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| CIK | 1744489 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to The Walt Disney Company
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
| May 21, 2026 |
Conflict Minerals Report For Calendar Year 2025 Exhibit 1.01 Conflict Minerals Report For Calendar Year 2025 This is The Walt Disney Company’s 2025 (January 1 to December 31, 2025) Conflict Minerals Report (“CMR”) pursuant to Rule 13p-1 of the Securities Exchange Act of 1934, as amended (the “Conflict Minerals Rule”). Background The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operat |
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| May 21, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT (Exact name of the registrant as specified in its charter) Incorporated in Delaware 001-38842 83-0940635 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 500 South Buena Vista Street, Burbank, California 91521 (Add |
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| May 6, 2026 |
CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended March 28, 2026 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Hugh F. |
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| May 6, 2026 |
Exhibit 10.7 THE WALT DISNEY COMPANY Schedule of Provisions for Performance-Based Restricted Stock Unit Award Pursuant to the Amended and Restated 2011 Stock Incentive Plan AWARD AGREEMENT, dated as of [Date] between The Walt Disney Company, a Delaware corporation (“Disney”), and [Participant Name] (the “Participant”). This Award is granted on [Grant Date] (the “Date of Grant”) by the Compensation |
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| May 6, 2026 |
RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 31(b) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Hugh F. |
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| May 6, 2026 |
List of Guarantor Subsidiaries Exhibit 22 List of Guarantor Subsidiaries TWDC Enterprises 18 Corp (Legacy Disney) is a subsidiary of The Walt Disney Company (TWDC) and, as of March 28, 2026, a guarantor of TWDC’s registered debt securities. |
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| May 6, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 28, 2026 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-38842 Delaware 83-0940635 |
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| May 6, 2026 |
Exhibit 99.1 May 6, 2026 To Our Shareholders and the Broader Investment Community, At an important moment of change for Disney, we remain focused on executing our long-term growth strategy. Our creative and operational momentum drove strong quarterly results, and we continue to expect growth to accelerate in the second half of the fiscal year. We are strengthening streaming through continued inves |
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| May 6, 2026 |
RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 31(a) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Josh D'Amaro, Chief Executive Officer of The Walt Disney Company (the “Company”), certify that: 1. |
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| May 6, 2026 |
CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended March 28, 2026 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Josh D'Amaro, Chief Executive Officer of the Company, certify, pursuant to 18 U. |
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| May 6, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 6, 2026 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IRS Emp |
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| May 6, 2026 |
THE WALT DISNEY COMPANY Non-Qualified Stock Option Award Agreement Exhibit 10.5 THE WALT DISNEY COMPANY Non-Qualified Stock Option Award Agreement This AWARD AGREEMENT (the “Agreement”) is between you, [Participant Name], and The Walt Disney Company (“Disney”), in connection with the Non-Qualified Stock Option Award (the “Option”) granted to you on [Grant Date] (the “Date of Grant”), by the Compensation Committee of the Board of Directors of Disney pursuant to th |
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| May 6, 2026 |
Exhibit 10.6 THE WALT DISNEY COMPANY Schedule of Provisions for Certain Time-Vested Restricted Stock Unit Awards Pursuant to the Amended and Restated 2011 Stock Incentive Plan AWARD AGREEMENT, dated as of [Date] between The Walt Disney Company, a Delaware corporation (“Disney”), and [Participant Name] (the “Participant”). This Award is granted on [Grant Date] (the “Date of Grant”) by the Compensat |
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| March 20, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 18, 2026 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IRS |
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| March 5, 2026 |
F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Sta |
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| March 3, 2026 |
EX-10.2 Exhibit 10.2 EXECUTION VERSION FIVE-YEAR CREDIT AGREEMENT dated as of February 27, 2026, among THE WALT DISNEY COMPANY, as Borrower, TWDC ENTERPRISES 18 CORP., as Guarantor (prior to the Guaranty Release Date), the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Designated Agent JPMORGAN CHASE BANK, N.A. and CITIBANK, N.A., as Co-Administrative Agents JPMORGAN CHASE BANK, N.A., CITI |
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| March 3, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 27, 2026 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction of incorporation) (Commissi |
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| March 3, 2026 |
EX-10.1 Exhibit 10.1 EXECUTION VERSION 364-DAY CREDIT AGREEMENT dated as of February 27, 2026, among THE WALT DISNEY COMPANY, as Borrower, TWDC ENTERPRISES 18 CORP., as Guarantor (prior to the Guaranty Release Date), the LENDERS party hereto and CITIBANK, N.A., as Designated Agent CITIBANK, N.A. and JPMORGAN CHASE BANK, N.A., as Co-Administrative Agents CITIBANK, N.A., JPMORGAN CHASE BANK, N.A., B |
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| March 3, 2026 |
[Remainder of page intentionally left blank] EX-10.3 Exhibit 10.3 EXECUTION VERSION FIRST AMENDMENT, dated as of February 27, 2026 (this “Amendment”), among THE WALT DISNEY COMPANY, a Delaware corporation (the “Borrower”), TWDC ENTERPRISES 18 CORP., a Delaware corporation (the “Guarantor”) (prior to the Guaranty Release Date), the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as designated agent (in such capacity, the “Designated Agent |
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| February 24, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 20, 2026 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (I |
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| February 24, 2026 |
KRISTINA SCHAKE TO DEPART AS CHIEF COMMUNICATIONS OFFICER OF THE WALT DISNEY COMPANY Exhibit 99.1 KRISTINA SCHAKE TO DEPART AS CHIEF COMMUNICATIONS OFFICER OF THE WALT DISNEY COMPANY BURBANK, Calif., February 24, 2026 — The Walt Disney Company (NYSE: DIS) today announced that Kristina Schake, Senior Executive Vice President and Chief Communications Officer, will depart the company after March 18, 2026, coinciding with the end of Bob Iger’s tenure as Chief Executive Officer. Schake |
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| February 12, 2026 |
Calculation of Filing Fee Tables S-3 Walt Disney Co Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Debt Floating Rate Notes due 2029 457(r) 500,000,000 $ 1. |
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| February 12, 2026 |
THE WALT DISNEY COMPANY OFFICER’S CERTIFICATE ESTABLISHING THE 3.750% NOTES DUE 2029 EX-4.3 Exhibit 4.3 THE WALT DISNEY COMPANY OFFICER’S CERTIFICATE ESTABLISHING THE 3.750% NOTES DUE 2029 Dated: February 12, 2026 Pursuant to Sections 2.1 and 2.3(a) of the Indenture, dated as of March 20, 2019 (the “Indenture”), among The Walt Disney Company, a Delaware corporation (the “Company”), TWDC Enterprises 18 Corp., a Delaware corporation, as guarantor (the “Guarantor”), and Citibank, N.A |
