Walt Disney Co (DIS) officer reports 2,359 performance-based restricted stock units

Rhea-AI Filing Summary

The Walt Disney Company executive files a Form 4 reporting equity compensation. The company’s Senior Executive Vice President & Chief People Officer reported an acquisition of 2,359.8913 restricted stock units tied to Disney common stock. These units convert into common shares on a 1-for-1 basis.

The restricted stock units were originally awarded during Disney’s 2023 fiscal year and were subject to performance conditions. Those conditions were satisfied as to 2,359.8913 units, including adjustments for performance criteria and accumulated dividend equivalents, on December 1, 2025. The stock unit award is scheduled to vest on June 23, 2026, at which point the units convert into Disney common shares held directly by the executive.

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

OMB APPROVAL

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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^*

Coleman Sonia L

(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 & Chief People Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

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

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	(1)	12/01/2025(2)		A		2,359.8913		(3)	06/23/2026	Disney Common Stock	2,359.8913	$0	2,359.8913	D

Explanation of Responses:

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

2. Restricted stock units were awarded during the Company's 2023 fiscal year and were subject to performance conditions, which were satisfied as to 2,359.8913 shares (including an adjustment to reflect the extent to which applicable performance criteria were met and accumulated dividend equivalents) on December 1, 2025.

3. The stock unit award vests on the expiration date.

Remarks:

	/s/ Carla J. Silva, as attorney-in-fact	12/02/2025
	** 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).
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.

FAQ

What insider transaction did Walt Disney Co (DIS) report in this Form 4?

A company executive reported acquiring 2,359.8913 restricted stock units, each convertible into one share of Disney common stock on vesting.

Who is the reporting person in this Walt Disney Co (DIS) Form 4 filing?

The reporting person is an officer of Disney, serving as Senior Executive Vice President & Chief People Officer.

When were the performance conditions satisfied for the Disney (DIS) restricted stock units?

The performance conditions for the restricted stock units were satisfied as to 2,359.8913 units on December 1, 2025.

When do the reported Disney (DIS) restricted stock units vest?

The stock unit award is scheduled to vest on June 23, 2026, at which time the units convert into Disney common stock.

What is the conversion ratio for the Disney (DIS) restricted stock units in this filing?

Each restricted stock unit converts into one share of Disney common stock, a 1-for-1 conversion ratio.

Were the Disney (DIS) restricted stock units tied to performance measures?

Yes. The restricted stock units were awarded in the company’s 2023 fiscal year and were subject to performance conditions, including adjustments for performance criteria and accumulated dividend equivalents.