Disney's largest shareholder Vanguard reportedly backing management over Peltz in board fight

  • Vanguard has voted for incumbent Disney directors over Nelson Peltz’s Trian Partners nominees ahead of Wednesday’s shareholder meeting, Bloomberg News reported, citing people familiar with the matter.
  • The index fund manager is Disney’s largest shareholder and a key vote for both sides.
  • Vanguard and BlackRock, the company’s two largest shareholders, have now both reportedly backed Disney’s current board and CEO Bob Iger.

disney's largest shareholder vanguard reportedly backing management over peltz in board fight

Bob Iger, CEO of The Walt Disney Company, speaks during the grand opening ceremony of Shanghai Disney Resort’s Zootopia-themed attraction at Shanghai Disney Resort on December 19, 2023 in Shanghai, China.

Disney’s largest shareholder, index fund manager Vanguard, plans to support management over Nelson Peltz’s Trian Partners in Wednesday’s board vote, Bloomberg News reported Tuesday, citing unnamed people familiar with the matter.

Institutional shareholders have until Wednesday to change their vote. Vanguard owns 7.8% of Disney shares. BlackRock, Disney’s second-largest shareholder with 4.2% of shares, is also supporting the incumbent board and CEO Bob Iger, The Wall Street Journal reported Monday.

The reporting on how Disney’s largest shareholders are supposedly voting prompted harsh criticism from onetime activist investor Bill Ackman on Tuesday evening.

“Only the company and its advisors have access to how shareholders have voted before the day of the annual meeting,” Ackman wrote on social media platform X. “The reason why the progress of an election for directors must be kept confidential until the results are final is that leaking the results can affect the ultimate outcome.”

Disney shareholders should support Peltz’s efforts, Ackman wrote, both because he would be “greatly additive” to Disney and because the media leaks, which Ackman alleged came from Disney or its advisors, raised the question of why management was “fighting so hard to keep him off.”

It would be a significant blow to Peltz’s ambitions to join Disney’s board if both BlackRock and Vanguard move to back the media company’s candidates. That would leave only State Street and Geode Capital Management, the company’s third- and fourth-largest shareholders respectively, as unknowns.

Through an arrangement with former Marvel Chairman Ike Perlmutter, Trian controls 1.8% of Disney shares, making it the fifth largest shareholder. Retail investors have until 11:59 p.m. ET Tuesday to submit their vote by phone or online.

Trian has won support from other, smaller shareholders, including Neuberger Berman and CalPERS. For its part, Disney has called in some of the most prominent names in the corporate and media world, including JPMorgan Chase CEO Jamie Dimon and Star Wars creator George Lucas.

Disney’s shareholder meeting begins Wednesday at 1 p.m. ET.

Vanguard declined to comment to CNBC.

Read the full Bloomberg report here.

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