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| February 12, 2026 |
THE WALT DISNEY COMPANY OFFICER’S CERTIFICATE ESTABLISHING THE FLOATING RATE NOTES DUE 2029 EX-4.2 Exhibit 4.2 THE WALT DISNEY COMPANY OFFICER’S CERTIFICATE ESTABLISHING THE FLOATING RATE NOTES DUE 2029 Dated: February 12, 2026 Pursuant to Sections 2.1 and 2.3(a) of the Indenture, dated as of March 20, 2019 (the “Indenture”), among The Walt Disney Company, a Delaware corporation (the “Company”), TWDC Enterprises 18 Corp., a Delaware corporation, as guarantor (the “Guarantor”), and Citiba |
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| February 12, 2026 |
424B2 Table of Contents Filed pursuant to Rule 424(b)(2) Registration No. 333-289917 333-289917-01 PROSPECTUS SUPPLEMENT (To Prospectus dated August 28, 2025) $4,000,000,000 $500,000,000 Floating Rate Notes due 2029 $1,000,000,000 3.750% Notes due 2029 $1,500,000,000 4.000% Notes due 2031 $1,000,000,000 4.625% Notes due 2036 Guaranteed by TWDC Enterprises 18 Corp. The Walt Disney Company (“Disney, |
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| February 12, 2026 |
EX-1.1 Exhibit 1.1 Execution Version $4,000,000,000 THE WALT DISNEY COMPANY $500,000,000 Floating Rate Notes due 2029 $1,000,000,000 3.750% Notes due 2029 $1,500,000,000 4.000% Notes due 2031 $1,000,000,000 4.625% Notes due 2036 Underwriting Agreement February 10, 2026 Citigroup Global Markets Inc. J.P. Morgan Securities LLC As Representatives of the several Underwriters listed in Schedule 1 heret |
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| February 12, 2026 |
THE WALT DISNEY COMPANY OFFICER’S CERTIFICATE ESTABLISHING THE 4.625% NOTES DUE 2036 EX-4.5 Exhibit 4.5 THE WALT DISNEY COMPANY OFFICER’S CERTIFICATE ESTABLISHING THE 4.625% NOTES DUE 2036 Dated: February 12, 2026 Pursuant to Sections 2.1 and 2.3(a) of the Indenture, dated as of March 20, 2019 (the “Indenture”), among The Walt Disney Company, a Delaware corporation (the “Company”), TWDC Enterprises 18 Corp., a Delaware corporation, as guarantor (the “Guarantor”), and Citibank, N.A |
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| February 12, 2026 |
424B2 Table of Contents Filed pursuant to Rule 424(b)(2) Registration No. 333-289917 333-289917-01 PROSPECTUS SUPPLEMENT (To Prospectus dated August 28, 2025) $4,000,000,000 $500,000,000 Floating Rate Notes due 2029 $1,000,000,000 3.750% Notes due 2029 $1,500,000,000 4.000% Notes due 2031 $1,000,000,000 4.625% Notes due 2036 Guaranteed by TWDC Enterprises 18 Corp. The Walt Disney Company (“Disney, |
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| February 12, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2026 THE WALT DISNEY COMPANY (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction of incorporation) (Commissi |
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| February 12, 2026 |
Calculation of Filing Fee Tables S-3 Walt Disney Co Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Debt Floating Rate Notes due 2029 457(r) 500,000,000 $ 1. |
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| February 12, 2026 |
THE WALT DISNEY COMPANY OFFICER’S CERTIFICATE ESTABLISHING THE 4.000% NOTES DUE 2031 EX-4.4 Exhibit 4.4 THE WALT DISNEY COMPANY OFFICER’S CERTIFICATE ESTABLISHING THE 4.000% NOTES DUE 2031 Dated: February 12, 2026 Pursuant to Sections 2.1 and 2.3(a) of the Indenture, dated as of March 20, 2019 (the “Indenture”), among The Walt Disney Company, a Delaware corporation (the “Company”), TWDC Enterprises 18 Corp., a Delaware corporation, as guarantor (the “Guarantor”), and Citibank, N.A |
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| February 10, 2026 |
FWP Filed pursuant to Rule 433 Free Writing Prospectus dated February 10, 2026 Registration Statement No. |
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| February 10, 2026 |
SUBJECT TO COMPLETION, DATED FEBRUARY 10, 2026 424B5 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-289917 333-289917-01 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not offers to sell the securities and they are not soliciting an offer to buy the securities in any jurisdiction where the offer or |
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| February 3, 2026 |
Disney Executive Severance Pay Plan Effective February 2, 2026 Exhibit 10.4 Disney Executive Severance Pay Plan Effective February 2, 2026 Table of Contents Page SECTION 1. – INTRODUCTION 1 SECTION 2. – DEFINITIONS AND INTERPRETATIONS 1 SECTION 3. – ELIGIBILITY FOR BENEFITS 3 SECTION 4. – BENEFITS UNDER THE PLAN 4 SECTION 5. – TIME AND FORM OF PAYMENTS 7 SECTION 6. – AMENDMENT AND TERMINATION 7 SECTION 7. – MISCELLANEOUS PROVISIONS 8 SECTION 8. – ADDITIONAL I |
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| February 3, 2026 |
Exhibit 10.3 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT, dated as of February 2, 2026, by and between The Walt Disney Company, a Delaware corporation (the “Company”), and Dana Walden (“Executive”). W I T N E S S E T H: WHEREAS, the Company and Executive wish to enter into an agreement (this “Agreement”) to provide for Executive’s service to the Company; NOW, THEREFORE, in consideration of the mutua |
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| February 3, 2026 |
Third Amendment to Employment Agreement dated as of November 20, 2022 Exhibit 10.1 February 2, 2026 Mr. Robert A. Iger Chief Executive Officer The Walt Disney Company 500 S. Buena Vista Avenue Burbank, CA 91521 Third Amendment to Employment Agreement dated as of November 20, 2022 This letter amends your Employment Agreement with The Walt Disney Company (the “Company”), dated November 20, 2022 (as amended, the “Agreement”), to provide that, from and after March 18, 2 |
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| February 3, 2026 |
Clawback Policy Acknowledgment Exhibit 10.2 Dear Josh, On behalf of The Walt Disney Company (the “Company”), this letter confirms our offer of employment for the position of Chief Executive Officer (the “Offer Letter”). Commencing on March 18, 2026, you shall serve as Chief Executive Officer of the Company and in such other positions with the Company and its subsidiaries consistent with your position as the Board of Directors o |
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| February 3, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 2, 2026 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IR |
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| February 3, 2026 |
Exhibit 99.1 Josh D’Amaro Named Next Chief Executive Officer of The Walt Disney Company Dana Walden To Become President and Chief Creative Officer of The Walt Disney Company BURBANK, Calif., February 3, 2026—The Walt Disney Company (NYSE: DIS) Board of Directors announced today that, in a unanimous vote held on Monday, it elected Disney Experiences Chairman Josh D’Amaro to become Chief Executive O |
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| February 2, 2026 |
RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 31(a) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Robert A. |
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| February 2, 2026 |
List of Guarantor Subsidiaries Exhibit 22 List of Guarantor Subsidiaries TWDC Enterprises 18 Corp (Legacy Disney) is a subsidiary of The Walt Disney Company (TWDC) and, as of December 27, 2025, a guarantor of TWDC’s registered debt securities. |
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| February 2, 2026 |
Exhibit 10.5 3THE WALT DISNEY COMPANY Schedule of Provisions for Certain Time-Vested Restricted Stock Unit Awards Pursuant to the 2011 Stock Incentive Plan AWARD AGREEMENT, dated as of Date between The Walt Disney Company, a Delaware corporation (“Disney”), and Participant Name (the “Participant”). This Award is granted on Grant Date (the “Date of Grant”) by the Compensation Committee of the Disne |
