Begin the official portion of the meeting. Christa?
Thank you, Brian, and good morning, everyone. I'm Christa D'Alimonte, and as Brian said, I'll take us through the business portion of today's meeting. I'd ask that you observe the rules of conduct that are posted on our annual meeting website. Please note that we will have a general question-and-answer session with George, Brian, and Chris following the business portion of the meeting. So for right now, please limit your questions to the specific agenda items being voted on. Throughout the meeting, you can submit any questions by following the instructions on our annual meeting website. Joining us for today's meeting are representatives of PricewaterhouseCoopers, our independent auditor, American Election Services, our independent inspector of election, and Broadridge Financial Solutions, which has certified that it properly mailed our proxy materials on our behalf.
Stockholders who held Paramount Class A Common Stock at the close of business on our record date of April twelfth are entitled to vote today, and based on information provided by Broadridge, I've confirmed that we do have a quorum of stockholders present for today's meeting. In addition, a list of the stockholders entitled to vote is available for inspection if you click on the Registered Shareholder List link that's found on our annual meeting website. The polls for the items to be voted on are now open. Class A stockholders who have not already voted or who wish to change their votes may do so now by following the instructions on the annual meeting website. Please note that if you have already voted and don't wish to change your vote, you do not need to vote again at this time.
The first item of business is the election of directors. The six nominees named in our proxy statement are Barbara Byrne, Linda Griego, Judith McHale, Charles Phillips, Shari Redstone, and Susan Schuman. Biographies for each of the nominees are included in our proxy statement, and our board recommends a vote for each of the six director nominees. The second item of business is the ratification of the Audit Committee's appointment of PricewaterhouseCoopers to serve as our independent auditor for fiscal year 2024, and our board recommends a vote for this proposal. The third item of business is the amendment and restatement of the company's 2009 long-term incentive plan, primarily to increase the number of shares of our Class B common stock authorized for issuance under the plan.
The amendments are further described in our proxy statement, and for the reasons discussed in our proxy statement, our board recommends a vote for this proposal. The fourth item of business is the amendment and restatement of the company's Certificate of Incorporation, primarily to provide for officer exculpation as permitted under Delaware law. For the reasons discussed in our proxy statement, our board recommends that you vote for this proposal. The fifth item of business is a stockholder proposal from Mr. Kenneth Steiner, requesting that our board take steps to adopt a policy to require stockholder approval of certain golden parachute compensation packages. Mr. John Chevedden will be presenting the proposal. Operator, please open the line for Mr. Chevedden.
Mr. Chevedden, thank you for joining us today, and as you know, we've allocated three minutes for your presentation and ask that you please go ahead.
Hello, this is John Chevedden. Proposal 5, shareholder opportunity to vote on excessive golden parachutes. Shareholders request that the board adopt a policy to seek shareholder approval of senior managers' new or renewed pay packages that provide for golden parachute payments with an estimated value exceeding 2.99 times the sum of the executive's base salary plus target short-term bonus. This proposal only applies to named executive officers. The board shall retain the option to seek shareholder approval at an annual meeting after material terms are agreed upon. Generous performance-based pay can sometimes be justified, but shareholder ratification of golden parachutes better aligns management pay with shareholder interest. This proposal is relevant even if there are current golden parachute limits. A limit on golden parachute is like a speed limit. A speed limit by itself does not guarantee that the speed limit will never be exceeded.
Like this proposal, the rules associated with a speed limit provide consequences if the limit is exceeded. With this proposal, the consequences are a non-binding shareholder vote is required for unreasonably high golden parachutes. This proposal places no limit on long-term equity pay or any other type pay. This proposal, thus, has no impact on ability to attract executive talent or discourage the use of long-term equity pay because it places no limit on golden parachutes. It simply requires that extra large golden parachutes be subject to a non-binding shareholder vote at a shareholder meeting already scheduled for other matters. This proposal is relevant because the annual say in executive pay does not have a separate section for approving or rejecting golden parachutes.
This proposal is of added significance to Paramount Global because the executive's pay was rejected by a four times higher vote compared to the number of against votes that each of eight Paramount Global directors received. Please vote yes. Shareholder opportunity to vote on excessive golden parachutes, proposal five.
