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AGM 2019

Mar 7, 2019

Speaker 1

Good morning. Video is certainly a nice way to kick off this morning. Now as many of you know, we hold our shareholder meeting in a different city every year. And this year, we're in a place with a deep connection to our company. Walt Disney spent what he called the best years of his childhood, just a couple of 100 miles away in Marceline, And he opened his first animation studio in Kansas City, all of which makes being here today quite special.

By the way, we got some folks from Marceline here this morning. Thanks for coming. Let me just give you a sense for the agenda this morning. I'm going to cover a few topics, and then our General Counsel, Alan Braverman, is going to conduct the business portion of the meeting. And then I'm going to return to share some exciting things with you, and then we'll open the floor to questions.

As many of you, I think know, it's been a busy, productive, but also quite a successful year at Disney. And we're proud of what we accomplished and certainly optimistic about what lies ahead. And we're in the final stages of our acquisition of 21st Century Fox. We expect to gain final regulatory approval soon. We look forward to welcoming the 21st Century Fox Businesses to Disney, along with their wealth of proven management talent.

And our new corporate structure is designed to integrate these assets and maximize their long term value. We spent most of this year on integration planning so that we will hit the ground running as soon as the deal closes. We've also had our share of creative success this past year. We released some of the most successful movies of the year, in fact, generating more than $7,300,000,000 in total global box office. 2018 was actually the 2nd time our studio delivered more than $7,000,000,000 in box office, and we remain the only studio to ever do so.

Now that kind of success is the result of talent, vision, passion and courage, the qualities that define the leaders and the storytellers of the Walt Disney Studios and across our company. It's vitally important that the stories that we tell reflect the world around us, which is critical to our ability to thrive in a changing market. Historic Oscar winning successes like Marvel's Black Panther and BOW are two obvious examples of the power and the importance of including and encouraging a variety of voices and perspectives. And we're committed to greater gender inclusion as well. In fact, it's an integral part of our commitment to diversity at all levels of our workforce to ensure that we have the best people in every role.

Now speaking of hiring the best people, we employ almost 10,000 military veterans and we spend 1,000,000 annually with veteran owned businesses. And that's a great story. We've spoken about it often at various shareholder meetings, and we're certainly very proud of it. Thank you. In terms of financial performance, we delivered record results in 2018.

Revenue was up 8% to a record $59,400,000,000 Net income rose 40% to a record $12,600,000,000 and earnings per share increased 47% to an all time high of $8.36 Over the last 10 years, we delivered an average annual shareholder return of almost 24%, and that's about 6 percentage points higher than the S and P 500. As a result, our total shareholder return for the last decade is 7 32%, as compared to 400% for the S and P 500 during the same period. Now this sustained performance reflects the strength of our strategy. It also reflects our willingness to make bold moves and our commitment to creativity, to innovation and of course, to excellence. Above all, our results reflect the collective talent and dedication of more than 200,000 cast members around the world.

And we continue to create new opportunities for their growth and advancement. And last fall, we launched a groundbreaking initiative to provide free tuition for every Disney hourly cast member in the country, so that they can access the education that they need to build the careers that they want, that's from vocational skills to undergraduate and graduate degrees. And we call this program Disney Aspire, and we've committed up to $150,000,000 to fund it over the next 5 years. We're going to add $25,000,000 more each year after that. And about 40% of our 85,000 hourly employees have signed up for Disney Aspire in just the 1st 6 months.

1,000 are already taking classes free of charge, and we're adding more every day. I'm incredibly proud of this program, and nothing would make me happier if we had 100% of our eligible cast members take full advantage of this opportunity to advance their careers and hopefully to pursue their dreams. Now at this meeting last year, we also committed $100,000,000 along with some great creativity to improve the experience for young patients and their families at children's hospitals around the world. And we'll unveil the first phase of this initiative just this next month in Texas, the Texas Children's Hospital, which is based actually in Houston. We also continue to reduce our environmental impact around the world.

And for example, our recent decision to ban plastic straws and stirrers in all of our locations means that almost 200,000,000 fewer of those items will be thrown away each year. We're also in the process of getting rid of other plastic items, and we're getting rid of polystyrene cups as well and working on a program, in fact, to recycle plastic bottles from our parks and resorts into our consumer products. And then our new solar facility in Florida is now online, and that's going to generate enough clean energy to power 2 of the 4 parks of Walt Disney World, which eliminates almost 60,000 tonnes of greenhouse gas emissions in the process, and that's roughly equivalent to taking almost 10,000 cars off the road. Thank you. Our parks and resorts actually present the most obvious opportunities to reduce our environmental footprint, but all of our businesses are actively engaged in efforts to minimize our environmental impact even as we grow our operations around the world.

Now before we move on to the business agenda, I'd like to acknowledge 3 long time Board members who are retiring this year: Alwyn Lewis and John Chen and Fred Langhammer. I want to thank them all for their service during a transformational and extremely successful era in our company's history. And I'd also like to introduce our current Board of Directors. Hold your applause until I introduce them all, starting with our Lead Director, Susan Arnold. In addition to Susan, we have Mary Barra, Safra Katz, Francis D'Souza, Michael Froman, Mel Lagomacino, Mark Parker and our incoming Board member, Derica Rice, who could not be with us today.

Derica is the Executive Vice President of CVS Health and President of CVS Caremark. So at this time, I'd like to ask the Board to stand and be recognized.

