendments (these “Post-Effective Amendments”), filed by the Company, remove from registration any and all shares of Discovery Series A common stock and Discovery Series C common stock remaining unsold and any other securities issuable by the Company under the following Registration Statements on Form S-8 filed by the Company (each, a “Registration Statement” and collectively, the “Registration Statements”) with the U.S. Securities and Exchange Commission (the “Commission”), pertaining to the registration of shares of WBD common stock offered under certain employee benefit and equity plans and agreements:

The Company has terminated all offerings of securities pursuant to the Registration Statements. The Company hereby removes from registration any and all securities registered under the Registration Statements that remain unsold as of the date of these Post-Effective Amendments.