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| February 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 27, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-38842 Delaware 83-0940 |
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| February 2, 2026 |
CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended December 27, 2025 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Hugh F. |
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| February 2, 2026 |
THE WALT DISNEY COMPANY REPORTS FIRST QUARTER EARNINGS FOR FISCAL 2026 FOR IMMEDIATE RELEASE Exhibit 99.1 February 2, 2026 THE WALT DISNEY COMPANY REPORTS FIRST QUARTER EARNINGS FOR FISCAL 2026 BURBANK, Calif. – The Walt Disney Company today reported earnings for its first quarter ended December 27, 2025. Financial Results for the Quarter: •Revenues increased 5% for the quarter to $26.0 billion from $24.7 billion in Q1 fiscal 2025. •Income before income taxes for Q1 |
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| February 2, 2026 |
RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 31(b) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Hugh F. |
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| February 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 2, 2026 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IR |
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| February 2, 2026 |
THE WALT DISNEY COMPANY Non-Qualified Stock Option Award Agreement Exhibit 10.4 THE WALT DISNEY COMPANY Non-Qualified Stock Option Award Agreement This AWARD AGREEMENT (the “Agreement”) is between you, Participant Name, and The Walt Disney Company (“Disney”), in connection with the Non-Qualified Stock Option Award (the “Option”) granted to you on Grant Date, by the Compensation Committee of the Board of Directors of Disney pursuant to the terms of the 2011 Stock |
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| February 2, 2026 |
Exhibit 10.6 THE WALT DISNEY COMPANY Schedule of Provisions for Performance-Based Restricted Stock Unit Award Pursuant to the 2011 Stock Incentive Plan AWARD AGREEMENT, dated as of Date between The Walt Disney Company, a Delaware corporation (“Disney”), and Participant Name (the “Participant”). This Award is granted on Grant Date (the “Date of Grant”) by the Compensation Committee of the Disney Bo |
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| February 2, 2026 |
CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended December 27, 2025 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Robert A. |
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| January 22, 2026 |
F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Sta |
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| January 22, 2026 |
FISCAL YEAR 2025 ANNUAL FINANCIAL REPORTUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| January 22, 2026 |
F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Sta |
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| December 9, 2025 |
Jeff Williams Nominated to The Walt Disney Company Board of Directors Exhibit 99.1 Jeff Williams Nominated to The Walt Disney Company Board of Directors BURBANK, Calif., December 9, 2025 – The Walt Disney Company (NYSE: DIS) Board of Directors has nominated former Apple Inc. executive Jeff Williams to stand for election as a new independent director at the company’s 2026 annual meeting of shareholders. The total size of the board will be expanded to 11, effective as |
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| December 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 9, 2025 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IR |
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| November 13, 2025 |
Equity Award Grants and Equity Issuances Exhibit 99.1 Equity Award Grants and Equity Issuances Dates of Issuances of Options: 12/17/2019 3/10/2020 6/22/2020 10/1/2020 12/17/2020 3/8/2021 6/22/2021 9/27/2021 12/14/2021 3/8/2022 6/27/2022 9/28/2022 11/29/2022 12/15/2022 3/7/2023 7/17/2023 9/28/2023 11/27/2023 12/15/2023 3/8/2024 7/15/2024 9/23/2024 Total Options Issued on such Dates: 5,822,907 Dates of Issuances of RSUs*: 12/17/2019 3/10/2 |
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| November 13, 2025 |
THE WALT DISNEY COMPANY REPORTS FOURTH QUARTER AND FULL YEAR EARNINGS FOR FISCAL 2025 FOR IMMEDIATE RELEASE Exhibit 99.1 November 13, 2025 THE WALT DISNEY COMPANY REPORTS FOURTH QUARTER AND FULL YEAR EARNINGS FOR FISCAL 2025 BURBANK, Calif. – The Walt Disney Company today reported earnings for its fourth quarter and full year ended September 27, 2025. Financial Results for the Quarter and Full Year: •Revenues in Q4 of $22.5 billion were comparable to Q4 fiscal 2024, and increased 3 |
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| November 13, 2025 |
CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of The Walt Disney Company (the “Company”) on Form 10-K for the fiscal year ended September 27, 2025 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Robert A. |
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| November 13, 2025 |
CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of The Walt Disney Company (the “Company”) on Form 10-K for the fiscal year ended September 27, 2025 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Hugh F. |
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| November 13, 2025 |
RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 31(b) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Hugh F. |
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| November 13, 2025 |
List of Guarantor Subsidiaries Exhibit 22 List of Guarantor Subsidiaries TWDC Enterprises 18 Corp (Legacy Disney) is a subsidiary of The Walt Disney Company (TWDC) and, as of September 27, 2025, a guarantor of TWDC’s registered debt securities. |
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| November 13, 2025 |
RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 31(a) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Robert A. |
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| November 13, 2025 |
Exhibit 21 Name of Subsidiary Country of Incorporation ABC Cable Networks Group United States ABC Enterprises, Inc. |
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| November 13, 2025 |
Exhibit 10.30 AMENDMENT NO. 1 TO THE WALT DISNEY COMPANY VOLUNTARY NON-QUALIFIED DEFERRED COMPENSATION PLAN (EFFECTIVE SEPTEMBER 19, 2025) WHEREAS, The Walt Disney Company (the “Company”) sponsors The Walt Disney Company Voluntary Non-Qualified Deferred Compensation Plan, effective January 1, 2015 (the “Plan,” with capitalized terms used herein without definition having the respective meanings set |
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| November 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 27, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-38842 Delaware 83-0940635 Sta |
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| November 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 13, 2025 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (I |
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| November 12, 2025 |
THE WALT DISNEY COMPANY 500 South Buena Vista Street Burbank, California 91521 Exhibit 10.1 THE WALT DISNEY COMPANY 500 South Buena Vista Street Burbank, California 91521 As of November 10, 2025 Mr. Hugh F. Johnston Senior Executive Vice President and Chief Financial Officer The Walt Disney Company 500 South Buena Vista Street Burbank, California 91521 RE: Second Amendment to that certain Employment Agreement, dated as of December 4, 2023, by and between The Walt Disney Comp |
