Form 4: Disney Director Froman Acquires Shares via Compensation Plan

Walt Disney Co. Director Michael B. G. Froman acquired 895.1 shares of common stock at $113.02 per share as part of his compensation plan, increasing his direct beneficial ownership to 22,096.3 shares.

Summary

• Michael B. G. Froman, a Director of Walt Disney Co. (DIS), acquired 895.1 shares of the company's common stock.
• The transaction occurred on December 31, 2025, at a price of $113.02 per share.
• This acquisition was made pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged transaction.
• The shares consist of 320.7 stock units/shares credited in lieu of quarterly cash retainer fees for Board services and 574.4 deferred stock units as a quarterly grant under the Amended and Restated 2011 Stock Incentive Plan.
• Following this transaction, Mr. Froman directly beneficially owns 22,096.3 shares of Disney Common Stock, with an additional 20 shares held indirectly by a Trust.

Sentiment

Score: 6

Explanation: Neutral to slightly positive. The transaction is routine compensation, but a director increasing their stake, even through grants, can be seen as a minor positive signal of alignment with shareholder interests.

Positives

• A director increasing their stake in the company, even through compensation, can signal confidence in the company's future performance.
• The transaction is part of a pre-arranged Rule 10b5-1 plan, which demonstrates structured compensation and compliance.

Future Outlook

This filing does not contain forward-looking statements or guidance beyond the future transaction date itself.

Industry Context

This is a routine insider transaction filing for a director's compensation, which is common across publicly traded companies. It does not provide broader industry trends or competitive insights.

Comparison to Industry Standards

• The acquisition of shares as part of director compensation, including stock units in lieu of cash retainers and deferred stock units, is a standard practice in corporate governance for large public companies like Walt Disney Co. This aligns with common industry practices to align director interests with shareholder value.

Corporate Governance

Related Party Transactions

• The acquisition of shares by a director as part of their compensation is a related party transaction, but it is a standard, disclosed practice under the company's stock incentive plan.

Stakeholder Impact

• Shareholders: Minor positive impact as a director's increased stake aligns their interests with shareholders.

Key Dates

Keywords

Walt Disney Co, DIS, Michael B. G. Froman, Form 4, insider transaction, stock acquisition, director compensation, Rule 10b5-1, stock incentive plan