Nelson Peltz Calls Out Bob Iger, Disney Board For Underperformance 'On Every Measure'

[Leroy N. Soetoro]

https://www.nasdaq.com/articles/nelson-peltz-calls-out-bob-iger-disney-
board-for-underperformance-on-every-measure

Trian Partners founder and CEO Nelson Peltz has nominated himself and
former Walt Disney Co (NYSE:DIS) CFO Jay Rasulo to Disney’s board as part
of his ongoing proxy fight with the entertainment giant.

What To Know: Trian Partners previously announced it would nominate two
directors at Disney’s 2024 annual meeting as part of a proxy battle at
Disney.

Disney made it clear this week it “does not endorse” any of the candidates
nominated by activist shareholders. Instead, the company urged
shareholders to support Disney's 12 nominees.

In a preliminary proxy filing on Thursday, Peltz called out Disney for
refusing to engage with its largest shareholder. Trian Partners announced
last year that it owns close to 33 million shares.

"It is unfortunate that a company as iconic as Disney and with so many
challenges and opportunities has refused to seriously engage with us, its
largest active shareowner, about board representation," Peltz said.

“We will seek the support of shareholders for meaningful change in the
Board's composition. It is time to ‘Restore the Magic' at Disney.”

To “restore the magic,” Trian Partners called on Disney to target
“Netflix-like margins” of 15% to 20%, complete a CEO succession plan and
align management pay with performance.

See Also: Netflix Stock to Soar – Bank of America Analyst Cites Strong
Free Cash Flow and Global Dominance As Catalysts

Peltz made an appearance on CNBC’s “Squawk On The Street” Thursday morning
immediately after the proxy filing was released and further explained his
firm’s push for changes at Disney.

“We love Disney and it saddens me that the board didn’t welcome me because
our goal is just to work with them … and to help them make the company
better,” Peltz said on the show.

“This board, from Bob [Iger] to every independent director, has
underperformed the S&P on every measure: one year, three years, five
years, 10 years.”

This is Peltz’s second proxy battle with Disney in the past two years. The
activist investor told CNBC the board promised him changes last year and
then “things got worse,” so he can’t continue to give them opportunities.

Peltz also suggested Iger shouldn’t have been paid nearly as much as he
was in 2023 because company earnings were down, the stock price was down
and “everything went bad.”

Reports from this week showed the Disney CEO’s compensation more than
doubled last year to $31.6 million. He was paid a base salary of $865,385,
stock awards worth $16.1 million, stock option awards of $10 million,
performance-based compensation of $2.1 million and $2.48 million in other
compensation.

“I don’t understand what this board is doing. I don’t know what they’re
there for other than friends of Bob [Iger],” Peltz said.

Disney’s annual shareholder meeting is expected to take place in the
spring of 2024. An official date has not yet been announced by the
company.

Read Next: Bob Chapek Goes From Disney To Battling Apple: Inside New Role
Announced For Former Media Executive

DIS Price Action: Disney shares were up 1.44% at $91.63 at the time of
publication, according to Benzinga Pro.

Photo: Bob Iger, photo by Josh Hallett, via Flickr Creative Commons


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