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| November 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 10, 2025 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (I |
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| November 7, 2025 |
DISNEY CORPORATE SERVICES CO., LLC 500 South Buena Vista Street Burbank, California 91521 Exhibit 10.1 DISNEY CORPORATE SERVICES CO., LLC 500 South Buena Vista Street Burbank, California 91521 As of November 4, 2025 Mr. Horacio E. Gutierrez Senior Executive Vice President, Chief Legal and Compliance Officer The Walt Disney Company 500 South Buena Vista Street Burbank, California 91521 RE: Fifth Amendment to that certain Employment Agreement, dated as of December 21, 2021, by and betwee |
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| November 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 4, 2025 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IR |
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| October 16, 2025 |
THE WALT DISNEY COMPANY 500 South Buena Vista Street Burbank, California 91521 Exhibit 10.1 THE WALT DISNEY COMPANY 500 South Buena Vista Street Burbank, California 91521 As of October 15, 2025 Ms. Kristina K. Schake c/o The Walt Disney Company 500 South Buena Vista Street Burbank, California 91521 RE: Third Amendment to that certain Employment Agreement, dated as of June 29, 2022, as amended, by and between The Walt Disney Company and Kristina K. Schake (the “Agreement”). D |
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| October 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 15, 2025 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IR |
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| October 1, 2025 |
THE WALT DISNEY COMPANY 500 South Buena Vista Street Burbank, California 91521 Exhibit 10.1 THE WALT DISNEY COMPANY 500 South Buena Vista Street Burbank, California 91521 As of September 27, 2025 Ms. Sonia L. Coleman c/o The Walt Disney Company 500 South Buena Vista Street Burbank, California 91521 RE: Second Amendment to that certain Employment Agreement, dated as of April 8, 2023, by and between The Walt Disney Company and Sonia Coleman (the “Agreement”). Dear Ms. Coleman: |
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| October 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 27, 2025 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) ( |
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| August 28, 2025 |
As filed with the Securities and Exchange Commission on August 28, 2025 S-3ASR Table of Contents As filed with the Securities and Exchange Commission on August 28, 2025 Registration No. |
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| August 28, 2025 |
Calculation of Filing Fee Tables S-3 Walt Disney Co Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Debt Debt Securities 457(r) 0. |
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| August 28, 2025 |
List of Guarantor Subsidiaries EX-22 Exhibit 22 List of Guarantor Subsidiaries TWDC Enterprises 18 Corp (“Legacy Disney”) is a subsidiary of The Walt Disney Company (“TWDC”) and, as of August 28, 2025, a guarantor of TWDC’s registered debt securities. |
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| August 28, 2025 |
EX-25.1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ Check if an application to determine eligibility of a Trustee pursuant to Section 305 (b)(2) CITIBANK, N.A. (Exact name of trustee as specified in its charter) A National Banking Associat |
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| August 6, 2025 |
Exhibit 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended June 28, 2025 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Robert A. |
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| August 6, 2025 |
Exhibit 31(a) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Robert A. |
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| August 6, 2025 |
THE WALT DISNEY COMPANY REPORTS THIRD QUARTER AND NINE MONTHS EARNINGS FOR FISCAL 2025 FOR IMMEDIATE RELEASE Exhibit 99.1 August 6, 2025 THE WALT DISNEY COMPANY REPORTS THIRD QUARTER AND NINE MONTHS EARNINGS FOR FISCAL 2025 BURBANK, Calif. – The Walt Disney Company today reported earnings for its third fiscal quarter ended June 28, 2025. Financial Results for the Quarter: •Revenues increased 2% for Q3 to $23.7 billion from $23.2 billion in Q3 fiscal 2024 •Income before income taxes |
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| August 6, 2025 |
List of Guarantor Subsidiaries Exhibit 22 List of Guarantor Subsidiaries TWDC Enterprises 18 Corp (Legacy Disney) is a subsidiary of The Walt Disney Company (TWDC) and, as of June 28, 2025, a guarantor of TWDC’s registered debt securities. |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-38842 Delaware 83-0940635 |
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| August 6, 2025 |
escription of Directors Compensation Exhibit 10.1 NON-MANAGEMENT DIRECTOR COMPENSATION Non-Management Directors: •Each Director will receive a Board retainer of $115,000 (prorated for partial periods of service), payable in quarterly installments in arrears. •Each Director will receive an annual Committee retainer of $10,000 (prorated for partial periods of service) for each Committee of which such Director is a member, payable in qu |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 6, 2025 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IRS |
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| August 6, 2025 |
Exhibit 31(b) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Hugh F. |
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| August 6, 2025 |
Exhibit 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended June 28, 2025 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Hugh F. |
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| June 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 9, 2025 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IRS Em |
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| June 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38842 A. Full title of the plan |
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| June 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38842 A. Full title of the plan |
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| May 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT (Exact name of the registrant as specified in its charter) Incorporated in Delaware 001-38842 83-0940635 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 500 South Buena Vista Street, Burbank, California 91521 (Add |
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| May 22, 2025 |
Conflict Minerals Report for Calendar Year 2024 Exhibit 1.01 Conflict Minerals Report For Calendar Year 2024 This is The Walt Disney Company’s 2024 (January 1 to December 31, 2024) Conflict Minerals Report (“CMR”) pursuant to Rule 13p-1 of the Securities Exchange Act of 1934, as amended (the “Conflict Minerals Rule”). Background The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operat |
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| May 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-38842 Delaware 83-0940635 |
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| May 7, 2025 |
Exhibit 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended March 29, 2025 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Robert A. |
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| May 7, 2025 |
List of Guarantor Subsidiaries Exhibit 22 List of Guarantor Subsidiaries TWDC Enterprises 18 Corp (Legacy Disney) is a subsidiary of The Walt Disney Company (TWDC) and, as of March 29, 2025, a guarantor of TWDC’s registered debt securities. |
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| May 7, 2025 |
Exhibit 31(b) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Hugh F. |
