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: Mucha Zenia B. (SEVP & Chief Comms Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-17	Disney Common Stock	M	1546	—	Acquired	21166	Direct
2021-12-17	Disney Common Stock	F	742	$148.205	Disposed	20424	Direct
2021-12-17	Disney Common Stock	M	1842	—	Acquired	22266	Direct
2021-12-17	Disney Common Stock	F	927	$148.205	Disposed	21339	Direct
2021-12-19	Disney Common Stock	M	1404	—	Acquired	22743	Direct
2021-12-19	Disney Common Stock	F	676	$148.205	Disposed	22067	Direct
2021-12-19	Disney Common Stock	M	1710	—	Acquired	23777	Direct
2021-12-19	Disney Common Stock	F	820	$148.205	Disposed	22957	Direct
2021-12-19	Disney Common Stock	M	3199.755	—	Acquired	26156.755	Direct
2021-12-19	Disney Common Stock	F	1610.755	$148.205	Disposed	24546	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-17	Restricted Stock Unit	$	M	1546	Disposed		Disney Common Stock (1546.0)	Direct
2021-12-17	Restricted Stock Unit	$	M	1842	Disposed		Disney Common Stock (1842.0)	Direct
2021-12-19	Restricted Stock Unit	$	M	1404	Disposed	2021-12-19	Disney Common Stock (1404.0)	Direct
2021-12-19	Restricted Stock Unit	$	M	1710	Disposed		Disney Common Stock (1710.0)	Direct
2021-12-19	Restricted Stock Unit	$	M	3199.755	Disposed	2021-12-19	Disney Common Stock (3199.755)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Disney Common Stock	2744.995	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 to 1,546 stock units on December 17, 2022, and as to 1, 545 stock units on December 17, 2023.

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

F3: The 742 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: 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 as to 1,842 shares on December 17, 2021, as to 1,841 shares on December 17, 2022, and as to 1,842 shares on December 17, 2023.

F5: Vesting of shares connected with grant under The Walt Disney Company's 2011 Amended and Restated Stock Plan. The remaining stock units vest as to 1,841 stock units on December 17, 2022, and as to 1,842 stock units in December 17, 2023.

F6: The 927 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 2011 Amended and Restated Stock Plan. Includes dividend equivalents credited with respect to the award, pursuant to the terms thereof.

F8: The 676 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 1,710 stock units vest on December 19, 2022.

F10: The 820 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: Vesting of shares connected with grant under The Walt Disney Company's 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.

F12: The 1,610.755 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.

F13: 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.