Walt Disney Co — Director's Dealing 2021

Dec 22, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Walt Disney Co (DIS)
CIK: 0001744489
Period of Report: 2021-12-17

Reporting Person: BRAVERMAN ALAN N (Sr EVP, General Counsel & Secy)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-17	Disney Common Stock	M	3691	—	Acquired	102613	Direct
2021-12-17	Disney Common Stock	F	1756	$148.205	Disposed	100857	Direct
2021-12-17	Disney Common Stock	M	4644	—	Acquired	105501	Direct
2021-12-17	Disney Common Stock	F	2318	$148.205	Disposed	103183	Direct
2021-12-19	Disney Common Stock	M	2779	—	Acquired	105962	Direct
2021-12-19	Disney Common Stock	F	1387	$148.205	Disposed	104575	Direct
2021-12-19	Disney Common Stock	M	3289	—	Acquired	107864	Direct
2021-12-19	Disney Common Stock	F	1564	$148.205	Disposed	106300	Direct
2021-12-19	Disney Common Stock	M	6153.9972	—	Acquired	112453.9972	Direct
2021-12-19	Disney Common Stock	F	3071.9972	$148.205	Disposed	109382	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-17	Restricted Stock Unit	$	M	3691	Disposed		Disney Common Stock (3691.0)	Direct
2021-12-17	Restricted Stock Unit	$	M	4644	Disposed		Disney Common Stock (4644.0)	Direct
2021-12-19	Restricted Stock Unit	$	M	2779	Disposed	2021-12-19	Disney Common Stock (2779.0)	Direct
2021-12-19	Restricted Stock Unit	$	M	3289	Disposed		Disney Common Stock (3289.0)	Direct
2021-12-19	Restricted Stock Unit	$	M	6153.9972	Disposed	2021-12-19	Disney Common Stock (6153.9972)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Disney Common Stock	12481.191	Indirect

Footnotes

F1: Vesting of shares connected with grant under The Walt Disney Company's 2011 Amended and Restated Stock Plan. The remaining stock units vest as 3,691 stock units on December 17, 2022, and as to 3,690 stock units on December 17, 2023.

F2: Restricted stock units convert into common stock at 1-for-1.

F3: The 1,756 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.

F4: Vesting of shares connected with grant under The Walt Disney Company's 2011 Amended and Restated Stock Plan. The remaining stock units vest as 4,644 stock units on each December 17 of 2022 and 2023.

F5: The Form 4 filed on December 18, 2020, inadvertently reported that the award vested in four equal installments on each December 17 of 2021 through 2024 due to an administrative error. In fact, the award vests in three equal installments on each December 17 of 2021 through 2023.

F6: The 2,318 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.

F7: Vesting of shares connected with grant under The Walt Disney Company's 2002 Executive Performance Plan and 2011 Amended and Restated Stock Plan, previously reported on a Form 4 dated December 2, 2021. Includes dividend equivalents credited with respect to the award, pursuant to the terms thereof.

F8: The 1,387 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.

F9: Vesting of shares connected with grant under The Walt Disney Company's 2011 Amended and Restated Stock Plan. Includes dividend equivalents credited with respect to the award, pursuant to the terms thereof. The remaining stock units vest as 3,289 stock units on December 19, 2022.

F10: The 1,564 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.

F11: The 3,071.9972 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. The total also reflects a deduction for cash paid in lieu of fractional shares upon conversion of previously-granted units to shares.

F12: Shares held in The Walt Disney Stock Fund as of December 17, 2021. The Fund is one investment option in the 401(k) Plan and contains Company matching contributions.