Sec Form 4 Filing - WOODFORD BRENT @ Walt Disney Co - 2020-12-19

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
WOODFORD BRENT
2. Issuer Name and Ticker or Trading Symbol
Walt Disney Co [ DIS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP, Control, Fin Plan & Tax
(Last) (First) (Middle)
500 SOUTH BUENA VISTA STREET
3. Date of Earliest Transaction (MM/DD/YY)
12/19/2020
(Street)
BURBANK, CA91521
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Disney Common Stock 12/19/2020 M 2,223 ( 1 ) A $ 174.0615 37,974 D
Disney Common Stock 12/19/2020 F 1,103 ( 2 ) D $ 174.0615 36,871 D
Disney Common Stock 12/19/2020 M 1,209 ( 1 ) A $ 174.0615 38,080 D
Disney Common Stock 12/19/2020 F 600 ( 3 ) D $ 174.0615 37,480 D
Disney Common Stock 12/19/2020 M 2,340 ( 1 ) A $ 174.0615 39,820 D
Disney Common Stock 12/19/2020 F 1,161 ( 4 ) D $ 174.0615 38,659 D
Disney Common Stock 12/21/2020 M 2,108 ( 1 ) A $ 170.065 40,767 D
Disney Common Stock 12/21/2020 F 1,046 ( 5 ) D $ 170.065 39,721 D
Disney Common Stock 12/21/2020 S 1,131 ( 6 ) D $ 168.94 38,590 D
Disney Common Stock 12/22/2020 S 2,908 ( 6 ) D $ 170 35,682 D
Disney Common Stock 284.675 ( 7 ) I By 401(k)
Disney Common Stock 100 I By Spouse in IRA
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit ( 8 ) 12/19/2020 M 2,223 ( 1 ) 12/19/2020 Disney Common Stock 2,223 $ 0 0 D
Restricted Stock Unit ( 8 ) 12/19/2020 M 1,209 ( 1 ) 12/19/2020 Disney Common Stock 1,209 $ 0 0 D
Restricted Stock Unit ( 8 ) 12/19/2020 M 2,340 ( 1 ) 12/19/2020 Disney Common Stock 2,340 $ 0 0 D
Restricted Stock Unit ( 8 ) 12/21/2020 M 2,108 ( 1 ) 12/21/2020 Disney Common Stock 2,108 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WOODFORD BRENT
500 SOUTH BUENA VISTA STREET
BURBANK, CA91521
EVP, Control, Fin Plan & Tax
Signatures
/s/ Jolene E. Negre, as attorney-in-fact 12/22/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Vesting of shares connected with grant under The Walt Disney Company's 2002 Executive Performance Plan and 2011 Stock Incentive Plan. Includes dividend equivalents credited with respect to the award, pursuant to the terms thereof.
( 2 )The 1,103 shares reported as a disposition represent an automatic reduction of shares issued to the reporting person to discharge withholding tax obligations of reporting person and do not constitute an actual sale or other open-market transaction.
( 3 )The 600 shares reported as a disposition represent an automatic reduction of shares issued to the reporting person to discharge withholding tax obligations of reporting person and do not constitute an actual sale or other open-market transaction.
( 4 )The 1,161 shares reported as a disposition represent an automatic reduction of shares issued to the reporting person to discharge withholding tax obligations of reporting person and do not constitute an actual sale or other open-market transaction.
( 5 )The 1,046 shares reported as a disposition represent an automatic reduction of shares issued to the reporting person to discharge withholding tax obligations of reporting person and do not constitute an actual sale or other open-market transaction.
( 6 )These transactions were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person.
( 7 )Shares held in The Walt Disney Stock Fund as of December 21, 2020. The Fund is one investment option in the 401(k) Plan and contains Company matching contributions.
( 8 )Converts at 1-for-1.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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