Thank you, Mr. Chevedden. For the reasons discussed in our proxy statement, the board does not believe that requiring stockholder approval of these types of compensation packages is the right approach for Paramount at this time, and the board recommends a vote against this proposal. The sixth item of business is a stockholder proposal from the Office of the New York City Comptroller on behalf of the New York City Employees' Retirement System and the New York City Teachers' Retirement System, requesting that the company prepare and disclose a report regarding its use of artificial intelligence. Ms. Jennifer Conovitz will be presenting the proposal. Operator, if you could please open the line for Ms. Conovitz.
Ms. Conovitz, thank you for joining us today, and as you know, we've allocated three minutes for your presentation and ask that you please go ahead.
Good morning. I am Jennifer Conovitz, Special Counsel for Corporate Governance and Responsible Investment, presenting Proposal Six on behalf of New York City Comptroller, Brad Lander, and the New York City Pension Fund, which are long-term Paramount Global shareholders. Proposal Six asks Paramount to prepare and disclose a report explaining the company's use of artificial intelligence in its business operations, as well as the board's role in overseeing AI usage and setting forth any ethical guidelines the company has adopted regarding its use of AI. Investors, policymakers, and scientists believe that the use of AI by large corporations raises significant concerns. These concerns include potential discrimination or bias in employment decisions, job dislocation, the disclosure and misuse of private data, and the creation of deep fake media content that may disseminate false information, to name just some of the potential impacts and concerns.
The adoption of AI guidelines will improve performance if the—or I should say, improve Paramount's performance, if the company can avoid labor disruptions and lawsuits related to the improper use of AI. These risks are already a reality. The entertainment industry writer and performer strikes, sparked in part by AI concerns, are an example of costly... The board opposes the proposal, claiming that artificial intelligence is not fully defined. However, this misconstrues, misconstrues the proposal. Paramount is free to define AI as it deems appropriate and limit its report and transparency to those AI risks it deems material. And although the board asserts that the company is committed to the responsible and ethical use of information technology, such a commitment is insufficiently particular to address investor concerns about the specific use of AI. Similarly, board oversight of information technology or information security broadly does not fully address investor concerns.
Had the company accepted our invitation to discuss the proposal rather than just pursue what was an obviously doomed effort to exclude it, we would have been happy to clarify these issues. Finally, the fact that regulators may, at some future and uncertain time, come up with regulations involving AI is not a reason for the company to avoid transparency now on such a pressing issue. Transparency will be critical to policymakers and investors alike in what the company itself has termed an evolving landscape. Transparency regarding the company's use of AI, including ethical guidelines governing such use, could help further and maintain Paramount's position and reputation as a trustworthy and sustainable leader in the industry. Paramount can and should establish that it will use AI in an appropriate, responsible, and ethical manner. We urge you to vote for Proposal Six. Thank you.
Thank you, Ms. Conovitz. For the reasons discussed in our proxy statement, the board does not believe that requiring the company to disclose a report of this type is the right approach for Paramount at this time, and the board recommends a vote against this proposal. Since there's no other business to come before the meeting and no questions on the items to be voted on, the polls are now closed. According to the preliminary report of the Inspector of Election, each of the proposals voted on today, other than the stockholder proposals, has been approved by a majority of the shares entitled to vote at this meeting and present, and is therefore approved. Neither of the stockholder proposals received sufficient votes to be approved.
We'll be reporting the voting results of today's meeting on a Form 8-K later this week, and a final report of the Inspector of Election will be included in the records of this meeting. The business portion of our meeting is now adjourned, and I'd like to introduce Jamie Morris, our Executive Vice President of Investor Relations, who will moderate our general question-and-answer session with Brian, George, and Chris.
Thanks, Christa. I'm Jamie Morris, and I am Head of Investor Relations here at Paramount. I'm going to hand it over to Chris to make a few remarks, and then we will get started with our general Q&A session.
Thanks, Jamie. Now, before we begin the Q&A, we want to take a moment to acknowledge the speculation surrounding the potential M&A. While we cannot comment on the speculation, what I can tell you is that the presentation that you just saw was built to improve the company's balance sheet, to best set it up for growth, and to drive shareholder value, regardless of the speculation. That was the charge the three of us were given when we took these roles six weeks ago, and that is the charge that we've been laser-focused on executing against.
