Disney (DIS) Sr. EVP Kristina Schake reports RSU vesting and share withholding

Rhea-AI Filing Summary

The Walt Disney Company executive Kristina K. Schake, Sr. EVP and Chief Communications Officer, reported routine equity compensation activity. On January 15, 2026, 2,653 restricted stock units vested and converted into an equal number of Disney common shares at a 1-for-1 rate. To cover withholding taxes, the company automatically withheld 23 shares and later 1,021 shares at a reference price of $113.14 per share; these are not open-market sales. After these transactions, she directly held 24,053 Disney common shares and 5,359 restricted stock units. The remaining stock units are scheduled to vest as 2,679 units on January 15, 2027 and 2,680 units on January 15, 2028, including associated dividend equivalents.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Schake Kristina K

(Last) (First) (Middle)

500 SOUTH BUENA VISTA STREET

(Street)

BURBANK CA 91521

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Walt Disney Co [ DIS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. EVP and Chief Comm Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Disney Common Stock	01/15/2026		F		23(1)	D	$113.14	22,421(2)	D
Disney Common Stock	01/15/2026		M		2,653(3)	A	(4)	25,074	D
Disney Common Stock	01/15/2026		F		1,021(5)	D	$113.14	24,053	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(4)	01/15/2026		M			2,653	(3)	(3)	Disney Common Stock	2,653	$0	5,359	D

Explanation of Responses:

1. The 23 shares reported as a disposition represent an automatic reduction of shares issued to the reporting person to discharge withholding tax obligations of reporting person and do not constitute an actual sale or other open-market transaction.

2. Total includes dividend equivalents distributed with respect to previously vested restricted stock units. The total also reflects a deduction for cash paid in lieu of fractional shares upon conversion of previously-granted units to shares.

3. Vesting of restricted stock units previously granted under The Walt Disney Company's Amended and Restated 2011 Stock Incentive Plan. The remaining stock units vest as to 2,679 stock units on January 15, 2027, and 2,680 stock units on January 15, 2028. Includes dividend equivalents accrued on the award.

4. Restricted stock units convert into common stock at 1-for-1.

5. The 1,021 shares reported as a disposition represent an automatic reduction of shares issued to the reporting person to discharge withholding tax obligations of reporting person and do not constitute an actual sale or other open-market transaction.

Remarks:

	/s/ Carla J. Silva, as attorney-in-fact	01/20/2026
	** 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 4 (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).
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FAQ

What insider transaction did Walt Disney Co (DIS) report for Kristina K. Schake?

The filing shows that Kristina K. Schake, Sr. EVP and Chief Communications Officer, had 2,653 restricted stock units vest and convert into Disney common stock on January 15, 2026, with related tax withholding transactions.

How many Disney (DIS) restricted stock units vested for Kristina Schake on January 15, 2026?

On January 15, 2026, 2,653 restricted stock units vested for Kristina Schake and converted into 2,653 Disney common shares on a 1-for-1 basis.

Were the Disney (DIS) insider Form 4 transactions open-market sales?

No. The filing states that the 23 shares and 1,021 shares reported as dispositions were automatic reductions to satisfy withholding tax obligations and do not constitute actual sales or other open-market transactions.

How many Disney (DIS) shares does Kristina Schake hold after the reported transactions?

Following the January 15, 2026 transactions, Kristina Schake beneficially owned 24,053 Disney common shares directly.

How many Disney (DIS) restricted stock units remain for Kristina Schake and when do they vest?

After the vesting on January 15, 2026, she held 5,359 restricted stock units. The remaining units are scheduled to vest as 2,679 units on January 15, 2027 and 2,680 units on January 15, 2028.

What price per share is referenced for tax withholding in the Disney (DIS) Form 4?

The dispositions of 23 shares and 1,021 shares to cover withholding taxes reference a price of $113.14 per share.

What is Kristina Schake’s role at Walt Disney Co (DIS) as shown in the Form 4?

The reporting person, Kristina K. Schake, is listed as an officer of Walt Disney Co with the title Sr. EVP and Chief Comm Officer.