There’s a war raging over seats on Disney’s board of directors — and it all comes to a head on April 3 at the media giant’s annual shareholders meeting. That’s when investors will cast their votes for Disney’s board.
Disney announced its 12 board nominees in January, including CEO Bob Iger. A few days later, Trian Partners — which owns a roughly $3.5 billion stake in Disney — formally nominated its co-founder Nelson Peltz and ex-Disney chief financial officer Jay Rasulo for board seats. That kicked off a fierce proxy fight over the company’s future.
Trian Partners released a 133-page paper in March outlining Peltz’s plans for the company, which include completing a successful CEO succession, aligning performance-based compensation with shareholder value, and developing a strategy to reach margins similar to Netflix’s 15-20% by 2027.
Since then, some of the biggest names in business and entertainment have picked sides, between Team Disney led by Iger, and Team Peltz.
Here’s where the teams stand now.
Team Disney and Bob Iger
Laurene Powell Jobs
Laurene Powell Jobs, the founder and co-president of the grant making organization Emerson Collective, backed Disney’s nominations on March 21.
Powell Jobs is also the widow of Steve Jobs, who co-founded Apple and the animation studio Pixar.
“My family and I have been significant investors in The Walt Disney Company for nearly two decades, and in that time, we have seen the company transformed thanks to the steady and visionary leadership of Bob Iger and Disney’s expert Board of Directors,” Powell Jobs said in a statement. “I urge my fellow shareholders to support Bob and the company’s slate of highly qualified Director nominees.”
George Lucas
Star Wars creator George Lucas is the largest individual investor in Disney. He got 37.1 million Disney shares when he sold his production company Lucasfilm to the company for $4.05 billion 2012.
Lucas told CNBC on March 19 that he’s backing Iger and his board picks.
“Creating magic is not for amateurs. When I sold Lucasfilm just over a decade ago, I was delighted to become a Disney shareholder because of my long-time admiration for its iconic brand and Bob Iger’s leadership,” Lucas said in a statement. “When Bob recently returned to the company during a difficult time, I was relieved. No one knows Disney better.”
Jamie Dimon
JPMorgan Chase CEO Jamie Dimon voiced his support for Iger and Disney on March 13.
“Bob is a first-class executive and outstanding leader who I’ve known for decades. He knows the media and entertainment business cold and has the successful track record to prove it,” Dimon told CNBC.
Disney has paid JPMorgan Chase more $160 million in fees since 2014, Reuters reports.
The Disney family
Nine grandchildren of the media company’s co-founder, Walt and Roy Disney, have come out against Peltz’s plans.
“They are not interested in preserving the Disney magic, but stripping it to the bone to make a quick profit for themselves,” Roy P. Disney told The New York Times in late February.
In one of two letters to Disney shareholders, the Disney heirs wrote,“Bob Iger has grown this company in a modern world, and he continues to maintain a balance of creativity and profit.”
Glass Lewis
The influential proxy advisory firm Glass Lewis has endorsed all of Disney’s nominees and praised Iger.
In a report obtained by Deadline, the firm said Disney “is undertaking what we consider to be a credible effort to shift key operational priorities under the leadership of one of the most well-respected CEOs in the industry.”
They New York City Retirement Systems
They New York City Retirement Systems, which owns 0.1% of Disney shares, said it is voting for Disney’s slate of candidates.
“Nelson Peltz’s troubling performance on other company boards raise concerns about the value he would bring to the table, and we do not believe this would be beneficial to preserving shareholder value,” NYC Comptroller Brad Lander told Deadline on March 28.
Team Nelson Peltz
California Public Employees’ Retirement System (CalPERS)
The California Public Employees’ Retirement System (CalPERS), the nation’s largest public pension fund, said that it cast its votes for Peltz and Rasulo.
“CalPERS believes Walt Disney Co will benefit from fresh eyes on its board of directors and voted its company shares in favor of candidates Nelson Peltz and Jay Rasulo,” the fund said in a statement to Reuters.
CalPers owns about 6.6 million shares of the media giant, making it one of the top 30 investors in Disney. The pension said that its voting strategy is focused on the need for “independent corporate boards” and a “say in setting executive pay.”
Ike Perlmutter
Ike Perlmutter, former chairman of Marvel Entertainment, gave Peltz voting control for his significant number of Disney shares in October.
After selling Marvel to Disney for $4 billion in 2009, Perlmutter has become one of the company’s biggest independent shareholders.
In March 2023, Perlmutter was let go from Disney as part of a cost-cutting campaign, but he told The Wall Street Journal that he was actually fired.
Institutional Shareholder Services (ISS)
The proxy advisory firm Institutional Shareholder Services recommended shareholders support Peltz along with 11 of Disney’s 12 nominees.
“Dissident nominee Peltz, as a significant shareholder, could be additive to the succession process, providing assurance to other investors that the board is properly engaged this time around. He could also help evaluate future capital allocation decisions,” ISS wrote in a 34-page report obtained by Quartz that it shared with investors on March 22.
The nod from ISS was especially welcome news for Peltz: The group is remarkably effective in backing winning candidates for board seats. A 2023 report from Barclays found that about 75% of nominees endorsed by ISS end up getting elected.
Egan-Jones Proxy Services
The proxy services arm of the credit ratings agency Egan-Jones endorsed on March 26 both Peltz and Rasulo.
“We see very little downside and a lot of upsides in putting the Trian Nominees on the Board,” Egan-Jones said in its recommendation to shareholders obtained by Quartz. The firm said one of its primary reasons for its recommendation is the board’s lack of a long-term succession plan.
“The contact list of potential CEOs and for that matter COOs or other executive candidates probably makes Mr. Peltz worth his cost as a board member,” the firm added.