Walt Disney names a new chair as he prepares for a proxy battle with Nelson Peltz
Activist investor Nelson Peltz will try to force his way onto Walt Disney’s board of directors after the company rejected his nomination as director, setting the stage for one of the biggest proxy battles in the US in years.
Peltz He plans to take his bid for a board seat straight to investors, according to people briefed on his plans, pitting him against Bob Iger just months after he returns for a second term as CEO of the sprawling entertainment conglomerate.
Disney On Wednesday, she said she opposes giving a seat on the board to Peltz, the president of New York-based Trian Partners, which owns a $900 million stake in the company. In an apparent effort to get ahead of the looming battle, Disney has named Nike veteran Mark Parker as its next president.
Parker will succeed Susan Arnold, whose leadership was questioned last year over the company’s handling of former CEO Bob Chapek’s final months in charge.
Peltz’s proxy fight against Disney will be one of the biggest on the boardroom since he worked his way up to a director’s seat at consumer products group Procter & Gamble in 2018.
The months-long proxy battle, in which the two sides spent more than $100 million to woo shareholders, captivated Wall Street, and Peltz eventually prevailed by a margin of 0.002 percent before stepping down in 2021.
Trian released a 35-page report shortly after Disney’s announcement criticizing the merger and acquisition strategy, particularly The acquisition of 21st Century Fox in 2018, saying she showed “poor judgment”.
The activist fund also decried cost inefficiencies in Disney’s streaming business, which it said have resulted in $11 billion in losses for the company to date, and called the succession planning process “broken”.
In the report, titled “Reclaiming the Magic,” Trian laid out his vision for Disney, including calls to guarantee a successor to Iger within two years and redistribute its dividend by 2025.
A person close to Disney criticized Peltz’s plan for lacking a strategy. “It’s really surprising that there are criticisms in [Trian’s presentation] But not literally one solution, said the person. Peltz doesn’t have a plan.
Disney said Arnold, the first woman to head the entertainment group, will not run for re-election as a director at the company’s next annual meeting because of a 15-year term limit set by board term rules.
Her stint as president, which began in 2021 after Iger stepped down from his position, has been marked by the challenges brought by the Covid-19 pandemic, which has hurt Disney’s theatrical and theme parks business.
It came under scrutiny after the company renewed Chapek’s contract last summer after A.J A painful confrontation with the governor of Florida because of an education bill that its opponents deemed anti-LGBT, only to have it dismissed in November.
Parker, CEO of Nike, served on Disney’s board of directors for seven years. In a statement, Arnold said Parker “helped [Disney] Navigating effectively through a time of unprecedented change.”
Iger signed a two-year contract with Disney when he returned in November. In a statement, Parker said his top priority would be “identifying and grooming a successful CEO successor” and that the process “has already begun.”
Disney’s stock price has fallen nearly 40 percent over the past year as investors begin to question the entertainment group’s high spending on its streaming business.
The stock’s poor performance caught the attention of activist investor Daniel Loeb, who successfully lobbied Disney to appoint media veteran Carolyn Iverson to its board last fall.
In a statement Wednesday, Disney said its senior leadership and board have reached out to Peltz “many times.” She said she remained “open to constructive engagement” with him but would not endorse his nomination to the board.
Parker spent 13 years at the helm of Nike, the world’s largest sportswear maker by revenue, during a period marked by revenue growth but also controversies including an alleged “boys’ club” culture and a doping scandal.
Joining as a shoe designer in 1979 for Life, Parker became CEO in 2006 and oversaw Nike’s expansion through the Internet and direct-to-consumer sales. Total revenue more than doubled to $39.1 billion in 2019, the last full year of his tenure.