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UPDATED with Trian’s statement. Activist investment firm Trian Fund Management says it is “disappointed that Disney is carrying out a scorched earth campaign.”
In response to Disney’s recent attacks in a weeks-long proxy battle, Trian said Disney’s efforts appear to be “focused on diverting attention from the board’s failures.”
Addressing one of the personality clashes at the center of the dispute, that between Disney CEO Bob Iger and former Marvel president Ike Perlmutter, Trian said it is “irrelevant” to the proxy fight. . Trian has been seeking to have his co-founder Nelson Peltz (a Perlmutter ally) and former Disney CFO Jay Rasulo elected to the board. Board elections will take place at Disney’s annual shareholder meeting on April 3.
“This race is not about Mr. Iger or Mr. Perlmutter,” Trian said. “We are not opposed to Mr. Iger’s re-election or his continuation as CEO. Mr. Perlmutter is not on the ballot, he is not seeking a seat on the Board and will not influence the fiduciary responsibilities of our candidates. He owns more than $2.5 billion in Disney stock; He, like all shareholders, wants Disney to improve and create value. “The relationship between Mr. Iger and Mr. Perlmutter is irrelevant.”
PREVIOUSLY:
Disney’s latest salvo in a proxy fight with activist investor Trian Fund Management highlights the company’s “silent partner,” Ike Perlmutter, and his “difficult history with Bob Iger.”
That criticism came a 20 page slide deck, a follow-up to an anti-Trian video released by Disney earlier this week. The clash has intensified ahead of Disney’s annual shareholder meeting on April 3. The new slideshow, titled “Correcting Trian’s Fiction with Facts,” revisits a number of previous arguments, many of which were included in the video. (Trian made his case in a 130-page white paper earlier this month.)
However, for Hollywood watchers in particular, Disney’s portrayal of former Marvel boss Perlmutter is intriguing. It also goes a little deeper than previous public comments about the former executive by Iger and the company.
Perlmutter, who has long been friends with Trian co-founder and leader Nelson Peltz, has been the firm’s “silent partner” in the effort to secure board seats for Peltz and former Disney CFO Jay Rasulo, says Disney. “The former Perlmutter’s tense history with Bob Iger appears to have prompted his collaboration with Peltz to conduct a proxy contest,” the document states, noting that Perlmutter owns about 79% of the shares Peltz “claims” to own.
Trian “forgot to address Perlmutter’s difficult and well-told story with Bob Iger and many Disneys
employees, which is a very relevant consideration for shareholders,” in Disney’s opinion. The firm “has said little about Perlmutter’s role and influence; “It’s not credible that Perlmutter is actually sitting on the sidelines.”
Perlmutter’s oversight of the Marvel studio “was cut in 2015,” the document continues. The separation was due “to her constant antagonism toward the creative team and her vehement opposition to expanding the group’s production to films such as Black Panther and Captain Marvel.” Those films grossed $1.3 billion and $1.1 billion at the global box office, respectively.
Ties with Perlmutter were completely severed in March 2023 “as part of the company’s cost reduction program,” the slides unsentimentally add. His alignment with Peltz and the campaign to dislodge Iger began shortly thereafter.
Rasulo doesn’t escape scrutiny in Burbank’s latest explosion. The former CFO, who left Disney in 2015 after being passed over for the CEO position, and Peltz “do not add incremental skills to Disney’s board,” Disney says. Since Rasulo joined iHeartMedia’s board, the company’s performance metrics have only worsened and the executive “failed to address the streaming challenge to traditional radio.”
The executive “did not drive” either strategy or succession planning at Disney, the company says, and “does not have credible succession planning experience.”
Trian has made succession a key aspect of his criticism of Disney. Since returning as CEO in November 2022, Iger has repeatedly said that a formal succession planning process is underway and that he will certainly pass the baton at the end of his current contract in 2026. Trian has noted his many reversals of previously established plans. resign during his initial 14-year tenure as CEO, as well as his decision to hand over control to Bob Chapek in 2020. Chapek ended up being ousted by the board after a series of missteps and growing concern from Iger about the company address.
Meanwhile, as proxy saber-rattling continues, one notable business figure has aligned himself with Iger. JPMorgan Chase CEO Jamie Dimon, a highly influential figure in banking and financial circles, sent a statement to CNBC outlining his reasons.
“Bob is a first-class executive and exceptional leader who I have known for decades,” Dimon said in the statement. “He knows the media and entertainment business inside out and has a successful track record to prove it. It is a complicated industry full of creative talent, requiring the unique experience and commitment skills that Bob possesses. Putting people on a board of directors unnecessarily can hurt a company. “I don’t know why shareholders would take that risk, especially given the significant progress the company has made since Bob returned.”