Speaker 2

Thank you.

Speaker 1

I also want to acknowledge a very special guest that comes to our Annual Shareholder Meetings every year, and that's Roy P. Disney. Roy, please stand. Always nice to have a Disney in the house. So thank you all for coming today.

I'm going to come back in just a few minutes. First, I'm going to turn the stage over to our Secretary and General Counsel to conduct the business portion of the meeting. And then when he's done with the official business, I'll be back to share some pretty exciting things that we're working on. And then I'm going to take your questions. So please welcome our General Counsel, Alan Braverman.

Speaker 3

Thank you, Bob, and good morning. This meeting has been duly called and is being conducted in conformity with the laws of Delaware and the company's charter and bylaws. If you've already voted by proxy, you don't need to vote again now. But if you haven't voted yet or you want to change your vote, you can do that here today. Please raise your hand if you need a ballot to vote.

We'll have someone collecting any ballots today at the end of the business portion of the meeting. Copies of the rules of the meeting were provided at the registration table and we would ask that everyone please respect the rules. Now we have 5 items on the agenda today, including 2 shareholder proposals. I'll introduce each of the 3 items and the shareholder representatives who are present will present the 2 shareholder proposals. Then the polls will close.

We'll have a preliminary report from the Inspector of Elections and adjourn the business portion of the meeting. The company has retained Broadridge Investor of Communications Solutions as the Inspector of Elections for this meeting. I would now like to introduce Belinda Massafra, a representative of Broadridge and ask her to report on the number of outstanding shares present and voting today.

Speaker 4

Thank you, Mr. Braverman. As of the close of business on January 7, 2019, the record date for this meeting, there were 1,490,000,000,670 1,790 shares of common stock outstanding, each of which is entitled to 1 vote. There are at least 1,303,000,000,621,247 shares of common stock represented by proxy at this meeting, which represents at least 87% of the total number of shares entitled to vote.

Speaker 3

Thank you. Based on this report, I declare that a quorum is present, that this meeting is qualified to proceed and that the polls are now open. The first item is the election of 9 members of the Board of Directors. Each director holds office for a term of 1 year. Those nominated for election at this meeting are Susan Arnold, Mary Barra, Safra Katz, Francis D'Souza, Michael Froman, Bob Iger, Mel Lagomacino, Mark Parker and Derica Rice.

The Board recommends a vote for the election of all of these nominees. The next item is the ratification of the appointment of PricewaterhouseCoopers LLP as the company's independent representative of PwC is here to

Speaker 1

questions.

Speaker 3

The Board recommends a vote for the ratification of the appointment of PricewaterhouseCoopers as the company's independent registered accountants for fiscal 2019. The next item is an advisory vote on executive compensation. We're seeking advisory shareholder approval of the compensation of the named executive officers and the board recommends a vote for that proposal. The next item is a shareholder proposal presented by Zeben Asset Management. The full text of that proposal is set forth in the proxy statement.

I understand that Sister Barbara James, a representative of the shareholder, is here to present the proposal and I would like to invite her now to do so. I would just ask that she limit the presentation to 5 minutes at most.

Speaker 5

Thank you, Mr. Chairperson. My name is Sister Barbara Jennings. I'm a Sister of St. Joseph.

I live here in St. Louis. Zeban Asset Management is located in Boston. I hereby move proposal number 4, number 1 in your book, which asks our company to provide a comprehensive report on its lobbying expenditures, including indirect funding of lobbying through trade associations. As shareholders, we encourage transparency and accountability in the use of staff time and corporate funds used to influence legislation, both directly and indirectly.

As such, we remain concerned that Disney's disclosure of lobbying lacks transparency and accountability. DISEASE does not issue a comprehensive report of its own direct lobbying. That data is scattered among federal and state regulators and is difficult to obtain. Disney also fails to provide comprehensive disclosure of its memberships and payments to trade associations, as well as the portions of those dues payments used for lobbying. Given Disney's lack of disclosure, shareholders remain concerned that company assets could be used for objectives that are contrary to Disney's long term mission, interest and that might ultimately harm share value.

Disney has attracted negative media attention in some of these areas. Investors are especially concerned about risk arising when trade associations and coalitions, supported by Disney lobby on issues which are contrary to Disney's belief and values. For example, Disney is reportedly a member of the United States Chamber of Commerce. Our company and its Board should be alarmed that the Chamber actively sought to undermine the Paris Agreement on climate change despite leadership from Disney. Disney is also listed as a member of the National Restaurant Association.

This group has spent 1,000,000 on the state level over sick leave policies and worked with the controversial American Legislative Exchange Council to stop local measures to enact paid sick leave laws. Consumers would be alarmed to learn that such lobbying is enabled by Disney. Disney is a member of the Florida Retail Federation, a lobbying group that has recently pushed for draconian felony penalties for petty theft crimes in Florida. Such activity is not only potentially at odds with the company's long term interests and objectives, it also endangers Disney's reputation. This proposal is not about limiting lobbying for legitimate Disney advantage.

It's about transparency and managing the risk associated with undisclosed, unexamined political activity. Publicly available data currently does not provide a complete picture of Disney's lobbying expenditures. We ask you to vote for this proposal asking Disney to be more transparent. Thank you.

Speaker 3

Thank you for those comments. The Board of Directors has recommended a vote against this proposal for the reasons that are set out in the proxy statement. The next item is a shareholder proposal presented by James McRitchie. Full text of that proposal is also set forth in the proxy statement. And I understand that Sister Pichacek, a representative of the shareholder, is here to present this proposal.

