Disney Candidates Won Overwhelming Majority of Votes at Shareholder Meeting, Official Tally Reveals

Roughly 68% of the entertainment giant’s total 1.83 billion outstanding shares were represented at the meeting

Disney Diane Jurgens
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Disney has unveiled the official results from its board election held at its annual meeting on April 3, which saw the House of Mouse defeat activist investors Trian Fund Management and Blackwells Capital by a substantial margin.

According to a filing with the U.S. Securities and Exchange Commission, nine out of the 12 Disney-backed board candidates received over 90% of the shares cast. Disney’s nominees included CEO Bob Iger, Mary Barra, Maria Elena Lagomasino, Safra Catz, Amy Chang, Carolyn Everson, Michael Froman, Calvin McDonald, Mark Parker, Derica Rice and recent appointees James Gorman and Jeremy Darroch

The top three candidates were Gorman, who led with 98%, followed by Darroch and Chang, with 96% each. Iger and Catz each received 94% of the votes cast in their favor, while Barra, Everson and McDonald each received 93% and Rice garnered 91%.

Lagomasino and Froman, the two board members Trian was attempting to oust, received 68% and 88% of the vote, respectively. Board chairman Parker received 88% of the votes.

Meanwhile, Trian nominated its cofounder Nelson Peltz and former Disney chief financial officer Jay Rasulo and Blackwells nominated former Warner Bros. and NBCUniversal executive Jessica Schell, Tribeca Film Festival cofounder Craig Hatkoff and TaskRabbit founder Leah Solivan.

Peltz received just 31% of votes cast in his favor, while Rasulo won 12%. The three Blackwells candidates each received just over 2% of votes cast in their favor.

Approximately 1.26 billion shares, or 68.95% of the company’s total 1.83 billion outstanding shares, were represented at the meeting. The official tallies are as follows:

NomineeForWithold
Mary Barra1,107,177,381
 
83,150,732
 
Safra Catz1,115,731,749
 
74,564,259
 
Amy Chang1,148,273,11642,045,421
 
Jeremy Darroch1,148,318,045
 
41,975,816
 
Carolyn Everson1,108,561,414
81,735,537
 
Michael Froman1,041,678,945148,647,978
James Gorman1,160,913,66929,381,691
Bob Iger1,118,352,501
72,002,255
Maria Elena Lagomasino 748,599,867
 
441,719,526
Calvin McDonald1,111,300,256
78,990,932
Mark Parker1,043,850,777146,523,573
 
Derica Rice1,088,245,081
102,055,853
 
Nelson Peltz369,785,247
 
819,457,227
 
Jay Rasulo139,032,866
 
1,050,190,919
 
Craig Hatkoff23,781,511
 
1,165,409,725
Jessica Shell24,587,900
 
1,164,617,574
 
Leah Solivan23,771,394
 
1,165,411,209
 

In a statement following the vote, Trian said it was disappointed but “proud of the impact we have had in refocusing this company on value creation and good governance.”

“We will be watching the company’s performance and be focusing on its continued success,” the firm added.

Peltz later appeared on CNBC, where he suggested to anchor Jim Cramer that he would return for another proxy fight if Disney and Iger do not follow through on their promises.

“I hope Bob can keep his promises. I hope they can do all the things they assured us they were going to do and we’ll only watch and wait,” he said. “If they do it, they won’t hear from me again. If they don’t, Jim, you may be seeing me on your show next year doing this same thing again. So it’s really up to management, it’s up to the board, it’s up to whether they do what they say they are going to do, or if it’s the same old story again.”

After getting through the “distracting proxy contest,” Iger said the board was “eager to focus 100 percent of our attention on our most important priorities: growth and value creation for our shareholders and creative excellence for our consumers.”

In his own CNBC interview with David Faber, he said the board’s main priority moving forward would be identifying his successor. The search is being overseen by a committee made up of Parker, Barra, Gorman and McDonald.

“They met seven times last year, they intend to meet even more this year. They are confident they will choose the right person at the right time and they have some time to do that,” Iger said. “They’re treating it with a sense of urgency because it is so important. Clearly shareholders care about that, given what the company has been through these last few years.”

In addition to succession, Disney is focusing on reinvigorating creativity at its film studios, achieving sustained profitability in streaming, positioning ESPN for a streaming future and turbocharging growth in the company’s experiences business, including domestic and international parks and the Disney Cruise Line.

Disney shares, which are up 30% year to date and 38% in the past six months, ended Tuesday’s trading session at $117.97 per share, off its 52-week high of $123.74 and all-time high of $201.91, but well above its 52-week low of $78.73 hit in October.

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