Darroch Jeremy 4

What Happened

• Jeremy Darroch, a director of The Walt Disney Company, received an award of 954.8 shares on 2026-06-30 under Disney's 2011 Stock Incentive Plan (transaction code A). The grant was reported at $100.80 per share for a total value of $96,244.
• Simultaneously, 113.27 shares were automatically reduced/withheld (transaction code F) at $96.80 per share (value shown $10,964) to satisfy withholding tax obligations. That reduction was not an open-market sale.

Key Details

• Transaction dates: June 30, 2026; Form 4 filed July 2, 2026 (timely filing).
• Grant: 954.8 shares @ $100.80 = $96,244 (code A).
• Tax withholding: 113.27 shares @ $96.80 = $10,964 (code F); this is an automatic share reduction to satisfy taxes, not a sale (see footnote).
• Footnotes: F1 — the 954.8 shares consist of 310 shares issued in lieu of cash retainer election and 644.8 deferred stock units as a quarterly grant under the Plan. F2 — totals reflect cash paid for fractional shares. F3 — the 113.27-share disposition is an automatic withholding to cover taxes and does not represent an open-market transaction.
• Shares owned after transaction: not specified in the filing.

Context

• This is a routine director compensation event (stock units issued as retainer/quarterly grant). The withheld shares to cover taxes are a common administrative step and should not be interpreted as a directional sale by the director.