A U.S. Senate Judiciary subcommittee hearing on the proposed $83 billion merger between Netflix and Warner Bros. Discovery exposed bipartisan skepticism Tuesday, with senators from both parties questioning the deal’s competitive impact, labor consequences, and political context — and not one of them offering unqualified support for the transaction.
“One might say that Netflix seeks to become the one platform to rule them all,” said U.S. Sen. Mike Lee (R-UT), chairman of the U.S. Senate Judiciary antitrust subcommittee.
The subcommittee convened Feb. 3 to examine the proposed Netflix–Warner Bros. Discovery merger, hearing testimony from Netflix Co-CEO Ted Sarandos and Warner Bros. Discovery Chief Revenue and Strategy Officer Bruce Campbell.
While the Senate cannot prohibit the deal, senators from across the ideological spectrum nonetheless raised concerns on how the transaction would impact consumers, workers, and competition. Taken together, the questions painted a daunting regulatory outlook for the deal.
Lee opened the hearing with a detailed antitrust framework that previewed what several observers described as a prosecutorial roadmap.
For instance, Lee outlined horizontal concerns (direct streaming competition between Netflix and HBO Max); vertical foreclosure risks (Netflix’s ability to withhold Warner Bros. content, manipulate licensing fees, and favor its own content through recommendation algorithms); monopsony/labor market harms (reduced competition for writers, directors, actors, and production professionals); and downstream harms to movie theaters.
“The merger raises potential horizontal antitrust concerns. Netflix and HBO Max both offer subscription-based streaming video services and compete directly for subscribers seeking premium content,” said Lee. “Consolidating two major employers within the same market inevitably has an impact on and can significantly weaken competition for that labor.”
He also pressed Sarandos on the distinction between YouTube and Netflix, noting that YouTube is generally free, doesn’t require login credentials, and doesn’t produce the same type of content.
“A combined Netflix and Warner Brothers will strengthen the American entertainment industry, preserve choice and value for consumers, and create opportunities for creators,” Sarandos assured lawmakers.
Among his core arguments for the deal, Sarandos said that Netflix and Warner Bros. have complementary, not duplicative, assets; the combined entity would represent only 10 percent of U.S. TV viewing time; YouTube, not HBO Max, is Netflix’s primary competitor; the deal would preserve the five major studios and maintain 45-day theatrical windows; Netflix has a $20 billion annual content spend commitment and is investing $1 billion in a New Jersey production facility; and Netflix is a one-click cancel service, meaning it cannot abuse market power without losing subscribers.
During questioning, Sarandos also committed under oath to hire union labor for domestic production and 45-day theatrical windows, but hedged on residual payments, and said there would be no post-merger contractual obligation to license Warner Bros. content to rivals.
“We plan to operate those businesses largely as they are today,” said Sarandos. “We will … keep growing the American entertainment industry.”
Subcommittee Ranking Member Cory Booker (D-NJ) critiqued the merger within a broader political and ethical context, and he pressed Sarandos on his Nov. 24, 2025 meeting with President Donald Trump, the president’s subsequent stock purchases, and what Booker characterized as a troubling pattern of political influence surrounding the transaction.
“President Trump is using government power to reward allies, punish perceived enemies, and enable private enrichment at rates we have not seen before,” Booker said. “Days after the Netflix Warner Brothers deal was announced, President Trump purchased $2 million in stocks and bonds in both Netflix and Warner Brothers. I think it’s outrageous.”
Sarandos acknowledged meeting with Trump but testified that it was a general discussion about the entertainment industry rather than the merger specifically.
“In my experience, the president is interested in protecting and creating American jobs,” Sarandos said.
Booker then asked whether it was appropriate for the president to buy stock in a company undergoing a merger review he says he’ll be involved in. Sarandos initially said he couldn’t comment on the president’s personal finances, but when Booker pushed, Sarandos said: “I don’t think anyone with inside information should be trading in stock.”
At the same time, Campbell described Trump’s direct involvement in the proposed deal as “unusual.”
As corporate power grows and consolidation continues, Booker added, “those who make decisions don’t even hide their corruption anymore.”
Questions, concerns
U.S. Sen. Chuck Grassley (R-IA), chairman of the full U.S. Senate Judiciary Committee, cautioned during his opening comments that merger review should not be weaponized to prevent companies from pursuing lawful transactions.
“This proposed merger could affect prices and choices. Congress enacted the antitrust laws to protect competition and consumers,” Grassley said. “The Department of Justice and the Federal Trade Commission must apply those laws using a neutral, evidence-based approach.”
Republican senators Josh Hawley (R-MO), Ted Cruz (R-TX), Eric Schmitt (R-MO), and Ashley Moody (R-FL) focused questions on Netflix’s content practices, perceived ideological posture, and commitments to American workers.
Hawley got Sarandos to make a sworn commitment to maintain a 45-day theatrical release window for certain films, though he was unable to secure a clear pledge on residual payments for creative talent — the ongoing compensation structure for creative labor that is a central concern for entertainment unions.
The Teamsters and other unions have already entered statements into the record expressing fears about residual compression.
“My concern is that you don’t share my values or those of many other American parents, and you want the United States government to allow you to become one of the largest, if not the largest, streaming monopolist in the world,” Hawley told the executives.
In addition to Booker, Democratic senators Adam Schiff (D-CA), Peter Welch (D-VT), and Amy Klobuchar (D-MN) pressed the witnesses on potential job losses, offshoring of production, higher consumer prices, and the impact of further consolidation on writers, actors, and directors.
“Ultimately, after careful evaluation of the competing offers, our board unanimously determined that Netflix’s offer was and remains the best opportunity for our company,” Campbell testified. “This vertical merger permits Netflix to expand its nascent movie and television production capabilities with the addition of the Warner Bros. studio assets. Yes, we’re profitable today, but I think there’s an even better business with Netflix.”
A central point of contention throughout the hearing was Sarandos’s defense that Netflix’s primary competitor is YouTube and that Netflix accounts for only 9 percent to 10 percent of total television viewing time.
Chairman Lee repeatedly challenged that argument, drawing distinctions between free, user-generated content and paid, premium subscription streaming.
For example, Lee pressed Sarandos on whether YouTube requires a paid subscription (generally no); whether it requires login credentials (generally no); whether it produces full-length feature films written by screenwriters and produced by studios (generally no); and whether its content involves the Screenwriters Guild.
“When we talk about competing for the moment of choice — competing for the viewer’s attention, competing for the ad dollars, competing for the subscription dollars — it is all the same pool of content and all the same pool of viewers,” said Sarandos.
However, Lee suggested that conflating the two risked obscuring the merger’s true competitive effects in the market regulators are likely to examine.
The hearing also highlighted scrutiny beyond the Netflix–Warner Bros. deal itself.
Booker said that Paramount Skydance CEO David Ellison declined an invitation to testify regarding his company’s separate $108 billion hostile bid.