Two tech titans are leaving Walt
board of directors as the media giant moves into their territory, creating conflicts.
Chief Operating Officer Sheryl Sandberg and
aren’t standing for re-election at Disney’s annual meeting March 8, the company disclosed in a regulatory filing Friday.
“Given our evolving business and the businesses Ms. Sandberg and Mr. Dorsey are in, it has become increasingly difficult for them to avoid conflicts relating to board matters,” a Disney spokeswoman said in a statement.
The company is developing a new ESPN streaming video service it will launch this year and a Disney-branded one scheduled to debut in 2019. Facebook and Twitter, meanwhile, are expanding their own video products and Facebook has begun buying and streaming original programming.
In addition, Disney’s longtime lead independent director,
Orin C. Smith,
is stepping down because he has hit the company’s retirement age of 74.
Disney’s board will elect a new lead independent director when it meets after the annual meeting, the spokeswoman said.
One more board member,
is stepping down because he has served for 15 years, the maximum tenure.
Disney already said that
Oracle Corp.’s co-chief executive, and Illumina Inc. CEO Francis deSouza will join the board starting Feb. 1.
If they, along with eight incumbent members, are elected at the annual meeting, Disney will end up with 10 directors.
will remain chairman.
Mr. Iger’s total compensation in fiscal 2017 fell 17% from the year earlier on lower bonus pay, the company also revealed in its proxy statement.
Mr. Iger’s total compensation was $36.3 million for the year ended Sept. 30, down from $43.9 million the prior year.
While Mr. Iger’s base pay stayed unchanged at $2.5 million, he received $15.2 million in performance-based cash bonus, above the $12 million target but substantially down from the $20 million he received in fiscal 2016.
“Despite strong performance in the face of known comparability challenges and Mr. Iger’s ongoing strategic leadership, the absence of growth in fiscal 2017 led to a decline of $4.8 million in Mr. Iger’s bonus compared to fiscal 2016,” the company said in a securities filing on Friday.
It was bumped to $3 million on Jan. 1 under a new agreement signed last month as Disney agreed to acquire some assets of
Fox and Wall Street Journal parent News Corp share common ownership.
Under the new agreement, Disney extended Mr. Iger’s contract through 2021, from July of 2019, should the Fox deal close.
Disney’s net income fell 4% last fiscal year to $8.98 billion and revenue declined 1% to $55.14 billion.
The company’s stock closed Friday at $112.47, up 4% over the past 12 months.
Appeared in the January 13, 2018, print edition as ‘Tech Leaders to Depart From Disney’s Board.’