X0306 4 2018-08-17 0 0001437107 Discovery, Inc. DISCA 0000937797 MALONE JOHN C ONE DISCOVERY PLACE SILVER SPRING MD 20910 1 0 1 0 Series C Common Stock 2018-08-17 4 J 1 182600 D 11584997 D Series C Common Stock 2018-08-17 4 J 1 20982 D 11564015 D Series C Common Stock 2018-08-20 4 J 1 183898 D 11380117 D Series C Common Stock 2018-08-20 4 J 1 21132 D 11358985 D Series C Common Stock 557000 I By Trust Series C Common Stock 1316424 I By Spouse Forward sale contract (obligation to sell) 2018-08-17 4 J 1 1 0.00 D Series C Common Stock 4400000 1 D Forward sale contract (obligation to sell) 2018-08-17 4 J 1 1 0.00 D Series C Common Stock 505600 1 D Forward sale contract (obligation to sell) 2018-08-20 4 J 1 1 0.00 D Series C Common Stock 4180000 1 D Forward sale contract (obligation to sell) 2018-08-20 4 J 1 1 0.00 D Series C Common Stock 480320 1 D On August 17, 2018, the first component of the amended forward (as defined and described below) matured. The Reporting Person elected to physically settle the amended forward, as further described in the Remarks section. The settlement price for the first component was above the amended forward cap price; therefore, the Reporting Person delivered 182,600 shares of the Issuer's Series C common stock ("DISCK") to the counterparty (as defined below) and retained 37,400 shares of DISCK. On August 17, 2018, the first component of the 2017 forward (as defined and described below) matured. The Reporting Person elected to physically settle the 2017 forward, as further described in the Remarks section. The settlement price for the first component was above the 2017 forward cap price; therefore, the Reporting Person delivered 20,982 shares of DISCK to the counterparty and retained 4,298 shares of DISCK. On August 20, 2018, the second component of the amended forward matured. The Reporting Person elected to physically settle the amended forward, as further described in the Remarks section. The settlement price for the second component was above the amended forward cap price; therefore, the Reporting Person delivered 183,898 shares of DISCK to the counterparty and retained 36,102 shares of DISCK. On August 20, 2018, the second component of the 2017 forward matured. The Reporting Person elected to physically settle the 2017 forward, as further described in the Remarks section. The settlement price for the second component was above the 2017 forward cap price; therefore, the Reporting Person delivered 21,132 shares of DISCK to the counterparty and retained 4,148 shares of DISCK. The reporting person is the sole trustee of, and with his spouse, retains a unitrust interest in the trust. The reporting person disclaims beneficial ownership of the shares owned by his spouse. On July 20, 2012, the reporting person entered into a long-dated post-paid variable forward sale contract (the "2012 forward") with an unaffiliated counterparty (the "counterparty") relating to a maximum of 2,200,000 shares of DISCK, divided into 20 components. On August 6, 2014, the Issuer completed a 2-for-1 stock split in the form of a share dividend, and as a result, the 2012 forward was automatically adjusted to relate to 4,400,000 shares of DISCK. On August 15, 2017, the reporting person and the counterparty entered into an amendment and restatement to the 2012 forward (the "amended forward") relating to a maximum of 4,400,000 shares of DISCK, divided into 20 components each relating to 220,000 shares (each, the "Number of Shares"). The amended forward floor price and the amended forward cap price were determined based on a reference price for shares of DISCK as of August 15, 2017. The amended forward may be settled on a physical settlement or cash settlement basis. The amended forward is divided into 20 components, each with respect to 220,000 shares of DISCK. The components mature on sequential trading days over the period beginning on August 17, 2018 and ending on September 14, 2018. On August 15, 2017, the reporting person entered into a post-paid variable forward sale contract (the "2017 forward") with the counterparty relating to a maximum of 505,600 shares of DISCK, divided into 20 components. Each component relates to 25,280 shares (each, the "Number of Shares"). The forward floor price and the forward cap price were determined based on a reference price for shares of DISCK as of August 15, 2017. The 2017 forward may be settled on a physical settlement or cash settlement basis. The 2017 forward is divided into 20 components, each with respect to 25,280 shares of DISCK. The components mature on sequential trading days over the period beginning on August 17, 2018 and ending on September 14, 2018. The reporting person elected to physically settle the amended forward and the 2017 forward. Therefore, the reporting person will receive an amount in cash from the counterparty determined pursuant to the terms of the amended forward or the 2017 forward, respectively, and the number of shares to be delivered by the reporting person on the settlement date for each component of such contract is as follows: (i) if the closing price of DISCK on the maturity date for that component (each, the "settlement price") is less than or equal to the forward floor price, the reporting person will deliver the applicable Number of Shares; (ii) if the settlement price is greater than the forward floor price and less than or equal to the forward cap price, the reporting person will deliver a number of shares that permits him to retain the appreciation in the shares above the forward floor price; and (iii) if the settlement price is greater than the forward cap price, the reporting person will deliver a number of shares that permits him to retain the appreciation in the shares up to but not above the forward cap price. The trading symbols for the Issuer's Series A, Series B and Series C common stock are, respectively, DISCA, DISCB and DISCK. Stephanie D. Marks, by power of attorney 2018-08-21