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| May 7, 2025 |
THE WALT DISNEY COMPANY REPORTS SECOND QUARTER AND SIX MONTHS EARNINGS FOR FISCAL 2025 FOR IMMEDIATE RELEASE Exhibit 99.1 May 7, 2025 THE WALT DISNEY COMPANY REPORTS SECOND QUARTER AND SIX MONTHS EARNINGS FOR FISCAL 2025 BURBANK, Calif. – The Walt Disney Company today reported earnings for its second fiscal quarter ended March 29, 2025. Financial Results for the Quarter: •Revenues increased 7% for Q2 to $23.6 billion from $22.1 billion in Q2 fiscal 2024 •Income before income taxes i |
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| May 7, 2025 |
Exhibit 31(a) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Robert A. |
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| May 7, 2025 |
Exhibit 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended March 29, 2025 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Hugh F. |
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| May 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 7, 2025 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IRS Emp |
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| March 27, 2025 |
As filed with the Securities and Exchange Commission on March 27, 2025 As filed with the Securities and Exchange Commission on March 27, 2025 Registration No. |
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| March 24, 2025 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 20, 2025 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IRS |
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| March 20, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) The Walt Disney Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Note # Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to Be Carried Forward Newly Registered Securities Fees to Be Paid 1 Equity Common Stock Other 1,095,790 $97. |
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| March 20, 2025 |
As filed with the Securities and Exchange Commission on March 20, 2025 As filed with the Securities and Exchange Commission on March 20, 2025 File No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT Under the Securities Act of 1933 THE WALT DISNEY COMPANY (Exact name of registrant as specified in this charter) Delaware 83-0940635 (State or other jurisdiction of incorporation or organization) (I.R.S. Employe |
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| March 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 4, 2025 |
Exhibit 10.1 EXECUTION VERSION 364-DAY CREDIT AGREEMENT dated as of February 28, 2025, among THE WALT DISNEY COMPANY, as Borrower, TWDC ENTERPRISES 18 CORP., as Guarantor (prior to the Guaranty Release Date), the LENDERS party hereto and CITIBANK, N.A., as Designated Agent CITIBANK, N.A. and JPMORGAN CHASE BANK, N.A., as Co-Administrative Agents CITIBANK, N.A., JPMORGAN CHASE BANK, N.A., BNP PARIB |
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| March 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 28, 2025 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction of incorporation) (Commissi |
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| February 25, 2025 |
Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of Registrant: The Walt Disney Co (DIS) Name of person relying on exemption: As You Sow® Address of persons relying on exemption: 11461 San Pablo Ave, Suite 400, El Cerrito, CA 94530 The attached written materials are submitted pursuant to Rule 14a-6(g)(1) promulgated under the Securities Exchange Act of 1934. |
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| February 21, 2025 |
United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 Name of the Registrant: The Walt Disney Company Name of persons relying on exemption: National Legal and Policy Center Address of persons relying on exemption: 107 Park Washington Court, Falls Church, VA 22046 Written materials are submitted pursuant to Rule 14a-6(g) (1) p |
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| February 21, 2025 |
United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 Name of the Registrant: The Walt Disney Company Name of persons relying on exemption: National Legal and Policy Center Address of persons relying on exemption: 107 Park Washington Court, Falls Church, VA 22046 Written materials are submitted pursuant to Rule 14a-6(g) (1) p |
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| February 5, 2025 |
Exhibit 31(b) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Hugh F. |
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| February 5, 2025 |
Exhibit 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended December 28, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Robert A. |
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| February 5, 2025 |
Exhibit 31(a) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Robert A. |
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| February 5, 2025 |
List of Guarantor Subsidiaries Exhibit 22 List of Guarantor Subsidiaries TWDC Enterprises 18 Corp (Legacy Disney) is a subsidiary of The Walt Disney Company (TWDC) and, as of December 28, 2024, a guarantor of TWDC’s registered debt securities. |
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| February 5, 2025 |
orm of Non-Qualified Stock Option Award Agreement Exhibit 10.1 THE WALT DISNEY COMPANY Non-Qualified Stock Option Award Agreement This AWARD AGREEMENT (the “Agreement”) is between you, Participant Name, and The Walt Disney Company (“Disney”), in connection with the Non-Qualified Stock Option Award (the “Option”) granted to you on Grant Date, by the Compensation Committee of the Board of Directors of Disney pursuant to the terms of the 2011 Stock |
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| February 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 5, 2025 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IR |
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| February 5, 2025 |
orm of Restricted Stock Unit Award Exhibit 10.2 THE WALT DISNEY COMPANY Schedule of Provisions for Certain Time-Vested Restricted Stock Unit Awards Pursuant to the 2011 Stock Incentive Plan AWARD AGREEMENT, dated as of Date between The Walt Disney Company, a Delaware corporation (“Disney”), and Participant Name (the “Participant”). This Award is granted on Grant Date (the “Date of Grant”) by the Compensation Committee of the Disney |
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| February 5, 2025 |
THE WALT DISNEY COMPANY REPORTS FIRST QUARTER EARNINGS FOR FISCAL 2025 FOR IMMEDIATE RELEASE Exhibit 99.1 February 5, 2025 THE WALT DISNEY COMPANY REPORTS FIRST QUARTER EARNINGS FOR FISCAL 2025 BURBANK, Calif. – The Walt Disney Company today reported earnings for its first fiscal quarter ended December 28, 2024. Financial Results for the Quarter: •Revenues increased 5% for Q1 to $24.7 billion from $23.5 billion in Q1 fiscal 2024 •Income before income taxes increased |
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| February 5, 2025 |
Exhibit 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended December 28, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Hugh F. |
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| February 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 28, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-38842 Delaware 83-0940 |
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| February 5, 2025 |
orm of Performance-Based Restricted Stock Unit Award Agreement (Three Exhibit 10.3 THE WALT DISNEY COMPANY Schedule of Provisions for Performance-Based Restricted Stock Unit Award Pursuant to the 2011 Stock Incentive Plan (Three-year Vesting subject to ROIC/TSR/EPS Tests) AWARD AGREEMENT, dated as of Date between The Walt Disney Company, a Delaware corporation (“Disney”), and Participant Name (the “Participant”). This Award is granted on Grant Date (the “Date of Gra |