And I would like to ask her to do so at this time. And again, please limit your comments to 5 minutes at most.

Speaker 6

Thank you. My name is Sister Janet Kucheczyk. I am a Sister of St. Joseph, and I live in St. Louis.

I am presenting proposal 2 in your book, the report on cyber security and data privacy on behalf of James McRitchie. Disney links senior executive compensation to various performance metrics. Cybersecurity and data privacy are vitally important issues to Disney. They should be integrated as appropriate into senior executive compensation to incentivize leadership, to reduce needless risk, enhance financial performance and increase accountability. In its opposition statement, Disney argues their current program allows the compensation committee to incentivize those executives with direct responsibility for data security and data privacy on an individual basis.

Although senior executives may not have direct responsibility for data security and privacy, they are responsible for managing the work of those who do. Let me give you an example. Legally, parents might be charged with child endangerment if they do not properly vet the babysitter or go over what to do in an emergency. If parents do not ask the babysitter the right questions or discuss likely contingencies, they are liable. High profile cyber attacks and allegations have given the entertainment and allegations have given

Speaker 1

the entertainment industry an image problem.

Speaker 6

Disney has adopted systems to address these issues. However, we have seen at companies like Equifax, Facebook, Target and many others, even the best plans can be improved. Disney's opposition statement evidenced a Board that is too willing to assign blame and reluctant to accept responsibility for a critically important risk. Shareholders prefer not to hear about costly breaches in data security and privacy in the media. Please vote for Proposal 2 in your books to Protect Children and Better Ensure Cybersecurity and data privacy.

Thank you.

Speaker 3

Thank you. The Board of Directors has recommended a vote against this proposal for the reasons set forth in the proxy statement. Now if anyone hasn't yet voted and you're holding a ballot, please raise your hand. We'll have someone coming through the audience to collect your ballot. The polls will now close and I would like to ask the Inspector of Elections to give us a report based on the proxies received at the opening of the polls at today's meeting.

Inspector, may we have your report?

Speaker 4

Thank you, Mr. Braverman. For item 1, the election of directors, we have received proxies voting for each director representing at least 94% of the votes cast. For item 2, ratification of the appointment of PricewaterhouseCoopers, we have received proxies for 97% of shares voting to approve the appointment. For item 3, relating to executive compensation, we have received proxies for 57% of shares voting to approve the advisory resolution.

For item 4, relating to disclosure of lobbying policies and activities, we have received proxies for 39% of shares voting to approve the proposal. For item 5, relating to the use of cybersecurity and data privacy metrics in determining executive compensation, we have received proxies for 26% of the shares voting to approve the proposal. And that concludes my report. Thank you. Based on that report and subject to

Speaker 3

the counting of ballots presented at this meeting and the final confirmation of voting results by the Inspector of Elections, I declare that all the nominees for the election to the Board have been duly elected, that the appointment of PricewaterhouseCooper has been duly ratified, that the advisory resolution on executive compensation is approved, and that neither shareholder proposals were approved. That concludes the business portion of the meeting, which is now adjourned. We hope you'll enjoy today's presentation. Thank you.

Speaker 1

Now for the entertainment portion of our meeting. ESPN created that video because St. Louis is such a huge sports town, and it certainly illustrates why ESPN remains the undisputed leader in sports. No one serves fans better. Now ESPN plus takes that commitment to a whole new level with a compelling collection of content, including great original programming and a rapidly expanding mix of live sports events.

ESPN plus amassed more than 2,000,000 subscribers in less than a year and sports fans are now drawn to premier events on ESPN plus from UFC Top Rank Boxing, Major League Baseball, the NHL, MLS Soccer and Italy's Serie A Soccer, along with thousands of college sports matchups. Building our direct to consumer business remains one of our top priorities as a company, and we're investing in technology and in content to deliver great, great streaming experiences. And the success of ESPN plus certainly bodes well for our Disney plus service, which is going to be launching just later this year. The teams are creating original programming for Disney plus basically the same teams behind the successes at Disney and Pixar, Marvel and at Lucasfilm. And we look forward to adding National Geographic to the mix of great library and original content for the Disney plus service.

We're going to be showcasing Disney plus along with an incredible collection of iconic content and original programming at an Investor Day taking place on April 11 in Los Angeles. Now turning to our parks and resorts, I've got some very exciting news to share with all of you. We're nearing completion of Star Wars: Galaxy's Edge in Anaheim and in Orlando, which are by far the largest lands that we have ever built. And the excitement and the anticipation for these lands, just unbelievable. In light of the tremendous demand, we're going to let guests explore those lands a bit earlier than we had originally planned.

And so I'm happy to announce that Star Wars: Galaxy's Edge is going to open up at Disneyland on May 31st and then at Disney World on August 29. Wait, there's more. On opening day, we'll transport guests to a galaxy far, far away to live their own Star Wars adventure, exploring the planet Batuu and mingling with famous and some infamous characters hanging out at the cantina, building a droid or flying the fastest hunk of junk in the galaxy in our phenomenal Millennium Falcon Smugglers Run attraction. And that's just the first phase. We're going to have a second big opening later in the year when we debut the land's 2nd big e ticket attraction, which we're calling Star Wars: Rise of the Resistance.

