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:
| Nominee | For | Withold |
| Mary Barra | 1,107,177,381 | 83,150,732 |
| Safra Catz | 1,115,731,749 | 74,564,259 |
| Amy Chang | 1,148,273,116 | 42,045,421 |
| Jeremy Darroch | 1,148,318,045 | 41,975,816 |
| Carolyn Everson | 1,108,561,414 | 81,735,537 |
| Michael Froman | 1,041,678,945 | 148,647,978 |
| James Gorman | 1,160,913,669 | 29,381,691 |
| Bob Iger | 1,118,352,501 | 72,002,255 |
| Maria Elena Lagomasino | 748,599,867 | 441,719,526 |
| Calvin McDonald | 1,111,300,256 | 78,990,932 |
| Mark Parker | 1,043,850,777 | 146,523,573 |
| Derica Rice | 1,088,245,081 | 102,055,853 |
| Nelson Peltz | 369,785,247 | 819,457,227 |
| Jay Rasulo | 139,032,866 | 1,050,190,919 |
| Craig Hatkoff | 23,781,511 | 1,165,409,725 |
| Jessica Shell | 24,587,900 | 1,164,617,574 |
| Leah Solivan | 23,771,394 | 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.