Great. Thanks, Chris. Now, let's take the first question. We've received a few questions regarding Paramount's three CEO leadership model. Brian, can you talk to us about why this is the right structure for the company today, and how the three of you plan to work together?
Sure. Look, I'll start by saying that our partnership is not new. George, Chris, and I were closely in launching Paramount+ four years ago with the content fueled by the studios we lead, respectively, and we understand the challenges the company faces. We know our businesses inside and out, and we're able to find synergies and ways to leverage the whole Paramount ecosystem to form holistic franchise strategies and ultimately maximize our content to drive reach and revenue. And as an example of that, our past collaborations led to successes like the Emmy-winning Nickelodeon and CBS simulcast of the Super Bowl earlier this year, Yellowstone on CBS-
... that allowed us to capture a wider audience for this massive franchise, and our ability to promote key theatrical releases through roadblocking media across our cable and our broadcast networks, and continue our streak of number one openings at the box office. Now, our agility as a team is working, and our vision for Paramount builds on the work that we've already been doing together. And look, we're hitting the ground running and making decisions quickly and with urgency.
Thanks, Brian. We're also getting some questions regarding the go-forward plan that you discussed today. Chris, I'll direct this one to you. How important is streaming to Paramount's future? And as it relates to your JV or partnership strategy, can you talk to some of the benefits to this type of approach?
Sure, absolutely, Jamie. Listen, streaming is key to the company, both today and going forward, as audiences migrate from linear to streaming. Now, we're very proud of the work that we've done to drive Paramount+ to a top five SVOD service here in the U.S. in just over a little over three years, putting us in with other services launched well over a decade ahead of us. Now, this achievement is even more powerful when you consider how competitive the landscape has become, and the fact that we were the last major service to launch in 2021. This record growth speaks to the strength of our content, of the original and the original strategy that George, Brian, and I developed before launching Paramount+. That said, given the landscape, we know we need to do more, and our plan was built to do exactly that.
To not only accelerate Paramount's path to profitability, but to also so that it could set it up to be a, be a bigger contributor for our cash flow and our long-term earnings, while improving the consumer proposition. That was our goal, and I have to say, we've been very pleased with the significant level of inbound interest that we've received from potential partners, all of which who recognize the unique value of our content in both the terms of the volume that we have and the depth of our big, broad-based hit-making libraries and capabilities. And while we explore the right partnership, we're not sitting still.
We are still working aggressively at improving our existing offering by reducing non-content expense, by integrating our teams and eliminating redundancies, by exploring alternative strategies for our international business, and by increasing licensing revenue through new windowing strategies that can both drive additional revenue and help build a larger fan base of content without impacting streaming growth. Now, we're aggressively pursuing all options to make the most of our content and drive the greatest value for the company in both the short and long term.
Thanks, Chris. We also have a few questions on the $500 million in annualized run rate cost savings that were mentioned today. George, is there any more color you can provide on where the cost savings will come from, and anything more you can say about how quickly they can be realized?
Sure, Jamie. So look, we're prepared to move quickly on the cost reductions. We're confident the business can be run much more efficiently by adjusting to the realities of the environment we're operating in today. We see opportunities in several areas. There's duplicative teams and functions across the org, real estate, technology, marketing, and other corporate overhead categories. And these cost reductions will be a major step in positioning the company for long-term, sustainable growth. Most importantly, though, it will not interfere with our ability to produce our world-class content, which will continue to be our competitive advantage. Now, to be clear, the $500 million in initial cost savings is just the beginning. There'll be more cost reduction opportunities and further efficiencies to come, and we'll provide more specifics of that, including timing, on the earnings call in August.
Thanks, George. Investors also picked up in your comments about increasing content licensing. Brian, can you talk to your views on Paramount maintaining exclusive control of content versus leaning more heavily into licensing?
Sure. Windowing content is core to our business and has always existed in both film and TV, in domestic and international markets. Now, the goal of defining these windows is, and always has been, to optimize the return on investment for our content. First and foremost, George, Chris, and I are focused on maximizing the first-run value of our content on our owned and operated platforms and channels through advertising, affiliate, and subscription revenues. From there, we need to think about how we grow the revenue of our vast library and, more importantly, expand demand for our content. We do this by thoughtful licensing. We showed you how this works in practice in our shareholder presentation with the billion-dollar brands.