This is the most technologically advanced and immersive attraction that we have ever imagined, and we're pushing the limits of imagination and innovation will actually blur the lines for our guests between fantasy and put them sort of right and reality and put them right in the middle of the rebellion and give them an active role in a fight against the First Order. And no one has ever attempted anything of this magnitude. And so it's somewhat daunting even by our standards, but we're really proud of what we're building at Star Wars: Galaxy's Edge. And words simply can't do it justice, which is why I brought you an exclusive video peek at just what we're building. Enjoy.

Speaker 7

You are listening to the Walt Disney Company Annual Shareholder Meeting. The program will continue in a moment.

Speaker 1

Soon after we bought Lucasfilm in late 2012, I met with the Imagineers, and we started the planning process, the development process to actually create these lands. And they asked me what did I want the Star Wars lands to be? And I said one thing, make sure they're ambitious. I think they certainly have taken that word seriously. As you know, Walt Disney famously said that Disneyland would never be completed as long as there is imagination left in the world.

And we apply that same view to all of our parks and resorts around the world. So with that in mind, let me just give you a sense for what's going on. We're currently transforming Epcot, and we're adding a Tron inspired roller coaster in the Magic Kingdom in Orlando. That's just like the one that's in Shanghai, actually, for those of you who visited Shanghai Disneyland. We're also building a new Marvel themed land at Disney's California Adventure, and we're creating our first ever Zootopia themed land in Shanghai.

And we're opening a Marvel themed hotel and adding more Star Wars and Frozen content at Disneyland Paris. And then in Hong Kong, we're reimagining the castle, and we're expanding the Marvel presence and adding a new Frozen experience as well. We're also bringing Beauty and the Beast to Tokyo Disneyland. We're building a new Toy Story themed hotel there. Our plans for Tokyo DisneySea also include the new hotel in Tokyo DisneySea.

And we're also extremely excited about 3 spectacular new cruise ships that are on the way, and we'll soon have a second island destination in the Bahamas for our cruise ship guests to enjoy. Now all of this adds up to the biggest expansion our Parks and Resorts team has ever created. Now earlier, I talked about our studio's incredible performance. And believe it or not, our 2019 slate may be even better. Starting with Captain Marvel, which is our first female superhero movie.

It just premiered earlier this week to strong reviews, and you'll have a chance to see what all the buzz is about when it opens in theaters a few hours from now, tonight. Next up is Tim Burton's Dumbo, which is a live remake of a Disney classic. And we're going to follow that with Avengers: Endgame, highly anticipated, gigantic conclusion to the Avengers story before releasing Aladdin, another reinterpretation of an animated favorite. And then after Aladdin comes Toy Story 4, the ever charming and humorous Toy Story movies. Take a look.

Speaker 7

You are listening to the Walt Disney Company Annual Shareholder Meeting. The program will continue in a moment. You are listening to the Walt Disney Company Annual Shareholder Meeting. The program will continue in a moment. In a moment.

You are listening to the Walt Disney Company Annual Shareholder Meeting. The program will continue in a moment. You are listening to the Walt Disney Company Annual Shareholder Meeting. The program will continue in a moment. You are listening to the Walt Disney Company Annual Shareholder Meeting.

The program will continue in a moment.

Speaker 1

You can see that that's quite a lineup, but we're only halfway through the year. And the year is so strong that I brought a few other things that I thought you would enjoy seeing. Now back in 1994, when we launched The Lion King, it became an instant Disney classic, had great characters and of course, a compelling story and unforgettable music. But our live action version of Lion King is going to continue that tradition, thanks to the brilliance of visionary director Jon Favreau, who's the genius behind Disney's Jungle Book. And once again, he's using innovative technology to elevate storytelling to a new level, something we do a lot at Disney.

Now this movie is still in production, but I brought an exclusive scene to share with you today. It's not a trailer, it's a scene. Now it's a bit unfinished, as you're going to see, but it's also breathtaking. And I know that it's going to just blow people away when it comes out this summer. Exclusive first clip from The Lion King.

Speaker 7

You are listening to the Walt Disney Company Annual Shareholder Meeting. The program will continue in a moment.

Speaker 1

I'd love to show you more of that film, but you have to wait a little bit. Yesterday, we announced the sequel to Disney's Maleficent will be in theaters this year instead of 2020 as planned. So I thought I'd show you an exclusive first look at Maleficent: Mistress of Evil.

Speaker 7

You are listening to the Walt Disney Company Annual Shareholder Meeting. The program will continue.

Speaker 1

Now our first trailer for the long awaited sequel to Frozen was seen by more than 116 or seen more than 116,000,000 times in its first 24 hours, but it's never been released in big theaters. It's only been seen on small screens until right now. So take a look at the trailer for Frozen 2 on the big screen.

Speaker 7

Annual Shareholder Meeting. The program will continue in a moment.

Speaker 1

So when you look at all of those phenomenal movies that we're releasing this year, it's hard to imagine all of that great creativity, all of that wonderful storytelling, all of that technical genius in just one company. And it's really something that can only happen at Disney. But believe it or not, we actually left something out of our 2019 collection. We're going to close the year with Star Wars Episode 9. J.

J. Abrams is back in the director's chair doing a fantastic job bringing 40 years of iconic Skywalker storytelling to a satisfying close. Filming is complete, editing has just begun, so that we don't have finished footage to show you, but we knew we couldn't come here empty handed when it came to Star Wars. So JJ put together a special piece just for you. Take a look.

