SEC Form 3 filed by new insider Roeder Paul M
$DIS
Services-Misc. Amusement & Recreation
Consumer Discretionary
| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
| |||||||||||||||
1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 03/19/2026 | 3. Issuer Name and Ticker or Trading Symbol
Walt Disney Co [ DIS ] | |||||||||||||||
| 3a. Foreign Trading Symbol
| 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
| ||||||||||||||||
| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Disney Common Stock | 2 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Stock Option (Right-to-Buy) | (1) | 03/18/2036 | Disney Common Stock | 5,090 | $100.01 | D | |
| Stock Option (Right-to-Buy) | (2) | 01/15/2036 | Disney Common Stock | 12,834 | $113.14 | D | |
| Stock Option (Right-to-Buy) | (3) | 01/15/2035 | Disney Common Stock | 10,645 | $108.795 | D | |
| Stock Option (Right-to-Buy) | (4) | 12/15/2033 | Disney Common Stock | 11,234 | $93.439 | D | |
| Stock Option (Right-to-Buy) | (5) | 07/17/2033 | Disney Common Stock | 832 | $86.895 | D | |
| Stock Option (Right-to-Buy) | (6) | 06/22/2031 | Disney Common Stock | 3,055 | $173.525 | D | |
| Stock Option (Right-to-Buy) | (6) | 03/08/2031 | Disney Common Stock | 2,309 | $198.405 | D | |
| Stock Option (Right-to-Buy) | (6) | 12/17/2030 | Disney Common Stock | 2,874 | $173.4 | D | |
| Stock Option (Right-to-Buy) | (6) | 12/17/2029 | Disney Common Stock | 8,803 | $148.04 | D | |
| Stock Option (Right-to-Buy) | (6) | 12/19/2028 | Disney Common Stock | 7,663 | $110.5381 | D | |
| Stock Option (Right-to-Buy) | (6) | 12/19/2027 | Disney Common Stock | 7,140 | $111.58 | D | |
| Stock Option (Right-to-Buy) | (6) | 12/21/2026 | Disney Common Stock | 4,854 | $105.21 | D | |
| Restricted Stock Unit | (7) | (7) | Disney Common Stock | 1,725 | (8) | D | |
| Restricted Stock Unit | (9) | (9) | Disney Common Stock | 9,900 | (8) | D | |
| Restricted Stock Unit | (10) | (10) | Disney Common Stock | 5,869 | (8) | D | |
| Restricted Stock Unit | (11) | (11) | Disney Common Stock | 3,068 | (8) | D | |
| Restricted Stock Unit | (12) | (12) | Disney Common Stock | 955 | (8) | D | |
| Explanation of Responses: |
| 1. Option was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The option is scheduled to vest as to 1,697 stock units on each March 18 of 2027 and 2029 and 1,696 stock units on March 18, 2028. In connection with this stock option award, the reporting person also was awarded restricted stock units whose vesting is subject to performance vesting criteria. The number of stock units vesting depends on the extent to which the performance criteria are satisfied, and ranges from zero to 6,574, not including potential accrued dividends. |
| 2. Option was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The option is scheduled to vest as to 2,138 shares on July 15, 2026, 2,139 shares on each January 15 of 2027 and 2028 and each July 15 of 2027 and 2028 and 2,140 shares on January 15, 2029. |
| 3. Option was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The option has vested as to 3,548 shares. The unvested portion of the option is scheduled to vest as to 1,774 shares on each July 15 of 2026 and 2027 and January 15, 2027 and as to 1,775 shares on January 15, 2028. |
| 4. Option was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The option has vested as to 7,488 shares. The unvested portion of the option is scheduled to vest as to 1,872 shares on June 15, 2026 and 1,874 shares on December 15, 2026. |
| 5. Option was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The option has vested as to 693 shares. The unvested portion of the option vests in a single installment of 139 shares on July 17, 2026. |
| 6. Option was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The option is fully vested. |
| 7. This restricted stock unit award was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The award is scheduled to vest as to 575 stock units on each March 18 of 2027, 2028 and 2029. |
| 8. Restricted stock units convert into common stock at 1-for-1. |
| 9. This restricted stock unit award was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The award is scheduled to vest as to 1,649 stock units on each July 15 of 2026, 2027 and 2028 and 1,651 stock units on each January 15 of 2027, 2028 and 2029. |
| 10. This restricted stock unit award was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The unvested portion of the award is scheduled to vest as to 1,466 stock units on July 15, 2026, 1,468 stock units on each January 15 of 2027 and 2028 and 1,467 stock units on July 15, 2027. Includes dividend equivalents accrued on the award. |
| 11. This restricted stock unit award was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The unvested portion of the award is scheduled to vest as to 1,533 stock units on June 15, 2026 and 1,535 stock units on December 15, 2026. Includes dividend equivalents accrued on the award. |
| 12. This restricted stock unit award was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The unvested portion of the award is scheduled to vest as to its remaining 955 stock units on July 17, 2026. Includes dividend equivalents accrued on the award. |
| Remarks: |
| Exhibit 24 - Power of Attorney |
| /s/ Karen Young, as attorney-in-fact | 03/20/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 3: SEC 1473 (03-26) | ||