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Disney Faces Shareholder Showdown

Key points:
  • Shareholders to vote on Disney board members
  • Boardroom battle intensifies with hedge funds pushing for seats

Walt Disney Co. is facing a significant challenge at its annual meeting, with a potential shareholder showdown on the horizon. The company is presenting its slate of board members amidst confrontations and allegations from activist investor groups. Proxy advisory firms Egan-Jones, Institutional Shareholder Services Inc., and Glass Lewis have made their recommendations.

Egan-Jones has suggested shareholders reject two longtime Disney board members and instead elect billionaire Nelson Peltz and former Disney chief financial officer Jay Rasulo. Institutional Shareholder Services Inc. has urged Disney investors to back Peltz but has not endorsed Rasulo. Glass Lewis, on the other hand, has supported Disney's slate of 12 director nominees, rejecting both Peltz and Rasulo, as well as three candidates from a competing slate from Blackwells Capital.

The recommendations from activist investor groups for Disney board members have been a continuous challenge for Disney Chief Executive Bob Iger since his return in late 2022 to restructure the company. The proxy campaign has become an increasingly contentious issue for companies.

The New York City Retirement System plans to vote for all Walt Disney directors, arguing that the company should be given more time to achieve the strategic transformation it's working on. This comes amidst a boardroom battle with two hedge funds, each pushing for board seats for themselves.

The battle for Disney board seats has intensified as shareholders prepare to vote. Institutional investors are taking sides, with some supporting CEO Bob Iger and the company's directors, while others back hedge fund manager Nelson Peltz's Trian Fund Management. Investment firm Neuberger Berman has announced its support for Peltz and Trian's second candidate, former Disney CFO Jay Rasulo, citing their potential role in finding a successor to Iger. Blackwells Capital has also sued Disney, adding to the pressure on the company.

The current board's performance in selecting a successor to Iger has been called into question. The battle for board seats has become a highly contested issue, with various stakeholders making their positions known.