Quite a year. And by the way, all of the movies that you've seen today will be available on Disney plus within its 1st year of launch. Our studio, like our entire company, has benefited tremendously from the creativity and the innovation of Pixar and Marvel and of course Disney and Star Wars. And we're really excited that James Cameron's Avatar will soon be coming to Disney as part of the 21st Century Fox acquisition. It's the biggest grossing movie of all time, and that's saying something in a world that includes the Marvel Cinematic Universe and of course, Star Wars.

If you've seen the original movie or visited Pandora at the world of Avatar at Disney World's Animal Kingdom, You can appreciate how fantastic this franchise is and how thrilled we are to be part of its future and to continue our relationship with Jim Cameron, especially with the series of new Avatar films that he's currently working on. Jim was kind enough to share a very early glimpse at the next generation of Avatar storytelling, and we thought you'd like to be the 1st to see it.

Speaker 7

You are listening to the Walt Disney Company Annual Shareholder Meeting. The program will continue in a moment.

Speaker 1

So the next Avatar movie will be in theaters in late 2020, and I suspect we'll have a lot more to show at our next year Annual Shareholder Meeting. And we started this morning with a video showcasing The Walt Disney Company, but as we prepare to welcome 21st Century Fox, it seems only fitting to end this presentation with a look at the valuable assets and the great storytelling that will be part of our company.

Speaker 7

You are listening to the Walt Disney Company Annual Shareholder Meeting. The program will continue in a

Speaker 1

moment.

Speaker 7

You are listening to the Walt Disney Company Annual Shareholder Meeting.

Speaker 1

When you consider everything that you've seen today, plus 21st Century Fox, it is an unbelievable collection of creative brilliance that speaks to our rich legacy, our exciting present and a future that seems limitless. And I'm reminded in countless ways every day what a profound privilege it is to lead this phenomenal organization and to work with so many incredibly creative, talented and dedicated people. And now I'll be happy to take your questions. And as always, if you want to be heard, please line up at 1 of the numbered stations in the aisles and wait to be recognized. We're going to try to get as many people in as possible.

So to be fair to everyone, I'm going to ask you to be relatively brief and please refrain from airing personal grievances. If you've got a personal concern that you'd like to raise, please let one of the staff members here know and they'll connect you with someone hopefully who can address it. With that, I'd be glad to take your questions. I'll start with number 1.

Speaker 8

Hi. My name is Shana Jones. I'm from Los Angeles. And my question is in regards to the Fox deal. It was 20th Century Fox was created in 1935 when Daryl Zanuck and William Fox merged.

Now that it's going under the Disney umbrella, do you have plans to rebrand that company named 20th Century Fox since, as we know, there's still going to be a Fox Corporation?

Speaker 1

Well, the company itself will be the Walt Disney Company, but there'll be businesses within the company that will still have the Fox name on them, particularly on the movie side. So we'll continue to make movies under the Fox brand, under the Fox Searchlight brand as well. And FX, which is not Fox, but sounds like it, will continue to keep its name too.

Speaker 8

Okay. It is keeping its name. Thank you.

Speaker 1

Number 2. Good morning.

Speaker 2

My name is Dwight Morgan. And I usually come with a question having to do with the parks. Today, I have something a little special to ask. I was asked by a friend if I would take his daughter and granddaughter to Disneyland. And I said, sure, I'd love to show off the park.

And when I called the daughter to make the arrangements, I found that the granddaughter was a 10 year old with autism. And we went and we had a great time. But while we were having lunch, I asked the mother, what do you think of the way that Disney handles disabilities? And she said, great. They do a wonderful job.

They've done better than any of the other parks I've visited. I said, so if you could address an issue, what would you bring up? And she said, Restrooms. I asked her to explain. And she said, when you have a caregiver and a patient, for lack of a better term, that are not the same sex, we have a problem.

And the problem is there are not enough family restrooms in the park and they are not where you can get to them easily. So I said, I would bring that to your attention.

Speaker 1

All right. Well, thank you very much, Dwight. We're proud of the services that we provide to people with many different types of disabilities, including autism. The specific request that you just made is not one that I've heard, but I certainly will have our parks people look into it. And if you'd like to either be directly in touch with someone on the parks side that would know more about it than I do, or if you'd like to put the parent of the child with autism in touch with us directly, we'd be glad to make that connection.

Thank you. And thank you. I know you've been to many of our meetings. Welcome back.

Speaker 2

Thanks.

Speaker 1

I'll go back to number 1.

Speaker 8

Hello. My name is Sabrina Jones. I'm also from LA. My question is in regards to Disney plus Can fans expect to see films that are currently locked away in the Disney Vault appearing on Disney plus And what kind of push will you make for exclusive original content to compete against other streaming services such as Amazon and especially Netflix, which saw a lot of Oscar nominations and wins this year.

Speaker 1

So the service, which I mentioned earlier, is going to launch later in the year, is going to combine what we call library product, movies and television, with a lot of original product as well, movies and television. And at some point, fairly soon after launch, it will house the entire Disney Motion Picture Library. So the movies that you speak of that have traditionally been kept in a vault and have been brought out basically every few years will be on the service. And then of course, we're producing a number of original movies and original television shows as well that will be Disney branded. So it's going to combine both the old and the new.

And as I mentioned, all of the films that we're releasing starting this year's slate with Captain Marvel will also be on the service.

