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: WOODFORD BRENT (EVP, Control, Fin Plan & Tax)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-17	Disney Common Stock	M	473	—	Acquired	35093	Direct
2021-12-17	Disney Common Stock	F	235	$148.205	Disposed	34858	Direct
2021-12-17	Disney Common Stock	M	1773	—	Acquired	36631	Direct
2021-12-17	Disney Common Stock	F	880	$148.205	Disposed	35751	Direct
2021-12-17	Disney Common Stock	M	785	—	Acquired	36536	Direct
2021-12-17	Disney Common Stock	F	390	$148.205	Disposed	36146	Direct
2021-12-19	Disney Common Stock	M	2223	—	Acquired	38369	Direct
2021-12-19	Disney Common Stock	F	1103	$148.205	Disposed	37266	Direct
2021-12-19	Disney Common Stock	M	2340	—	Acquired	39606	Direct
2021-12-19	Disney Common Stock	F	1161	$148.205	Disposed	38445	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-17	Restricted Stock Unit	$	M	473	Disposed	2021-12-17	Disney Common Stock (473.0)	Direct
2021-12-17	Restricted Stock Unit	$	M	1773	Disposed		Disney Common Stock (1773.0)	Direct
2021-12-17	Disney Common Stock	$	M	785	Disposed		Disney Common Stock (785.0)	Direct
2021-12-19	Restricted Stock Unit	$	M	2223	Disposed	2021-12-19	Disney Common Stock (2223.0)	Direct
2021-12-19	Restricted Stock Unit	$	M	2340	Disposed		Disney Common Stock (2340.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Disney Common Stock	284.675	Indirect
Disney Common Stock	100	Indirect

Footnotes

F1: Vesting of shares connected with grant under The Walt Disney Company's 2011 Amended and Restated Stock Plan.

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

F3: The 235 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 to 1,773 stock units on December 17, 2022, and as to 1,774 stock units on December 17, 2023.

F5: The 880 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.

F6: 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.

F7: 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 785 stock units on each December 17 of 2022 and 2023.

F8: The 390 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.

F10: The 1,103 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. The remaining stock units vest as to 2,340 stock units on December 19, 2022.

F12: The 1,161 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.

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.