Form 4: Disney Executive's Stock Activity Revealed

A recent SEC Form 4 filing details stock acquisitions through RSU vesting and new grants, alongside tax-related dispositions, for Disney EVP Brent Woodford.

Summary

• Brent Woodford, EVP, Control, Financial Planning & Tax at The Walt Disney Co (DIS), reported changes in his beneficial ownership of company stock.
• On January 15, 2026, 1,939 shares of Disney Common Stock were acquired due to the vesting of restricted stock units (RSUs) previously granted under the 2011 Stock Incentive Plan.
• On January 17, 2026, an additional 1,162 shares of Disney Common Stock were acquired due to the vesting of restricted stock units.
• Dispositions of 3, 542, and 256 shares of Disney Common Stock occurred on January 15, 2026, and January 17, 2026, respectively, at prices of $113.14 and $112.485, to satisfy tax withholding obligations related to the RSU vesting.
• A new grant of 11,230 Restricted Stock Units (RSUs) was made on January 15, 2026, under the 2011 Stock Incentive Plan, scheduled to vest in six equal installments through January 2029.
• A new grant of 14,558 Stock Options (Right-to-Buy) was made on January 15, 2026, with an exercise price of $113.14, also under the 2011 Stock Incentive Plan, and scheduled to vest in six equal installments through January 2029, expiring on January 15, 2036.
• Following these transactions, Mr. Woodford directly beneficially owns 56,902 shares of Disney Common Stock, 100 shares indirectly by spouse in IRA, and 291.491 shares indirectly in a 401(k) plan.

Sentiment

Score: 5

Explanation: The filing is a routine disclosure of insider transactions related to executive compensation (RSU vesting and new grants, with associated tax dispositions). It does not contain information that would typically be considered positive or negative for the company's operational or financial performance.

Positives

• Acquisition of 1,939 shares of Disney Common Stock on January 15, 2026, through the vesting of restricted stock units, increasing direct beneficial ownership.
• Acquisition of 1,162 shares of Disney Common Stock on January 17, 2026, through the vesting of restricted stock units, further increasing direct beneficial ownership.
• Grant of 11,230 Restricted Stock Units (RSUs) on January 15, 2026, under the Company's 2011 Stock Incentive Plan, representing future equity compensation.
• Grant of 14,558 Stock Options (Right-to-Buy) on January 15, 2026, under the Company's 2011 Stock Incentive Plan, providing potential future equity upside.

Negatives

• Disposition of 3 shares of Disney Common Stock on January 15, 2026, at $113.14 per share to cover tax withholding obligations, a routine reduction in shares.
• Disposition of 542 shares of Disney Common Stock on January 15, 2026, at $113.14 per share to cover tax withholding obligations, a routine reduction in shares.
• Disposition of 256 shares of Disney Common Stock on January 17, 2026, at $112.485 per share to cover tax withholding obligations, a routine reduction in shares.

Future Outlook

The filing indicates a structured future compensation plan for the executive, with significant portions of restricted stock units and stock options scheduled to vest in six equal installments on specific dates between July 2026 and January 2029. This provides a clear timeline for future equity accumulation.

Industry Context

This Form 4 filing is a routine disclosure of insider transactions, reflecting standard executive compensation practices within large publicly traded companies like Disney. It does not provide insights into broader industry trends but rather details individual equity movements for a key executive.

Corporate Governance

Stakeholder Impact

• Shareholders: The filing details routine executive compensation, which is a standard component of corporate governance and aims to align executive incentives with shareholder interests. The tax-related dispositions are not sales into the open market.
• Employees (Executive): Brent Woodford's compensation package includes significant equity components, reinforcing retention and performance incentives.

Next Steps

• Remaining restricted stock units are scheduled to vest as to 1,956 units on July 15, 2026, and 2027, and January 15, 2027, and 2028.
• Remaining restricted stock units are scheduled to vest as to 1,162 units on July 17, 2026.
• The newly granted 11,230 Restricted Stock Units are scheduled to vest in six equal installments on July 15 of 2026, 2027, and 2028, and January 15 of 2027, 2028, and 2029.
• The newly granted 14,558 Stock Options are scheduled to vest in six equal installments on July 15 of 2026, 2027, and 2028, and January 15 of 2027, 2028, and 2029.

Key Dates

Keywords

Disney, DIS, Form 4, Insider Transaction, Restricted Stock Units, Stock Options, Executive Compensation, Beneficial Ownership