Speaker 8

Thank you. I look forward to adding another streaming service to my bill.

Speaker 1

Thank you very much. We'll try to make it easy for you to do that. Tell a friend too, please. Number 2.

Speaker 9

Hello. I'm Ali Abramson, and I was wondering if there are any plans to renovate Tomorrowland at Walt Disney World Resort?

Speaker 1

That's a very good question. We've been working with the Imagineers to consider a number of different concepts for Tomorrowland. They've got some great plans that we've recently reviewed, but nothing that we're ready to announce at this point. But expect that in the years ahead, there'll be a lot of Tomorrowland activity. A lot of Tomorrowland activity tomorrow.

All right?

Speaker 9

Thank you. I look forward to going to the park and seeing it.

Speaker 1

All right. Thank you. Back to number 1.

Speaker 10

Tom Kestin from Cincinnati, Ohio. I got one question for you reference the 21st Century Fox merger with us. Are we going to get their studio space that they have their sound stages and stuff? Because I know personally, I have somebody in the film business and he always talks about the cost of how it is to rent space. And I know we rent space in Georgia, we just rent space in Australia for Thor.

So I was just kind of curious.

Speaker 1

Right. We do productions all over the world. The transaction does not include a purchase of the property, 20th Century Fox or the 20th Century Fox lot, but we have access to it through a lease agreement that will last for quite a long time, including the stages that are on that lot.

Speaker 10

Okay. Well, thank you very much.

Speaker 1

Thank you. Back to Tuf. Good morning.

Speaker 9

Good morning. My question is about, I heard that you're having a streaming service. Can you give us some details on it?

Speaker 1

Yes. We've talked about that this morning. We're going to be launching Disney plus later in the year. I'm extremely excited about it. Its primary features will be Disney, Pixar, Marvel, Star Wars and ultimately National Geographic product.

And it's going to have a mix, as I've said earlier, of things that people have already seen before on television and the movies and a lot of original programming as well, including a remake of Lady and the Tramp, just to name one of many different projects underway, a High School Musical series. Did you watch High School Musical? No, I haven't watched. You're too young. You'll have to catch up to the 3 High School Musical Movies that we've made, which will be on the service, and then the new High School Musical Television Series.

But it will be launching later this year. All right?

Speaker 9

Thank you.

Speaker 1

Thank you. I'm glad there's a lot of interest in that, by the way. It bodes well. Good morning.

Speaker 11

Good morning, Mr. Iger. My name is Justin Danhof with the National Center For Public Policy Research. I'm a Virginia resident and my state has recently been embroiled in political scandal over the use of blackface. Governor Ralph Northam has come under fire for one of his medical school yearbook photos, which depicted an individual in blackface and another in a KKK hood, disgusting.

Individuals and organizations across the political spectrum have called for his resignation, including Hillary Clinton, the Congressional Black Caucus, Nancy Pelosi, Joe Biden, Cory Booker, Kamala Harris, Planned Parenthood and the entire Virginia Congressional Delegation and many, many others. Additionally, in Florida, the Secretary of State recently resigned after a photo from 15 years ago surfaced of him wearing blackface at a party. At NBC, arrival network to ABC, morning host Megyn Kelly lost her job, not for actually wearing blackface, but for having an insensitive discussion about the topic. ABC News Hosts were very critical of Kelly's comments at the time and were part of the media backlash that led to her ouster. However, 2 premier ABC hosts have their own sordid past with blackface.

While on another network, ABC's Jimmy Kimmel donned blackface to mock a former professional athlete using what many would consider a racist minstrel dialect. Furthermore, The View host Joy Behar recently had a photo emerge in which she was donning blackface as well at a party. Mr. Iger, with all of the pride that's quite clear to everyone in this room that the diversity that you place on Disney, the diversity of the characters in your films, the pride that you have when you talk about Black Panther both at this meeting and on media interviews. I find it puzzling that the company seems okay with Kimmel and Behar's past racist actions and behaviors.

Can you comment to us on their use of blackface And are they simply held to a different standard than politicians and newscasters because they're comedians?

Speaker 1

Well, first of all, thank you for coming again. I know you've attended these meetings in the past. We don't condone the use of blackface under any circumstances in our world today. We take into account context in all cases when we become aware of people that have been in blackface in public. And the specific incidents that you raised, we chose to deal with privately.

We did not feel that it required any particular comment and nor do we have anything to say about what actions we may have taken in that regard. And we have no comment about the actions that were taken by others that you cited, except to say that it's something that we don't condone.

Speaker 11

Okay. Thanks. I just would put it out there that you are the most powerful man in Hollywood, so your public statements do mean a lot. So I just Well, I don't know.

Speaker 1

I think that's a compliment.

Speaker 11

It is.

Speaker 1

But thank you. We obviously take situations like this very seriously. We've taken swift action as a company at any point when we feel the behavior of someone that works for us is a discredit to our company themselves, people who work for us, our customers or society. And we've got a great track record there in this particular incident, but we chose to deal with it as a private matter.

Speaker 12

Okay. Thank

Speaker 1

you. Back to number 2.

Speaker 13

Good morning, Mr. Iger. Thank you very much for coming to St. Louis and we're happy to have you and I'm excited to be at my first shareholder meeting. Question I have is in reference to the Disney Parks.