Each one of our brands has a mix of licensing outside of the Paramount Global ecosystem, on top of the incredible success on our owned and operated platforms. So when you think about licensing as part of our windowing strategy, it's not a question of either/or. It's about creating opportunity for more. More revenue, more reach, more relevance, all while continuing to own our future.
Thanks, Brian. Paramount reached a new distribution deal with Charter a few weeks ago. We have a few follow-up questions regarding the unique structure of that deal, which included providing Charter subscribers with Paramount+ Essential credentials. George, maybe you can take that one.
Yeah. I'd start by saying Charter is a terrific partner, and we both strongly believe in an evolved video strategy that provides more flexibility, choice, and value for the consumer. So we're very pleased to have a renewed and expanded distribution agreement with Charter. It's a multiyear deal that includes the full carriage of our networks. The deal also, as you pointed out, Jamie, provides credentials for our Paramount+ Essential tier for Charter Spectrum TV Select subscribers. And as we've noted before, bundling our streaming and linear products has many benefits. It expands the reach and engagement of our P-plus ad-supported tier, lowers customer acquisition costs, and yields much lower churn.
Thanks, George. We have time for one final question, and this is a great one to end on. You each highlighted a number of our successful franchises today. It would be great to hear from each one of you about some of the upcoming content you are really excited about. George, do you wanna start?
I'm happy to. I mean, I wanna start by saying I'm really excited about our upcoming new fall schedule overall, but that's probably too general, so I'll get more particular and say I'm really excited about two of our new shows. First, NCIS: Origins, which is the backstory of the beloved Mark Harmon character, Leroy Jethro Gibbs, and this character really remains the linchpin of the NCIS universe, and he's, of course, a global fan favorite. I'd also say Matlock, which stars Kathy Bates and reimagines this classic IP in a really clever and unexpected way. I honestly can't wait for audiences to see these shows. And, of course, our incredible sports slate, which is so critical to our success in broadcast and in streaming. Chris, you wanna go?
Sure. Absolutely. Thanks, George. You know, there's definitely lots of series that I'm excited for, but two in particular that are shining examples of how we take a hit series, we partner with world-class creatives and turn them into a global hit franchise. Now, the first is the espionage thriller, The Department, for Showtime, which is based on the critically acclaimed French series, The Bureau. Now, we worked really hard to secure this series in a very competitive environment, and that success was based on us being able to successfully lock it up, was based on our global, expansive view for what the show really could be, our track record, and the creative powerhouse trio that we brought in of George Clooney, Jez Butterworth, and David Glasser to bring this series to life.
Now, production starts in just a few weeks, and it features an all-star cast, which you'll be reading about shortly. And the second series that I'm equally excited about is our partnership with visionary director Guy Ritchie, to create The Donovans, also for Showtime, which is loosely based on another hit series, Ray Donovan. Now, The Donovans brings Guy Ritchie back to his gritty, high-stakes crime mob days, and it centers around London's premier family of elite fixers, who are navigating a generational power struggle as they handle some of the world's most influential and famous clients, while fending off against some of the most dangerous organized crime families. It's sure to be a real thriller. Now, the series will premiere at the top of 2025. How about you, Brian?
Well, at Paramount Pictures, Chris, we are really bullish on our upcoming slate, which reflects the fruits of our labor when it comes to building out our franchises. Starting with A Quiet Place: Day One, which opens at the end of this month, and then the first animated Transformers film in nearly 40 years, Transformers One, starring Chris Hemsworth as the voice of Optimus Prime, along with Scarlett Johansson. And then we have another installment of Smile, which was the biggest horror original horror film of 2022, and then the highly anticipated sequel to the Oscar-winning blockbuster, Gladiator, with Ridley Scott returning to the director's chair and starring Paul Mescal, Pedro Pascal, Joseph Quinn, Connie Nielsen, and the incredible Denzel Washington. So that's a little taste of what we have coming from Paramount Pictures.
Listen, let me just conclude the meeting today by reiterating how excited we are for the opportunity to lead Paramount. We believe we have the vision, the experience, and a plan to unlock significant value over time. So thank you. Conference is now concluded. Thank you for attending today's presentation. You may now disconnect.