Activist Investor Nelson Peltz Says Proxy Fight is About Disney’s Board and Not Bob Iger, His Votes Say Otherwise

Nelson Peltz is saying that his proxy fight with The Walt Disney Company is focused on the future of the Board of Directors and not about Bob Iger’s leadership as CEO. Peltz, through his Trian Group, released a statement on Monday about their votes for Disney’s Board of Directors. Trian’s statement states that the group voiced its support for Bob Iger as both a leader and also a board member. In fact, it says that they support him in both roles.

“In this election contest, Disney has emphasized that Mr. Iger is admired and respected (including, for example, by service providers and advisors), which we do not doubt,” the Trian Group said in the statement. “Trian supports Mr. Iger as a candidate for the board and as CEO. That Disney spends so much time and ink defending Mr. Iger — while saying almost nothing about the two director candidates whose reelection Trian is challenging — is both troubling and telling. This campaign is not about Mr. Iger, nor is it a referendum on his leadership. And in all events, Disney is, and must be, more than just one person, especially one whose contract expires in less than two short years.”

This statement seems to indicate that Trian Group would be supporting Bob Iger with votes for him to remain on Disney’s Board of Directors. However, Trian Group’s actions are different than what its words are saying. Trian Group withheld its votes for Bob Iger for the Board of Directors. At this point, there has been no clarification as to why words and actions aren’t lining up in this regard.

Trian Group’s biggest focal point now appears to be on the CEO succession issue for Disney. The statement also said that the Disney Board of Directors “botched its most important job – CEO succession – by installing Bob Chapek in that role seemingly without appropriate vetting or oversight. The board then renewed Mr. Chapek’s contract just months before firing him for poor performance. Ultimately, the board had to call Bob Iger out of retirement to fill the void.”

Nelson Peltz & Jay Rasulo

Nelson Peltz has been pushing for himself and former Disney executive Jay Rasulo to be added to Disney’s Board of Directors. This comes as he is also seeking changes in how Disney is run, the money it earns/saves, and how Disney+ and Disney’s other streaming services operate. Peltz would like to see Disney+ operate with Netflix-like profit margins. Disney, for its part, have called the efforts of Peltz “disruptive and destructive.” It also has said that Peltz’s “quest also seems more about vanity than a belief in Disney.” On top of all of that, Disney has pointed out that a major driver in Trian Group is former Marvel executive Ike Perlmutter, who has a well-known grudge against Bob Iger. Trian controls approximately $3.5 billion worth of Disney stock. 79% of Trian’s stock is owned by Perlmutter. Perlmutter was let go from Disney last year after Peltz’s previous proxy fight pushed Disney to majorly cut costs.

There have been voices speaking out on both sides of this proxy fight. Multiple major shareholders and industry experts have spoken in favor of shareholders supporting Bob Iger and Disney’s Board of Directors. Institutional Shareholder Services spoke in favor of adding Nelson Peltz to the board but not Jay Rasulo. How this proxy fight plays out will be determined when Disney holds its annual shareholder meeting virtually on Wednesday, April 3, at 10:00 AM.

What do you think of this development in this proxy fight? How do you think it will play out? How do you think it should play out? Share your thoughts and opinions in the comments below!