And I know that recently Disney just announced a price increase for certain days of the year with the emission prices. And I'm asking you, what are the steps that Disney is taking to ensure that Disney World and Disneyland continues to be affordable for the middle class. And I have a wife and a daughter that I want to take as well. And I want to make sure that it's not only affordable for me, but also affordable for other families as well as my children's children. So can you speak to that?

Well, you're correct in that we've recently announced price increases in our parks. But along with that announcement, we also announced a significantly more flexible pricing strategy that provides greater access and much more flexibility to people or guests who want to come to Disney World or to Disneyland, essentially

Speaker 1

giving the ability to avoid peak periods when our prices typically are higher and to take advantage of the new pricing structure and go at times when basically there aren't as many people that want to attend and the price is obviously lower accordingly. So essentially, what we've tried to do is we're trying to manage demand where you have the luxury of having product that is extremely popular. And in doing so, we price accordingly. And it's all designed so that we can try to preserve the guest experience, which is extremely important to us. In other words, we're trying to contend with demand and the pricing strategy essentially parallels or mirrors the demand that we have.

We believe that particularly in Orlando, we've built in far more flexibility for people to pick and choose days that they may want to come under circumstances that are more affordable than peak periods of time when obviously the demand on those products is substantially greater.

Speaker 13

Thank you, sir.

Speaker 9

Hi. My name is Georgia. And I want to ask how old is Disney or how long has it been around?

Speaker 1

That's a good question. Disney was founded in 1923 by Walt and Roy Disney, his brother. So if you do the math, well, actually our anniversary is in October. So we'll be 96 years old in October of 2019. That means that we're going to have a 100th anniversary or birthday in just a little over 4 years, which we're already planning for, by the way.

We don't want to give any of those secrets away. But we don't look 96 years old, right? How old are you?

Speaker 9

I'm 5.

Speaker 1

I see. Okay. Good. Well, thank you, Georgia. Back to 2.

Speaker 14

Good morning. My name is Clifford Croeder. I'm a volunteer wish granter with the Make A Wish Foundation. I have a new wish child named Angela, who is 8 years old and is a huge Star Wars fan. Her favorite character is Darth Vader.

In light of the ongoing projects for Star Wars and now hearing about Rise of the Resistance, when and where do you think Angela should go to have a magical Star Wars experience?

Speaker 1

Where does she live in Chicago? Well, as I mentioned earlier, we're going to announce Galaxy's Edge opening in May in California and then in late August in Orlando. I know we're making provisions for very, very special access to both of those lands for people with disabilities, because we know that they're going to be incredibly popular when they open and thus fairly busy. But we want to make sure that they're accessible to some of our most important guests like children that are in the Make A Wish program. We're actually the largest granter of wishes to Make A Wish, something another thing that we're extremely proud of.

I think we're going I've actually talked to Bob Chapic, who's Chairman of our Parks and Resorts Group. And we've talked about making space and time available specifically for kids like the child that you described.

Speaker 14

That's great. I have been a volunteer for over 25 years. My partners and I have granted over 100 wishes and Disney wishes are more than half of those. So thank you very much

Speaker 1

for your generosity and your Beneville. I appreciate it. Thank you very much. Thank you. Anyone at 1?

Oh, 2 more people.

Speaker 15

Hi. My name is Corie and I'm a shareholder from Arizona.

Speaker 1

How many shareholder meetings, Corie?

Speaker 15

I'm not so sure. I was in coming to

Speaker 1

the States. You've grown up. 12, yes. 12.

Speaker 15

So I have two short questions. My first one is, as CEO, I know you have to make a lot of decisions. So how do you know like when you're making the right decisions? And my second question is, I'm planning to be in

Speaker 1

Los Angeles in June. And I was wondering

Speaker 15

if I could take you out to lunch?

Speaker 1

Maybe I should use that opportunity to tell you how I make decisions. I'm fortunate that I have a team of incredibly talented, smart, hardworking, knowledgeable people that are a part of the decision making process at the company. So I guess, I make a lot of decisions, but I typically make them with a significant amount of input from the great group of people that work for me. And some of the decisions that we all make are based on research and experience and some are based on pure instinct, particularly when it comes to the creative decisions that we make. And we probably make more creative decisions as a company than business decisions, which is why we're so happy in the jobs that we have.

And in terms of lunch, looking at my team here, we can negotiate that.

Speaker 15

Thank you.

Speaker 1

Okay. Is that a rejection? I don't know, I'm they sound mean. Back to number 2.

Speaker 4

My name is Karen Laufus. At the 2016 shareholder meeting, I asked you about the possibility of a third movie in the National Treasure franchise. 3 years later, I'm still hoping. Should I give up hope?

Speaker 1

I know that Jerry Bruckheimer, who produced National Treasures 12 would like to make a third movie. And I know that discussions about that film have gone on probably since 2016 with our studio. But I know that they have not green lit such a film. They've talked about a number of different possibilities, both on the creative side and from a timing perspective, and I just don't have anything to announce. Although I did speak with Mr.

Bruckheimer not long ago about it, and I know his passion for that franchise remains pretty strong. We love those first two films too, but we're not quite there yet. Thank you. Okay, we're going to have time for a couple of more.

Speaker 16

My name is Christina Hornsby. I'm from Lakewood, California. I was a former cast member. One of my favorite parts of working for Disney, any part of Disney was the ideas. If somebody had an idea whether a cast member or stockholder or somebody visiting a park or watching a film,

Speaker 6

where would they take their idea?

