Disney Investor Presentation Deck
Compensation Committee Decisions Reflect Shareholder
Feedback and COVID-19 Business Impact
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With thoughtful consideration of ongoing shareholder feedback and the impact of the COVID-19 pandemic on our
businesses, the Compensation Committee made meaningful adjustments to CEO and NEO pay in FY2020
CEO Compensation Structure
The Compensation Committee thoughtfully
evaluated CEO compensation as part of the
succession planning process
Mr. Chapek's target compensation was set
considerably below Mr. Iger's compensation,
aligning it with the 25th percentile of industry
peers¹
The Compensation Committee set Mr. Chapek's LTI
mix so that 50% of the award is comprised of
PBUS
■ In connection with his promotion to CEO, Mr.
Chapek was granted a mix of PBUS*, restricted
stock units and options (with majority in PBUS)
to further align his target equity value with
shareholder interests
*PBU = Performance-based restricted stock units (PBUS)
1. See note 1 on slide 5
2. Effective with the payroll period commencing April 5, 2020
1
NEO Compensation Results
The Committee made several adjustments to
executive pay in light of the impact of COVID-19,
including a temporary reduction to NEO base
salaries (or in the case of Mr. Iger, $0 salary
through the end of the fiscal year)2 and awarding
$0 bonuses to NEOs for fiscal 2020 despite
achievement of certain performance metrics
▪ 38% of the performance-based restricted stock
grant vesting in December 2020 was orfeited
based on three-year TSR and EPS, as compared to
the S&P 500
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Performance-based restricted stock units granted in
fiscal 2020 also resulted in no value related to the
first year of the ROIC portion of the grant
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