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| January 23, 2025 |
FISCAL YEAR 2024 ANNUAL FINANCIAL REPORT 12/2023 JMUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| January 23, 2025 |
F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Sta |
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| January 6, 2025 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 6, 2025 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IRS |
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| January 6, 2025 |
Fubo and Disney’s Hulu + Live TV Virtual MVPD Businesses to Combine Exhibit 99.1 Fubo and Disney’s Hulu + Live TV Virtual MVPD Businesses to Combine ● Disney to combine its Hulu + Live TV business with Fubo and become majority owner of the resulting company ● The combined business will operate under the Fubo publicly traded company name (NYSE: FUBO) led by the existing Fubo management team; Fubo and Hulu + Live TV will continue to be available to consumers as sepa |
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| November 14, 2024 |
Exhibit 31(b) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Hugh F. |
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| November 14, 2024 |
Exhibit 10.39 Disney Severance Pay Plan As Amended Effective January 1, 2023 Table of Contents Page SECTION 1. - INTRODUCTION 1 SECTION 2. - DEFINITIONS AND INTERPRETATIONS 1 SECTION 3. - HOW DO YOU BECOME ELIGIBLE FOR BENEFITS? 4 SECTION 4. - WHAT ARE YOUR BENEFITS UNDER THE PLAN? 4 SECTION 5. - HOW AND WHEN WILL AMOUNTS BE PAID? 7 SECTION 6. - AMENDMENT AND TERMINATION 8 SECTION 7. - MISCELLANEO |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 28, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-38842 Delaware 83-0940635 Sta |
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| November 14, 2024 |
Exhibit 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of The Walt Disney Company (the “Company”) on Form 10-K for the fiscal year ended September 28, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Hugh F. |
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| November 14, 2024 |
Exhibit 97 The Walt Disney Company Clawback Policy The Board of Directors (the “Board”) of The Walt Disney Company (the “Company”) believes that it is in the best interests of the Company and its shareholders to adopt this Clawback Policy (the “Policy”), which provides for the recovery of certain incentive compensation in the event of an Accounting Restatement (as defined below). |
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| November 14, 2024 |
THE WALT DISNEY COMPANY REPORTS FOURTH QUARTER AND FULL YEAR EARNINGS FOR FISCAL 2024 FOR IMMEDIATE RELEASE Exhibit 99.1 November 14, 2024 THE WALT DISNEY COMPANY REPORTS FOURTH QUARTER AND FULL YEAR EARNINGS FOR FISCAL 2024 BURBANK, Calif. – The Walt Disney Company today reported earnings for its fourth quarter and full year ended September 28, 2024. Financial Results for the Quarter and Full Year: •Revenues increased 6% for Q4 to $22.6 billion from $21.2 billion in the prior-year |
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| November 14, 2024 |
Exhibit 19 The Walt Disney Company and Associated Companies Insider Trading Compliance Policy and ProgramI In order to strengthen The Walt Disney Company’s (the “Company”) efforts to promote understanding of and compliance with securities laws that prohibit insider trading while in possession of material nonpublic information, the Company has adopted this “Insider Trading Compliance Policy and Program” (the “Policy”). |
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| November 14, 2024 |
Exhibit 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of The Walt Disney Company (the “Company”) on Form 10-K for the fiscal year ended September 28, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Robert A. |
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| November 14, 2024 |
Exhibit 21 Name of Subsidiary Country of Incorporation ABC Cable Networks Group United States ABC Enterprises, Inc. |
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| November 14, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 14, 2024 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (I |
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| November 14, 2024 |
Exhibit 22 List of Guarantor Subsidiaries TWDC Enterprises 18 Corp (Legacy Disney) is a subsidiary of The Walt Disney Company (TWDC) and, as of September 28, 2024, a guarantor of TWDC’s registered debt securities. |
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| November 14, 2024 |
Exhibit 31(a) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Robert A. |
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| November 12, 2024 |
144 0001969984 XXXXXXXX LIVE 0001744489 Walt Disney Co 001-38842 500 SOUTH BUENA VISTA STREET BURBANK CA 91521 (818) 560-1000 Coleman Sonia L Officer COMMON MERRILL LYNCH 3455 PEACHTREE RD NE SUITE 1000 ATLANTA GA 30326 2798 279772. |
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| October 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 18, 2024 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IR |
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| October 21, 2024 |
Exhibit 99.1 THE WALT DISNEY COMPANY BOARD NAMES JAMES P. GORMAN AS CHAIRMAN, EFFECTIVE JANUARY 2, 2025 He Will Succeed Mark G. Parker, Who Is Departing After Nine Years of Service on the Disney Board Gorman Provides Update on Succession Planning Process, Says Board Plans to Announce Disney’s Next CEO in Early 2026 BURBANK, Calif., October 21, 2024 – The Walt Disney Company (NYSE: DIS) Board of Di |
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| August 7, 2024 |
Exhibit 31(a) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Robert A. |
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| August 7, 2024 |
Exhibit 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended June 29, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Hugh F. |
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| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 29, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-38842 Delaware 83-0940635 |
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| August 7, 2024 |
Exhibit 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended June 29, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Robert A. |
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| August 7, 2024 |
Exhibit 31(b) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Hugh F. |
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| August 7, 2024 |
THE WALT DISNEY COMPANY REPORTS THIRD QUARTER AND NINE MONTHS EARNINGS FOR FISCAL 2024 FOR IMMEDIATE RELEASE Exhibit 99.1 August 7, 2024 THE WALT DISNEY COMPANY REPORTS THIRD QUARTER AND NINE MONTHS EARNINGS FOR FISCAL 2024 BURBANK, Calif. – The Walt Disney Company today reported earnings for its third quarter ended June 29, 2024. Financial Results for the Quarter: •Revenues for the quarter increased to $23.2 billion from $22.3 billion in the prior-year quarter. •Income (loss) befor |
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| August 7, 2024 |
List of Guarantor Subsidiaries Exhibit 22 List of Guarantor Subsidiaries TWDC Enterprises 18 Corp (Legacy Disney) is a subsidiary of The Walt Disney Company (TWDC) and, as of June 29, 2024, a guarantor of TWDC’s registered debt securities. |
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| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 7, 2024 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IRS |
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| July 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 18, 2024 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IRS E |
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| July 19, 2024 |