Speaker 1

Well, it depends on the type of idea. There are many ideas that actually get to me, typically through a public email address. That is, I don't see every email that goes into that mailbox, but anything that's of particular importance typically gets to me or is handled by someone that works for me. If it's more specific, like something in the parks, there are people that run our parks that are also fairly accessible publicly and they can be taken there. Is there a specific?

Part? Part of

Speaker 16

it is sections of the park that can be used to promote for guest experience?

Speaker 1

In Florida?

Speaker 9

In Disneyland. Okay.

Speaker 1

You can speak with one of my team that's here today, Nancy Lee, if you have something very specific, and she can put you in touch with someone directly at the Parks Organization.

Speaker 16

On a side note, in light of Mr. Dave Smith, will there be any memorial toward him in the Parks?

Speaker 1

I'm not aware of plans for a memorial for Dave in the Parks.

Speaker 16

Or his window, per se.

Speaker 1

Oh, well, that's interesting. She referenced the window. We have commemorative we have windows on Main Street, on buildings in Main Street, all of our parks that typically give credit to or cite people who have contributed heavily to parks and resorts around the world. I don't know specifically whether there are plans for a Dave Smith window, but if there aren't, it's a good idea. It's a very good idea.

Thank you. Okay. Back to 2.

Speaker 12

Good morning. My name is Joshua Dersh. And you've mentioned multiple times on the stage about storytelling and characters. I feel like though we have as many as much content and the quantity that we have, in general, we are losing a lot of quality, not just necessarily Disney. I think the movies on Disney side are great, but whenever we look at ABC, Hulu, all the Fox properties we're getting, are there plans to try to emphasize the stories we love, not just like and characters that we connect with in Route 4?

Speaker 1

Well, I don't want to get into too much of a debate or take exception to what you said. Generally speaking, we're proud of the quality of the product that we make across the board. That doesn't mean that there are some things that fall below even our high standards, some things that we wish could have been better. The good news is that with the Fox acquisition, we bring on some great talent that has a lot of experience managing both television and motion picture creativity. And we happen to believe that even though we don't believe we have a problem, that the infusion of that talent at the Walt Disney Company will generally will improve the quality of our output across the board.

On top of what we consider to be an already high quality set of products.

Speaker 12

I agree that Disney movies are fantastic and the things we look forward to, but is trying to find a lot of that, especially across the entire industry seems to be very mediocre, things that you just you'd like, you don't love. And there are like a lot of the trailers we saw, we are going to love a lot of that content.

Speaker 1

I hope so. I don't know, I sat at the Academy Awards this year, and we do a little counting. And between Fox and Disney, we had 37 nominations, which is extraordinary. Fox had 20, Disney had 17. And if you watch them, we won a bunch.

So Black Panther won 3, as a for instance, and the best actress went to an actress from The Favourite, which is Fox Searchlight. Best documentary came from National Geographic, which was free solo and Bohemian Rhapsody, 1 of few, including Best Actor in Rami Malek. So I left there feeling extremely proud of the overall creative quality or quality of creativity at the company today and the company that is soon to be. And I believe given all the talent that we're bringing into the company that we have an opportunity to raise the bar even higher, which is extraordinary. Thank you.

Okay. We'll do one more question.

Speaker 17

Hi. My name is Chris O'Horo. I'm a 30 year CAS member, 30 year old stockholder. I started on March 8, went out my Disney paperwork and started at the Indiana Jones Show on March 14. Do you still work there?

I am. Yes, I do still work there. I worked at Indiana Jones. I was a Dolly Gripman and worked my way up to the Prop Master. And I think I've probably been in about between 35,040,040 shows.

And the creativity the company has, I want to thank you for all you do for the company, because like during the 2000 rehab epic, I was able to design a lot of props and stuff and the team we had was great and a lot of my props are still in the show. And I just want to thank you for all that you do for our company. And I also want to let you know that I'm doing Disney Aspire on March 11. I filled out my paperwork in the fall, but they kept the old people kept me going and stuff. So I'm very excited about that.

And I would like to see though, could we get more like UCF and Valencia involved. They've already added more classes since October from other schools, but I want to thank you for all the work you've done and I'm proud to be a cast member. And I also want to say one thing about people talking about diversity. Orlando, the 70,000 cast members at Orlando have always led into diversity for the area and everything we do. And I want to thank you.

Thank you very much.

Speaker 1

I talked about Disney Aspire earlier. I can't say enough about it in terms of the opportunity we're creating. I want to give a special thanks to Jane Parker, who's our Head of HR here, who brought that idea to me, I think, about a year ago. And the idea was we should pay for education to enable our 80 plus 1,000 cast members in the United States, hourly cast members, to improve their education. As I said earlier, whether it's vocational or whether it's college or whether it's postgraduate, and it's been incredibly popular.

And I think one of the most important things we can do as a company is to give people the opportunity to advance. Ultimately, that accrues to our benefit, Even though we realize we're being very generous to the people who are taking advantage of this program, we obviously believe that generosity will come back and pay great dividends to our company over time. But it's a wonderful initiative and I just can't say enough about the opportunity that it presents and the potential for its ultimately to benefit so many people. Thank you, though. Okay.

Thank you very much. It's been a nice morning. Great to be here in St. Louis. Looking forward to getting back and working on all those movies that you saw this morning.

And thanks again. Please enjoy. Thank you.

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