Sec Form 3 Filing - Coleman Sonia L @ Walt Disney Co - 2023-04-08

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Coleman Sonia L
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)
Sr. EVP and Chief HR Officer
(Last) (First) (Middle)
500 SOUTH BUENA VISTA STREET
3. Date of Earliest Transaction (MM/DD/YY)
04/08/2023
(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 718.08 ( 1 ) I By 401(k)
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
Stock Option (Right-to-Buy) $ 110.5381 ( 2 ) 12/19/2028 Disney Common Stock 1,742 D
Stock Option (Right-to-Buy) $ 148.04 ( 3 ) 12/17/2029 Disney Common Stock 6,602 D
Restricted Stock Unit ( 5 ) ( 4 ) ( 4 ) Disney Common Stock 608 D
Stock Option (Right-to-Buy) $ 173.4 ( 6 ) 12/17/2030 Disney Common Stock 2,155 D
Restricted Stock Unit ( 5 ) ( 7 ) ( 7 ) Disney Common Stock 538 D
Stock Option (Right-to-Buy) $ 198.405 ( 8 ) 03/08/2031 Disney Common Stock 1,732 D
Restricted Stock Unit ( 5 ) ( 9 ) ( 9 ) Disney Common Stock 471 D
Stock Option (Right-to-Buy) $ 173.525 ( 10 ) 06/22/2031 Disney Common Stock 2,291 D
Restricted Stock Unit ( 5 ) ( 11 ) ( 11 ) Disney Common Stock 1,076 D
Restricted Stock Unit ( 5 ) ( 12 ) ( 12 ) Disney Common Stock 5,332 D
Restricted Stock Unit ( 5 ) ( 13 ) ( 13 ) Disney Common Stock 5,288 D
Restricted Stock Unit ( 5 ) ( 14 ) ( 14 ) Disney Common Stock 4,912 D
Restricted Stock Unit ( 5 ) ( 15 ) ( 15 ) Disney Common Stock 1,638 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Coleman Sonia L
500 SOUTH BUENA VISTA STREET
BURBANK, CA91521
Sr. EVP and Chief HR Officer
Signatures
/s/ Jolene E. Negre as attorney-in fact 04/11/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares held in The Walt Disney Stock Fund as of April 8, 2023. The Fund is one investment option in the 401(k) Plan and contains Company matching contributions.
( 2 )Option was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The option is fully vested.
( 3 )Option was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The option has vested as to 4,951 shares. The unvested portion of the option vests in a single installment of 1,651 shares on December 17, 2023.
( 4 )This restricted stock unit award was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The unvested portion of the award is scheduled to vest as to its remaining 608 stock units on December 17, 2023.
( 5 )Restricted stock units convert into common stock at 1-for-1.
( 6 )Option was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The option has vested as to 1,437 shares. The unvested portion of the option vests in a single installment of 718 shares on December 17, 2023.
( 7 )This restricted stock unit award was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The unvested portion of the award is scheduled to vest as to its remaining 538 stock units on December 17, 2023.
( 8 )Option was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The option has vested as to 1,155 shares. The unvested portion of the option vests in a single installment of 577 shares on March 8, 2024.
( 9 )This restricted stock unit award was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The unvested portion of the award is scheduled to vest as to its remaining 471 stock units on March 8, 2024.
( 10 )Option was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The option has vested as to 764 shares. The unvested portion of the option vests as to 763 shares on June 22, 2023, and as to 764 shares on June 22, 2024.
( 11 )This restricted stock unit award was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The unvested portion of the award is scheduled to vest as to 538 stock units on each June 22 of 2023 and 2024.
( 12 )This restricted stock unit award was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The unvested portion of the award is scheduled to vest as to 1,333 stock units on each June 14 of 2023 and 2024, and as to 1,333 stock units on each December 14 of 2023 and 2024.
( 13 )This restricted stock unit award was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The award is scheduled to vest on March 8, 2024.
( 14 )This restricted stock unit award was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The award is scheduled to vest as to 818 stock units on June 15, 2023, as to 818 stock units on December 15, 2024, as to 819 stock units on each December 15 of 2023 and 2025, and as to 819 stock units on each June 15 of 2024 and 2025.
( 15 )This restricted stock unit award was granted under the Company's Amended and Restated 2011 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The award is scheduled to vest as to 273 stock units on each June 15 of 2023, 2024, and 2025, and as to 273 stock units on each December 15 of 2023, 2024, and 2025.

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