The Walt Disney Company Announces Departure of Board Director Safra A. Catz Exhibit 99.1 The Walt Disney Company Announces Departure of Board Director Safra A. Catz BURBANK, Calif., July 19, 2024 – The Walt Disney Company (NYSE: DIS) announced today that Safra A. Catz, Chief Executive Officer of Oracle Corp., is departing its Board of Directors after six years of distinguished service. “Throughout her tenure on Disney’s Board of Directors, Safra has provided invaluable in |
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| June 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal period ended December 31, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to Commission file number: 001-38842 A. Full title of |
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| June 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal period ended December 31, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to Commission file number: 001-38842 A. Full title of |
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| May 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT (Exact name of the registrant as specified in its charter) Incorporated in Delaware 001-38842 (State or other jurisdiction of incorporation or organization) (Commission File Number) 500 South Buena Vista Street, Burbank, California 91521 (Address of principal executive offices) (Zip code) |
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| May 24, 2024 |
Conflict Minerals Report for Calendar Year 2023 Exhibit 1.01 Conflict Minerals Report For Calendar Year 2023 This is The Walt Disney Company’s 2023 (January 1 to December 31, 2023) Conflict Minerals Report (“CMR”) pursuant to Rule 13p-1 of the Securities Exchange Act of 1934, as amended (the “Conflict Minerals Rule”). Background The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operat |
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| May 8, 2024 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) The Walt Disney Company (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0. |
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| May 8, 2024 |
As filed with the Securities and Exchange Commission on May 8, 2024 As filed with the Securities and Exchange Commission on May 8, 2024 Registration No. |
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| May 7, 2024 |
List of Guarantor Subsidiaries Exhibit 22 List of Guarantor Subsidiaries TWDC Enterprises 18 Corp (Legacy Disney) is a subsidiary of The Walt Disney Company (TWDC) and, as of March 30, 2024, a guarantor of TWDC’s registered debt securities. |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-38842 Delaware 83-0940635 |
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| May 7, 2024 |
Exhibit 31(a) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Robert A. |
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| May 7, 2024 |
Exhibit 32(b) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended March 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Hugh F. |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 7, 2024 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission File Number) (IRS Emp |
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| May 7, 2024 |
Exhibit 32(a) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of The Walt Disney Company (the “Company”) on Form 10-Q for the fiscal quarter ended March 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Robert A. |
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| May 7, 2024 |
THE WALT DISNEY COMPANY REPORTS SECOND QUARTER AND SIX MONTHS EARNINGS FOR FISCAL 2024 FOR IMMEDIATE RELEASE Exhibit 99.1 May 7, 2024 THE WALT DISNEY COMPANY REPORTS SECOND QUARTER AND SIX MONTHS EARNINGS FOR FISCAL 2024 BURBANK, Calif. – The Walt Disney Company today reported earnings for its second quarter ended March 30, 2024. Financial Results for the Quarter: •Revenues for the quarter increased to $22.1 billion from $21.8 billion in the prior-year quarter. •Diluted earnings per |
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| May 7, 2024 |
Exhibit 31(b) RULE 13a-14(a) CERTIFICATION IN ACCORDANCE WITH SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Hugh F. |
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| April 17, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 17, 2024 (April 3, 2024) The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction (Commission |
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| April 9, 2024 |
falseWalt Disney Co000174448900017444892024-04-032024-04-03 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 3, 2024 The Walt Disney Company (Exact name of registrant as specified in its charter) Delaware 001-38842 83-0940635 (State or other jurisdiction of incorporation) (Commission F |
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| April 3, 2024 |
SHAREHOLDERS VOTE TO ELECT DISNEY’S FULL SLATE OF 12 DIRECTORS EX-99.1 2 ex99-1.htm PRESS RELEASE Exhibit 99.1 SHAREHOLDERS VOTE TO ELECT DISNEY’S FULL SLATE OF 12 DIRECTORS BURBANK, Calif., April 3, 2024 – The Walt Disney Company (NYSE: DIS) announced that, based on the tabulation of its proxy solicitor, it appears that Disney’s full slate of 12 directors has been elected by a substantial margin over the nominees of Trian and Blackwells at Disney’s 2024 Annu |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| April 2, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant þ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement þ Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| April 2, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant þ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement þ Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| April 1, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant x Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| April 1, 2024 |
Disney’s annual meeting of shareholders is this week. The meeting is an opportunity to have your voice heard, not only at the ballot box on April 3, but in Disney’s boardroom in the months and years to come. By voting for Trian’s two nominees, Nelson Peltz and Jay Rasulo, you can help restore the Board’s focus, alignment and accountability and help Restore the Magic at Disney. Disney is the most a |
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| April 1, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant x Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| April 1, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant x Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| April 1, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ¨ Filed by a Party other than the Registrant þ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement þ Definitive Additional Materials ¨ Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 29, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant þ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement þ Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 29, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ¨ Filed by a Party other than the Registrant þ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement þ Definitive Additional Materials ¨ Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 28, 2024 |
NOTICE OF EXEMPT SOLICITATION SUBMITTED BY NON-MANAGEMENT NOTICE OF EXEMPT SOLICITATION SUBMITTED BY NON-MANAGEMENT U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation under Rule 14a-103 Name of Registrant: The Walt Disney Company Name of person relying on exemption: Bowyer Research Address of person relying on exemption: P.O. Box 120, McKeesport PA 15135 Vote Yes: Proposal - Healthcare Coverage Gaps Bowyer Research |
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| March 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 28, 2024 |
