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8 months ago
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The Walt Disney Co. has released the official vote totals from its April 3 annual shareholder meeting, the event that featured the culmination of a proxy fight waged by Nelson Peltz.
The effort by Peltz’s Trian Fund Management to secure two seats on the company’s board of directors was vanquished by Chairman and CEO Bob Iger after campaigns costing each side tens of millions of dollars. Disney’s full slate of 12 board nominees ultimately got approved by shareholders and the meeting featured little of the drama that its build-up promised. Nevertheless, the clash sent a clear message about Iger’s stumbles with succession planning and other operational concerns among many investors.
Initial characterizations of the election results were provided by sources close to the voting last week, but not the final numbers, which were relayed in an SEC filing Tuesday.
Iger finished in fourth place among all board nominees. About 69% of all shares outstanding as of the record date of February 5 were voted at the meeting, or about 1.265 billion shares in all. Iger received votes representing about 1.12 billion shares, with another 72 million shares withheld from him. As with the other top vote-getters, Iger received the backing of more than 90% of the shareholder base.
Peltz, meanwhile, received the endorsement of 369.8 million shares, or about 31% of the total, and another 819.5M shares were withheld from him.
Jay Rasulo, the former Disney CFO who was Peltz’s running mate, fared much worse, getting votes representing about 139 million shares, while 1.05 billion were withheld.
The worst ratio of votes for / votes withheld among the company’s slate of 12 nominees was registered for Maria Elena Lagomasino. The financial services executive was called out by Trian in its campaign against Disney, along with Michael Froman, a former corporate executive who is President of the Council on Foreign Relations. Trian criticized the company’s board for being overly indulgent of Iger over his initial 14-year run as CEO and then in his return engagement, which began in 2022.
Lagomasino ended up receiving 748,599,867 votes for and 441,719,526 withheld. Froman fared a lot better, with a bit more than 1 billion shares voted for him and 148.6 million withheld.
The top overall vote-getter among board nominees was James Gorman. The former Morgan Stanley CEO received votes from some 1.16 billion shares, with just 29.4 million withheld.
A trio of additional nominees put forward by Blackwells Capital each received support from just 2% of shareholders.
