WOODFORD BRENT 4

What Happened

• Brent Woodford, EVP, Control, Financial Planning & Tax at The Walt Disney Company, had 2,215 restricted stock units (RSUs) vest on June 15, 2026. The RSUs converted 1-for-1 into 2,215 shares of DIS common stock. To satisfy tax withholding, 488 of those shares were automatically retained at $101.50 per share, totaling $49,530. Net shares delivered to Woodford after withholding: 1,727 shares. The filing shows these were vesting/conversion events, not open‑market sales.

Key Details

• Transaction date: 2026-06-15; Form 4 filed: 2026-06-16 (timely).
• Vesting/conversion: 2,215 RSUs converted to 2,215 shares (code M for conversion).
• Tax withholding: 488 shares withheld (code F) at $101.50 = $49,530; this was an automatic share retention, not an open‑market sale (footnote F3).
• RSU terms: Vesting of RSUs previously granted under the 2011 Stock Incentive Plan; RSUs convert 1-for-1 into common stock and included dividend equivalents (footnotes F1, F2).
• Shares held in The Walt Disney Stock Fund (401(k) option) noted in filing (footnote F4); the filing does not list total post-transaction holdings beyond the vested shares.

Context

• This is a routine equity compensation vesting event — not a discretionary buy or sell by the insider. The withholding of shares for taxes is standard practice for RSU vesting and does not indicate an open‑market sale. For derivative conversions like this, the RSUs simply became common shares upon vesting.