Walt Disney Co. on Wednesday secured enough shareholder votes to win a challenge against its board from Nelson Peltz’s hedge fund Trian Fund Management.
Following its annual shareholder meeting, “it appears that Disney’s full slate of 12 directors has been elected by a substantial margin over the nominees of Trian and Blackwells,” Disney announced Wednesday. The company noted that final voting tallies are subject to certification by the company’s independent elections inspector, with preliminary and final results to be included in reports to be filed by Disney with the SEC in coming days.
The vote follows a contentious, high-profile board battle, where Trian nominated Peltz and former Disney chief financial officer Jay Rasulo, alongside three board candidates put forth by hedge fund Blackwells Capital. Trian was looking to infuse new leadership into Disney, currently helmed by CEO Bob Iger, where the hedge fund in part argued the media company fumbled succession planning. Iger stepped down abruptly in February 2020 (just ahead of the height of the onset of the Covid pandemic) but stayed on as executive chairman to direct creative endeavors, only to later return to his role leading Disney as CEO in 2022 after embattled then-CEO Bob Chapek exited.
“I want to thank our shareholders for their trust and confidence in our Board and management. With the distracting proxy contest now behind us, we’re eager to focus 100% of our attention on our most important priorities: growth and value creation for our shareholders and creative excellence for our consumers,” said Iger in a statement Wednesday.
The vote swaying in favor of electing all 12 Disney-recommended board nominees, including Iger, was not a given but not a total surprise. Before Wednesday's meeting, Reuters on Tuesday citing unnamed sources reported that Disney had already secured enough shareholder approval to beat the challenge from Trian and Blackwells.
Wednesday’s shareholder vote elected the following directors: Mary T. Barra, Safra A. Catz, Amy L. Chang, D. Jeremy Darroch, Carolyn N. Everson, Michael B.G. Froman, James P. Gorman, Robert A. Iger, Maria Elena Lagomasino, Calvin R. McDonald, Mark G. Parker, and Derica W. Rice.
“We are immensely grateful to our shareholders for their investment in Disney and their belief in its future, particularly during this period of great change in the broader entertainment industry. We are fortunate to have a highly qualified Board of Directors who possess a profound commitment to the enduring strength of this company and an enormous amount of experience and expertise, including succession planning,” said Mark Parker, Chairman of the Board at The Walt Disney Company, in a statement. “I’m thankful for Bob and his exceptional management team, as well as Disney’s employees and Cast Members around the world, for continuing to deliver for consumers and shareholders throughout this distracting proxy battle.”