8-KLeadership ChangesExhibits & Filings

Walt Disney Co 8-K Report, Executive Changes (Nov 7, 2025)

Filed November 7, 2025For Securities:DIS

Summary

This 8-K filing from The Walt Disney Company announces an amendment to the employment agreement for Horacio E. Gutierrez, Senior Executive Vice President, Chief Legal and Compliance Officer. The amendment extends his employment term to September 30, 2028, and renames his title to Senior Executive Vice President, Chief Legal and Global Affairs Officer. This change signals continued confidence in Mr. Gutierrez's leadership and his ongoing contributions to the company's legal and global affairs strategy. Key to investors, the amendment significantly increases Mr. Gutierrez's target long-term equity incentive award value to $12,365,000 annually, commencing in the current fiscal year. While his base salary and target annual bonus remain unchanged, this substantial increase in equity compensation aligns his incentives with long-term shareholder value creation. Additionally, specific provisions for termination and vesting of equity awards granted in January 2025 and fiscal year 2026 provide clarity and potential for continued benefits under certain circumstances.

Key Highlights

  • 1Extension of employment agreement for Horacio E. Gutierrez to September 30, 2028.
  • 2Title change for Mr. Gutierrez to Senior Executive Vice President, Chief Legal and Global Affairs Officer.
  • 3Significant increase in Mr. Gutierrez's target annual long-term equity incentive award to $12,365,000.
  • 4Base salary and target annual bonus opportunity remain unchanged.
  • 5Amendment includes provisions for continued vesting/exercisability of certain equity awards upon termination after December 31, 2026.

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