NOTICE OF EXEMPT SOLICITATION SUBMITTED BY NON-MANAGEMENT NOTICE OF EXEMPT SOLICITATION SUBMITTED BY NON-MANAGEMENT U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation under Rule 14a-103 Name of Registrant: The Walt Disney Company Name of person relying on exemption: Bowyer Research Address of person relying on exemption: P.O. Box 120, McKeesport PA 15135 Corporate Political Activism and Shareholder Value: The Examp |
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| March 28, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant x Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 27, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant x Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 27, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☑ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☑ Definitive Additional Materials ☐ Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 27, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant x Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 26, 2024 |
Daniel J. Cerqueira [email protected] T +212-474-1156 New York March 26, 2024 Re: Walt Disney Co Definitive Additional Soliciting Materials Filed March 21, 2024 File No. 001-38842 Dear Mr. Duchovny: This letter is submitted on behalf of The Walt Disney Company (the “Company” or “Disney”) in response to a comment from the staff of the Division of Corporation Finance and the Office of Mergers & |
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| March 26, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant þ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement þ Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 26, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ¨ Filed by a Party other than the Registrant þ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement þ Definitive Additional Materials ¨ Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 25, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant þ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement þ Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 25, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ¨ Filed by a Party other than the Registrant þ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☑ Definitive Additional Materials ☐ Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 25, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant þ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement þ Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 22, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ¨ Filed by a Party other than the Registrant þ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement þ Definitive Additional Materials ¨ Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 22, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant þ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement þ Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 22, 2024 |
United States securities and exchange commission logo March 22, 2024 Daniel Cerqueira Partner, Cravath, Swaine & Moore LLP Walt Disney Co Worldwide Plaza 825 Eighth Avenue New York, NY 10019 Re: Walt Disney Co Definitive Additional Soliciting Materials Filed March 21, 2024 File No. |
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| March 22, 2024 |
United States securities and exchange commission logo March 22, 2024 Patrick Gadson Partner, Vinson & Elkins LLP Walt Disney Co The Grace Building 1114 Avenue of the Americas 32nd Floor New York, New York 10036 Re: Walt Disney Co Definitive Additional Soliciting Materials filed by Blackwells Capital LLC et al. |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 21, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant x Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 21, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant þ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement þ Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 21, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant þ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement þ Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 20, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant x Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 20, 2024 |
Daniel J. Cerqueira [email protected] T +212-474-1156 New York March 20, 2024 Re: Walt Disney Co Definitive Additional Soliciting Materials Filed March 13, 2024 File No. 001-38842 Dear Mr. Duchovny: This letter is submitted on behalf of The Walt Disney Company (the “Company” or “Disney”) in response to the comments from the staff of the Division of Corporation Finance and the Office of Merger |
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| March 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 19, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant þ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement þ Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 18, 2024 |
United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 Name of the Registrant: The Walt Disney Company Name of persons relying on exemption: The Educational Foundation of America Address of persons relying on exemption: 4801 Hampden Lane, Suite 106, Bethesda MD 20814 Written materials are submitted pursuant to Rule 14a-6(g) (1 |
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| March 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 18, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ¨ Filed by a Party other than the Registrant þ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement þ Definitive Additional Materials ¨ Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 18, 2024 |
Exhibit 1 Trian's Responses to Disney's ClaimsMarch 2024AT THE WALT DISNEY COMPANYThis presentation is not in any way affiliated with, or approved, produced, endorsed or sponsored by or licensed from, The Walt Disney Company or any other companies referred to herein. |
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| March 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 18, 2024 |
DEAR FELLOW WALT DISNEY COMPANY SHAREHOLDER: For more than a century, Disney has captivated millions of people all over the world with unforgettable films and experiences. |
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| March 18, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ¨ Filed by a Party other than the Registrant þ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement þ Definitive Additional Materials ¨ Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| March 15, 2024 |
United States securities and exchange commission logo March 15, 2024 Daniel Cerqueira Partner, Cravath, Swaine & Moore LLP Walt Disney Co Worldwide Plaza 825 Eighth Avenue New York, NY 10019 Re: Walt Disney Co Definitive Additional Soliciting Materials Filed March 13, 2024 File No. |
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| March 15, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ¨ Filed by a Party other than the Registrant þ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement þ Definitive Additional Materials ¨ Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 15, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ¨ Filed by a Party other than the Registrant þ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement þ Definitive Additional Materials ¨ Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 14, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant þ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement þ Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
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| March 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 13, 2024 |
SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant o Filed by a Party other than the Registrant þ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement þ Definitive Additional Materials o Soliciting Material Under Rule 14a-12 The Walt Disney Company (Name of Registrant as Specified in Its Charter) Trian Fund Management, L. |
