8-K Reports
Paramount Skydance Corp
CIK

2041610

Accepted

Jan 14, 2026, 09:57 PM

Accession

0002041610-26-000003

5.02 Departure/Election of Directors or Officers
9.01 Financial Statements and Exhibits
Items (2)

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 13, 2026, the Board of Directors (“ Board”) of Paramount Skydance Corporation (the “ Company”) appointed Dennis Cinelli as the Company’s Chief Financial Officer (“ CFO”), effective as of January 15, 2026 (the “ Commencement Date”). Effective as of January 13, 2026, Mr. Cinelli resigned as a member of our Board and Audit Committee, and the Board appointed Andrew Campion to serve as a new director of the Board and on the Audit Committee. CFO Appointment Mr. Cinelli, age 42, has served as a member of the Board since September 2025 and as Chief Financial Officer of Scale AI, Inc., a private technology company, since June 2022. From 2016 to June 2022, Mr. Cinelli held senior leadership roles at Uber Technologies, Inc., including Vice President of Global Strategic Finance and, most recently, Vice President & Head of Mobility for the U. S. & Canada. Prior to that, Mr. Cinelli served as Chief Financial Officer for GE Ventures, General Electric’s corporate venture capital arm, and held various finance leadership roles across General Electric’s portfolio. In connection with his appointment as CFO, the Company has entered into an employment letter agreement with Mr. Cinelli (the “ Letter Agreement”), which provides for a five-year employment term beginning on the Commencement Date. Pursuant to the Letter Agreement, Mr. Cinelli is entitled to (i) an annual base salary of no less than $2,625,000 and (ii) an annual bonus (the “ Bonus”) targeted at $1,125,000. In addition, pursuant to the Letter Agreement, on or as soon as practicable after the Commencement Date, Mr. Cinelli will be granted an award of restricted stock units under the Paramount Skydance Corporation 2025 Incentive Award Plan (the “2025 Plan”) covering 3,750,000 shares of the Company’s Class B Common Stock (“ Sign-on RSUs”). The Sign-on RSUs will vest in equal quarterly installments over a five-year period, subject to Mr. Cinelli’s continued employment with the Company through the applicable vesting date, and will vest in full upon a “change in control” of the Company (as defined in the 2025 Plan). Mr. Cinelli will also receive a special one-time signing bonus of $500,000, which is subject to repayment in full if his employment is terminated prior to the first anniversary of the Commencement Date for any reason other than by the Company without “cause” or by Mr. Cinelli for “good reason” (each as defined in the Letter Agreement). In addition, Mr. Cinelli is eligible to receive reimbursement for up to $500,000 in out-of-pocket costs incurred by him in connection with his relocation to the greater Los Angeles, California metropolitan area. Pursuant to the Letter Agreement, a pro-rata portion of Mr. Cinelli’s previously disclosed Pro-Rated Annual Award (as defined in the Company’s Non-Employee Director Compensation Program) will vest on the Commencement Date based on the number of days he served on the Board. The Letter Agreement also provides that, if Mr. Cinelli’s employment is terminated by the Company without cause or by Mr. Cinelli for good reason (each, a “qualifying termination”), then, subject to his timely execution and non-revocation of a release of claims and continued compliance with applicable restrictive covenants, he will be entitled to receive: • an amount in cash equal to two times the sum of his then-current base salary and target Bonus, payable in substantially equal installments in accordance with the Company’s regular payroll practices for twenty-four months following the date of termination;

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description of Exhibit 10.1 Employment Agreement, dated as of January 1 4, 2026, by and among Paramount Skydance Corporation, Paramount Global and Dennis Cinelli. 99.1 Press release of Paramount Skydance Corporation, dated January 14, 2026. ────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PARAMOUNT SKYDANCE CORPORATION By: /s/ Stephanie Kyoko McKinnon Name: Stephanie Kyoko McKinnon Title: General Counsel and Secretary Date: January 14, 2026