2024-07-08 17:21:54
Disney Reinstates Dividend, Amends Bylaws Amid Push By Nelson Peltz For Board Seat – Hunting Headline

Disney Reinstates Dividend, Amends Bylaws Amid Push By Nelson Peltz For Board Seat

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Disney today announced a cash dividend of $0.30 per share the second half of its fiscal 2023, its first such payout since the dividend was halted three years ago during Covid.

It will be payable January 10, 2024 to shareholders of record at the close of business on December 11. The company had said back in February that it planned to bring back the dividend this year.

“This has been a year of important progress for The Walt Disney Company, defined by a strategic restructuring and a renewed focus on long-term growth,” said Mark Parker, Chairman of the Board. “As Disney moves forward with its key strategic objectives, we are pleased to declare a dividend for our shareholders while we continue to invest in the company’s future and prioritize meaningful value creation.”

The move comes as activist investor Nelson Peltz, backed by big Disney shareholder and former Marvel boss Ike Perlmutter, is seeking to join the board of the media giant — saying today he would bring the fight “directly to the shareholders” after Disney rejected his offer and named two new directors. The push by the founder of Trian Partners seems to have led Disney to restate and amend its bylaws dealing with outside candidates seeking board seats.

The amendments, Disney said in SEC filing, do the following:

-Address recently adopted amendments to Rule 14a-19 under the Securities Exchange Act of 1934, as amended, by requiring that any person soliciting proxies in support of a director nominee other than the Board’s nominees provide a representation that such person will comply with Rule 14a-19 and deliver reasonable evidence to the Company that the Rule 14a-19 requirements have been met;

-Require that any person directly or indirectly soliciting proxies using its own proxy card use a proxy card color other than white; and

-Enhance the procedural mechanics and disclosure requirements relating to business proposals submitted and director nominations made by stockholders, including by requiring: certain additional background information, disclosures and representations regarding any proposing stockholders, any proposed director nominees and business and any other persons related to a stockholder’s solicitation of proxies; and any notice of director nomination be accompanied by all written questionnaires required of the Company’s directors completed and signed by any proposed director nominees. The Bylaws also incorporate various other updates and technical, clarifying and conforming changes.”

More to come…

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