The Walt Disney Company DIS
Disney has lost its way and underperformed peers; replacing two long-tenured directors with Nelson Peltz and former Disney CFO Jay Rasulo will restore accountability and shareholder returns.
Thesis
Trian argues that Disney has lost its way: the company fell from #1 at the box office, was late to streaming, doubled down on linear TV at the wrong time, and has earnings per share, free cash flow, and operating income lower than five years ago. Its stock has underperformed media peers and the broader market over one, two, three, four, and five years. Trian nominates Nelson Peltz and former Disney CFO Jay Rasulo to replace long-serving directors Michael Froman and Maria Elena Lagomasino, neither of whom — in Trian's view — has aligned executive pay with performance or facilitated an orderly CEO succession. Trian cites its track record at Heinz, DuPont, and P&G, whose CEOs initially opposed Peltz but later praised him as collaborative, and urges shareholders to vote the BLUE proxy card at the April 3, 2024 annual meeting.
SCQA
Disney is a century-old global media powerhouse with iconic franchises, parks, scale, and customer loyalty that should be prospering given its many advantages.
Disney has lost its way — fell from #1 at the box office, was late to streaming, doubled down on linear TV; EPS, FCF, and operating income are below five-year levels and the stock has underperformed peers.
Vote FOR Trian nominees Nelson Peltz and Jay Rasulo and WITHHOLD on Michael Froman and Maria Elena Lagomasino on the BLUE proxy card at Disney's April 3, 2024 annual meeting.
Fresh independent directors with a shareholder mindset will restore accountability, accelerate media profitability, and drive value — Trian portfolio companies averaged 17% annualized TSR, beating the S&P 500 by over 500 bps.
The three reasons
- 1
Disney lost its way: EPS, FCF, and operating income are lower than five years ago
- 2
Stock has underperformed media peers and the S&P 500 over 1, 2, 3, 4, and 5 years
- 3
Long-tenured directors Froman and Lagomasino lack relevant skills and have failed on pay and CEO succession
Primary demands
- Vote FOR Trian nominees Nelson Peltz and Jay Rasulo on the BLUE proxy card
- WITHHOLD votes from incumbent directors Michael B.G. Froman and Maria Elena Lagomasino
- Withhold from all three Blackwells Capital nominees
- Enhance corporate governance, accountability, and CEO succession planning
- Accelerate media profitability and clarify Disney's strategic focus
- Review Disney's creative engine
KPIs cited
Pattern membership
Where this document fits across the library's 12 rhetorical / structural patterns.
Precedents cited
- P&G Four-Year Overhaul (Peltz, 2018-2022)
- Heinz (Peltz, 2006-2008)
- DuPont (Peltz, 2015-2017)
- Mondelez margin and cash-flow turnaround (2014-2018)
- Sysco (2020 succession)
- Wendy's (2016 and 2024 succession)
- Janus Henderson (2022 succession)
- Unilever (2023 succession)
Notable slides (3)
Notes
Four-page proxy-fight closing letter to Disney shareholders ahead of the April 3, 2024 annual meeting. Branded 'Restore the Magic' with castle silhouette on cover. The standout craft element is the page-3 prior/after table contrasting hostile pre-proxy quotes from Heinz, DuPont, and P&G with later complimentary quotes from those same CEOs — a clean two-row visual rebuttal to Disney's 'disruptive' narrative. No specific stake percentage or target price disclosed in this letter; it points readers to Trian's full White Paper (filed 03/04/24) for the underlying analysis. Document is undated on its face; latest cited reference is 03/16/24 (NYT), so date estimated mid-to-late March 2024 but left null. Filed as exhibit to a Schedule 14A.