Statement of Changes in Beneficial Ownership (4)
January 03 2020 - 6:05PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
IGER ROBERT A |
2. Issuer Name and Ticker or Trading Symbol
Walt Disney Co
[
DIS
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chairman and CEO |
(Last)
(First)
(Middle)
500 SOUTH BUENA VISTA STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/31/2019 |
(Street)
BURBANK, CA 91521
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Disney Common Stock | 12/31/2019 | | M | | 59995.5256 (1) | A | $144.015 | 1178163.5256 | D | |
Disney Common Stock | 12/31/2019 | | F | | 28336.5256 (2) | D | $144.015 | 1149827 | D | |
Disney Common Stock | | | | | | | | 20427.416 (3) | I | By 401(k) |
Disney Common Stock | | | | | | | | 156 | I | By Spouse |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 | (4) | 12/31/2019 | | M | | | 59995.5256 | (1) | 12/31/2019 | Disney Common Stock | 59995.5256 | $0 | 0 | D | |
Explanation of Responses: |
(1) | Vesting of shares connected with grant under The Walt Disney Company's 2002 Executive Performance Plan and 2011 Stock Incentive Plan, previously reported on a Form 4 dated December 5, 2019. Includes dividend equivalents credited with respect to the award, pursuant to the terms thereof. |
(2) | The 28,336.5256 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. |
(3) | Shares held in The Walt Disney Stock Fund as of December 31, 2019. The Fund is one investment option in the 401(k) Plan and contains Company matching contributions. |
(4) | Converts at 1-for-1. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
IGER ROBERT A 500 SOUTH BUENA VISTA STREET BURBANK, CA 91521 | X |
| Chairman and CEO |
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Signatures
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/s/ Jolene E. Negre, as attorney-in-fact | | 1/3/2020 |
**Signature of Reporting Person | Date |
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