Disney SEC filing reveals Bob Iger's base salary and his return to the board of directors

17 days ago in "The Walt Disney Company"

Posted: Monday November 21, 2022 4:52pm ET by WDWMAGIC Staff

The Walt Disney Company has filed an employment agreement with the SEC for the appointment of Bob Iger as its new CEO.

Employment. Upon the terms and subject to the conditions of this Agreement, the Company hereby employs Executive, and Executive hereby accepts employment by the Company, for the period commencing as of November 20, 2022 (the “Commencement Date”), and ending on December 31, 2024 (or such earlier date as shall be determined pursuant to Paragraph 5). The period during which Executive is employed pursuant to this Agreement shall be referred to as the “Employment Period.”

Iger will receive a $ 1 million annual base salary and a long-term incentive bonus with a target value of $25 million for each year of the agreement, which currently runs through December 31, 2024.

Base Salary. Effective as of the Commencement Date, Executive shall receive an annual base salary of $1,000,000. The amount of annual base salary payable under this Paragraph 3(a) shall be reduced, however, to the extent Executive elects in accordance with Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), and the regulations and interpretations thereunder (“Section 409A”), to defer such salary under the terms of any deferred compensation or savings plan or arrangement maintained or established by or on behalf of the Company or any of its subsidiaries. Executive’s annual base salary payable hereunder, without reduction for any amounts deferred as described above, is referred to herein as the “Base Salary.” The Company shall pay Executive the portion of Base Salary not deferred at the election of Executive in accordance with its generally applicable policies for senior executives (currently paid on a weekly basis), but not less frequently than in equal monthly installments

(b)Annual Incentive Bonus. Executive shall be given the opportunity to earn an annual discretionary incentive bonus in accordance with the annual bonus plan generally applicable to the Company’s executive officers, as the same may be in effect from time to time (the “Annual Plan”). Executive’s target annual incentive bonus opportunity under the Annual Plan during each full fiscal year during the term hereof shall be one hundred percent (100%) of Executive’s Base Salary as in effect at the end of such fiscal year. The actual amount payable to Executive as an annual bonus under the Annual Plan shall be dependent upon the achievement of performance objectives established in accordance with the Annual Plan by the Board of Directors of the Company or the committee of the Board responsible for administering such Annual Plan (the “Compensation Committee”), which shall be substantially similar to the objectives established under the Annual Plan for other senior executive officers of the Company. The preceding sentence shall not limit any power or discretion of the Board or the

The SEC filing also indicates that Bob Iger will return to the board of directors of the Walt Disney Company.

Position and Duties. During the Employment Period, Executive shall serve as Chief Executive Officer of the Company and in such other positions with the Company and its subsidiaries and affiliates consistent with Executive’s position as the Board of Directors (the “Board”) shall reasonably assign Executive from time to time. The Executive shall report to the Board. In connection with his appointment as Chief Executive Officer, the Board shall appoint the Executive as a member of the Board. During the Employment Period, the Company shall also nominate Executive for re-election as a member of the Board at the expiration of each term of office, and Executive shall serve as a member of the Board for each period for which he is so elected. During the Employment Period, Executive shall devote all Executive’s business time on a full-time and exclusive basis to the services required hereunder, and shall perform such services in a manner consonant with the duties of Executive’s position. Executive shall be subject to the terms and conditions of any applicable policy of the Company (including, without limitation, “The Walt Disney Company and Associated Companies Standards of Business Conduct” booklet and the Employee Policy Manual), as reasonably made available and as interpreted from time to time by the Company, provided that, subject to the provisions of Paragraph 7(a), nothing herein shall preclude Executive from (i) engaging in charitable activities and community affairs, and (ii) managing Executive’s personal investments and affairs, so long as the activities listed in subclauses (i)-(ii) do not materially interfere, individually or in the aggregate, with the proper performance of Executive’s duties and responsibilities hereunder.

You can read the full SEC filing here.

The Walt Disney Company announced late Sunday night that Robert A. Iger is returning to lead Disney as Chief Executive Officer, effective immediately.


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lazyboy97o5 hours ago

“98% of statistics quoted on the internet are made up.” - Abraham Lincoln

Casper Gutman5 hours ago

Man, I cannot wait for the MCU X-Men.

LittleBuford6 hours ago

Majority of whom?

_caleb6 hours ago

Majority of what?

Laketravis6 hours ago

You might peruse some of the opinions outside of this WDW Magic echo chamber. An alarming majority specifically cite this "woke mentality" as their reason for no longer supporting Disney.

_caleb6 hours ago

Maybe reanimated minions of She Who Shall Not Be Named?

OrlandoRising7 hours ago

Is it me or are there more than the usual amount of these just-created spam accounts posting in this thread?

Lilofan8 hours ago

When the incoming CEO from the outside or inside came in to replace temporary Iger in 2 years and Christine doesn't resign like Mayer, Staggs and Rasulo who were passed over, it is probable when the new guy comes , the first head on the chopping block would be hers.

Casper Gutman9 hours ago

Come on... she didn't do that without being quite sure what the outcome would be.

SteveAZee11 hours ago

She's good.

"El Magnifico"11 hours ago

I heard it was gonna be the Harmonius Grand Finale. He walks out through the Stargate.

MisterPenguin12 hours ago

McCarthy did what people wanted every underling to do in the face of bad leadership... Instead of being just a yes person, she went to the Board and threatened to quit unless they fired Chapek. So, how's that for action?

Trauma12 hours ago

Yeah they all say the things people want to hear. I only care about what they do.

Tony the Tigger13 hours ago

Then they’re likely not trying to get you back.