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Walt Disney Co 8-K Report, Executive Changes (Nov 6, 2023)

Reports
Leadership Changes·Exhibits & Filings
Filing Date
Filed November 6, 2023
Period End
November 2, 2023
Security
DIS
In the record · 2019–202610-K910-Q238-K106

DIS filed 9 annual reports (10-K), 23 quarterly reports (10-Q) and 106 current reports (8-K) between 2019 and 2026.

  1. Deal closed8-K · Aug ’19Aug ’19
  2. Leadership change8-K · Mar ’23Mar ’23
  3. Leadership change8-K · Mar ’26Mar ’26

Summary

Summary of the 8-K filed November 6, 2023. Cited figures are marked; the original filing is the authoritative source.

The Walt Disney Company (DIS) has announced a significant change in its financial leadership, appointing Hugh F.

Johnston as the new Senior Executive Vice President and Chief Financial Officer, effective December 4, 2023. Mr. Johnston brings extensive experience from his long tenure at PepsiCo, where he held various senior financial and operational roles, including CFO and Vice Chairman. This appointment signals a move towards experienced financial stewardship as Disney navigates its strategic priorities.

Kevin Lansberry will transition from his interim CFO role back to leading finance for the Experiences segment. The company has outlined a competitive compensation package for Mr. Johnston, including a substantial base salary, performance-based bonuses, and significant long-term equity incentives, reflecting the importance of this key executive hire. The details of his employment agreement, including provisions for termination and severance, are also disclosed, providing transparency for investors regarding the terms of this critical leadership appointment.

Key Highlights

  1. Appointment of Hugh F. Johnston as new CFO, effective December 4, 2023, bringing extensive experience from PepsiCo.
  2. Kevin Lansberry will step down as Interim CFO and return to lead the finance function for Disney's Experiences segment.
  3. Johnston's employment agreement includes an annual base salary of $2,000,000.
  4. Eligibility for annual performance-based bonus with a target of not less than 200% of base salary.
  5. Significant long-term incentive awards, with a target value of 575% of base salary annually and a one-time $14,000,000 stock unit award.
  6. A one-time signing bonus of $3,000,000 is included, with repayment conditions if employment terminates within one year.
  7. Detailed provisions for termination for 'cause' or 'good reason' and associated severance benefits are outlined.

Frequently Asked Questions

  1. Who is the new Chief Financial Officer at Disney and when does their role begin?

    Hugh F. Johnston has been appointed as the new Senior Executive Vice President and Chief Financial Officer. His term will commence on December 4, 2023.

  2. What is Hugh F. Johnston's background?

    Mr. Johnston, 62, has a long and distinguished career at PepsiCo, Inc., where he served as Executive Vice President and Chief Financial Officer since 2010 and Vice Chairman since 2015. His experience spans strategic financial leadership, information technology, global e-commerce, and various operational and M&A roles.

  3. What is the compensation package for the new CFO?

    Mr. Johnston's compensation includes an annual base salary of $2,000,000, eligibility for an annual performance-based bonus with a target of at least 200% of his base salary, annual long-term incentive awards with a target value of 575% of base salary, and a one-time $14,000,000 long-term incentive stock unit award. He will also receive a $3,000,000 signing bonus.

  4. What happens to Kevin Lansberry's role?

    Kevin Lansberry, who has been serving as Interim Chief Financial Officer, will return to his permanent position as Executive Vice President and Chief Financial Officer of the Company’s Experiences segment, effective December 4, 2023.