The Walt Disney Company (NYSE:DIS) Files An 8-K Submission of Matters to a Vote of Security Holders

ME Staff 8-k
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The Walt Disney Company (NYSE:DIS) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders

(a-b) >The final results of voting on each of the matters
submitted to a vote of security holders during the Registrants
annual meeting of shareholders on March 8, 2017 are as follows.
1.
Election of Directors:
For
Against
Abstentions
Broker Non-Votes
Susan E. Arnold
1,045,272,268
29,950,976
2,068,391
270,155,246
John S. Chen
983,026,137
92,059,853
2,205,645
270,155,246
Jack Dorsey
999,232,887
75,101,566
2,957,182
270,155,246
Robert A. Iger
1,028,731,216
40,881,637
7,678,782
270,155,246
Maria Elena Lagomasino
1,029,931,053
45,164,772
2,195,810
270,155,246
Fred H. Langhammer
1,050,691,013
24,278,463
2,322,159
270,155,246
Aylwin B. Lewis
979,088,899
95,878,139
2,324,597
270,155,246
Robert W. Matschullat
1,053,621,158
21,326,400
2,344,077
270,155,246
Mark G. Parker
1,061,942,316
13,062,061
2,287,258
270,155,246
Sheryl K. Sandberg
1,066,440,575
8,817,874
2,033,186
270,155,246
Orin C. Smith
1,029,608,852
45,371,690
2,311,093
270,155,246
Under the Registrants Bylaws, each of the directors was elected,
having received more votes for than against.
For
Against
Abstentions
2.
Ratification of PricewaterhouseCoopers LLP as
registered public accountants
1,323,422,822
20,802,168
3,221,891
Under the Registrants Bylaws, the selection of the auditors was
ratified, having received for votes from more than a majority of
shares cast for, against or abstain.
For
Against
Abstentions
Broker Non-Votes
3.
Approval of the advisory vote on executive compensation
900,491,165
171,054,086
5,746,384
270,155,246
Under the Registrants Bylaws, the proposal was approved, having
received for votes from more than a majority of shares cast for,
against or abstain.
One Year
Two Years
Three Years
Abstentions
Broker Non-Votes
4.
Advisory vote on the frequency of votes on executive
compensation
986,170,659
5,070,903
81,751,123
4,298,950
270,155,246
Under the Registrants Bylaws, the proposal to hold advisory votes
every year was approved, having received more than a majority of
shares cast for one of the three options or abstain.
For
Against
Abstentions
Broker Non-Votes
5.
Shareholder proposal relating to lobbying disclosures
347,350,728
595,616,916
134,323,991
270,155,246
Under the Registrants Bylaws, the proposal failed, having
received for votes from less than a majority of votes cast for,
against or abstain
For
Against
Abstentions
Broker
Non-Votes
6.
Shareholder proposal relating to changes to proxy
access bylaws
287,787,051
780,423,130
9,081,454
270,155,246
Under the Registrants Bylaws, the proposal failed, having
received for votes from less than a majority of votes cast for,
against or abstain.
(d)
On March 8, 2017, following the Registrants annual meeting
of shareholders, the Board adopted a resolution providing
that an advisory vote on executive compensation would be
held annually until the next required vote on the frequency
of such votes.
Item 8.01 Other Events
On March 10, 2017 the Registrant entered into a new $2.5 billion
364-Day Credit Agreement with a syndicate of lenders to support
commercial paper borrowings and for other general corporate
purposes. The new facility will expire on March 9, 2018 and
replaces the Registrants $1.5 billion 364-Day Credit Agreement
(filed as Exhibit 10.1 to the Registrants Form 8-K dated March
14, 2016), which expired on March 10, 2017. Under the new 364-Day
facility, as with the former facility, the Registrant has the
option to extend the maturity date of all or a portion of
advances outstanding at the time of maturity for one year. The
Registrant has the option to borrow at LIBOR-based rates plus a
spread, subject to a cap and a floor that vary with the
Registrants debt rating, depending on the credit default swap
spread applicable to the Registrants senior, unsecured debt. The
remaining provisions of the new facility, including
representations, warranties, covenants and events of default, are
also substantially similar to the provisions of the former
364-Day facility. In particular, the new facility contains only
one financial covenant, relating to interest coverage, and
specifically excludes certain entities, including Euro Disney,
Hong Kong Disneyland and Shanghai Disney Resort, from any
representations, covenants or events of default.
A copy of the new 364-Day Credit Agreement is filed herewith as
Exhibit 10.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
10.1 364 Day Credit Agreement dated as of March 10,
2017>>>>>


About The Walt Disney Company (NYSE:DIS)

The Walt Disney Company is an entertainment company. The Company operates in four business segments: Media Networks, Parks and Resorts, Studio Entertainment, and Consumer Products & Interactive Media. The media networks segment includes cable and broadcast television networks, television production and distribution operations, domestic television stations, and radio networks and stations. Under the Parks and Resorts segment, the Company’s Walt Disney Imagineering unit designs and develops new theme park concepts and attractions, as well as resort properties. The studio entertainment segment produces and acquires live-action and animated motion pictures, direct-to-video content, musical recordings and live stage plays. It also develops and publishes games, primarily for mobile platforms, books, magazines and comic books. The Company distributes merchandise directly through retail, online and wholesale businesses. Its cable networks consist of ESPN, the Disney Channels and Freeform.

The Walt Disney Company (NYSE:DIS) Recent Trading Information

The Walt Disney Company (NYSE:DIS) closed its last trading session up +0.60 at 111.52 with 5,148,743 shares trading hands.