291 added · 290 removed between the two most recent 10-Ks. The risks a company starts — or stops — disclosing are often the story.
Newly disclosed
As discussed in Note 4 to the Consolidated Financial Statements, the Company recorded non-cash impairment charges of $0.1 billion and $1.5 billion related to the Star India Transaction in fiscal 2025 and 2024, respectively, to reflect Star India at its estimated fair value less costs to sell.
Concurrent with the close of the TFCF acquisition, $16.8 billion of TFCF’s assumed public debt (which then constituted 96% of such debt) was exchanged for senior notes of TWDC (the “exchange notes”) issued pursuant to an exemption from registration under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to an Indenture, dated as of March 20, 2019, between TWDC, Legacy Disney, as guarantor, and Citibank, N.A., as trustee (the “TWDC Indenture”) and guaranteed by Legacy Disney.
Exhibit Location 3.1 Restated Certificate of Incorporation of The Walt Disney Company, effective as of March 19, 2019 Exhibit 3.1 to the Current Report on Form 8-K of the Company filed March 20, 2019 3.2 Certificate of Amendment to the Restated Certificate of Incorporation of The Walt Disney Company, effective as of March 20, 2019 Exhibit 3.2 to the Current Report on Form 8-K of the Company filed March 20, 2019 3.3 Amended and Restated Bylaws of The Walt Disney Company, effective as of November 30, 2023 Exhibit 3.1 to the Current Report on Form 8-K of the Company filed November 30, 2023 3.4 Amended and Restated Certificate of Incorporation of TWDC Enterprises 18 Corp., effective as of March 20, 2019 Exhibit 3.1 to the Current Report on Form 8-K of Legacy Disney filed March 20, 2019 3.5 Amended and Restated Bylaws of TWDC Enterprises 18 Corp., effective as of March 20, 2019 Exhibit 3.2 to the Current Report on Form 8-K of Legacy Disney filed March 20, 2019 3.6 Certificate of Elimination of Series B Convertible Preferred Stock of The Walt Disney Company, as filed with the Secretary of State of the State of Delaware on November 28, 2018 Exhibit 3.1 to the Current Report on Form 8-K of Legacy Disney filed November 30, 2018 4.1 Senior Debt Securities Indenture, dated as of September 24, 2001, between TWDC Enterprises 18 Corp. and Wells Fargo Bank, N.A., as Trustee Exhibit 4.1 to the Current Report on Form 8-K of Legacy Disney filed September 24, 2001 4.2 First Supplemental Indenture, dated as of March 20, 2019, among The Walt Disney Company, TWDC Enterprises 18 Corp. and Wells Fargo Bank, N.A., as Trustee Exhibit 4.1 to the Current Report on Form 8-K of Legacy Disney filed March 20, 2019 4.3 Indenture, dated as of March 20, 2019, by and among The Walt Disney Company, as issuer, and TWDC Enterprises 18 Corp., as guarantor, and Citibank, N.A., as trustee Exhibit 4.1 to the Current Report on Form 8-K of the Company filed March 20, 2019 4.4 Other long-term borrowing instruments are omitted pursuant to Item 601(b)(4)(iii) of Regulation S-K.
The Company undertakes to furnish copies of such instruments to the Commission upon request 4.5 Description of Registrant’s Securities Exhibit 4.6 to the Form 10-K of the Company for the fiscal year ended September 28, 2019 10.1 Amended and Restated Employment Agreement, dated as of October 6, 2011, between the Company and Robert A.
Iger, dated November 30, 2018 † Exhibit 10.1 to the Current Report on Form 8-K of Legacy Disney filed December 3, 2018 60 TABLE OF CONTENTS Exhibit Location 10.7 Amendment to Amended and Restated Employment Agreement, Dated as of October 6, 2011, as amended, between the Company and Robert A.
Iger, dated March 4, 2019 † Exhibit 10.1 to the Current Report on Form 8-K of Legacy Disney filed March 4, 2019 10.8 Amendment to Amended and Restated Employment Agreement, Dated as of October 6, 2011 and as previously amended, between the Company and Robert A.
Iger † Exhibit 10.1 to the Current Report on Form 8-K of the Company filed July 12. 2023 10.11 Second Amendment dated December 15, 2023, to that certain Employment Agreement, dated as of November 20, 2022, as amended, by and between The Walt Disney Company and Robert A.
Johnston † Exhibit 10.1 to the Current Report on Form 8-K of the Company filed November 6. 2023 10.13 Amendment dated December 15, 2023, to that certain Employment Agreement, dated as of December 4, 2023, by and between The Walt Disney Company and Hugh F.
Gutierrez, as amended † Exhibit 10.1 to the Current Report on Form 8-K of the Company filed December 22. 2023 10.20 Second Amendment dated December 13, 2023 to that certain Employment Agreement, dated as of December 21, 2021, by and between Disney Corporate Services Co., LLC and Horacio E.
Schake † Exhibit 10.1 to the Current Report on Form 8-K of the Company filed April 20, 2023 10.24 Amendment dated December 13, 2023 to that certain Employment Agreement, dated as of June 29, 2022, by and between The Walt Disney Company and Kristina K.
Coleman, as amended † E xhibit 10.1 to the Current Report on Form 8-K of the Company filed October 1, 2025 10.29 Voluntary Non-Qualified Deferred Compensation Plan † Exhibit 10.1 to the Current Report on Form 8-K of Legacy Disney filed December 23, 2014 10.30 Amendment No. 1 to the Voluntary Non-Qualified Deferred Compensation Plan † Filed herewith 10.31 Description of Directors Compensation Exhibit 10.1 to the Form 10-Q of the Company for the quarter ended January 1, 2022 10.32 Description of Directors Compensation (Effective as of September 28, 2025) E xhibit 10.1 to the Form 10-Q of the Company for the quarter ended June 28, 2025 10.33 Form of Indemnification Agreement for certain officers and directors † Exhibit 10.26 to the Form 10-K of the Company for the fiscal year ended October 1, 2022 10.34 Form of Assignment and Assumption of Indemnification Agreement for certain officers and directors † Exhibit 10.1 to the Form 10-Q of the Company for the quarter ended June 29, 2019 10.35 1995 Stock Option Plan for Non-Employee Directors Exhibit 20 to the Form S-8 Registration Statement (No. 33-57811) of DEI, dated Feb. 23, 1995 10.36 Amended and Restated 2002 Executive Performance Plan † Annex A to the Proxy Statement for the 2013 Annual Meeting of Legacy Disney 10.37 Management Incentive Bonus Program † The portions of the tables labeled “Performance-based Bonus” in the sections of the Proxy Statement for the 2022 annual meeting titled “Executive Compensation Program Structure - Objectives and Methods - Objectives and Key Features” and “Compensation Process” and the section of the Proxy Statement titled “Performance Goals” 10.38 Amended and Restated 1997 Non-Employee Directors Stock and Deferred Compensation Plan Annex II to the Proxy Statement for the 2003 annual meeting of Legacy Disney 10.39 Amended and Restated 2011 Stock Incentive Plan † Annex A to Proxy Statement of registrant filed February 1, 2024 10.40 Disney Key Employees Retirement Savings Plan † Exhibit 10.1 to the Form 10-Q of Legacy Disney for the quarter ended July 2, 2011 10.41 Amendments dated April 30, 2015 to the Amended and Restated The Walt Disney Productions and Associated Companies Key Employees Deferred Compensation and Retirement Plan, Amended and Restated Benefit Equalization Plan of ABC, Inc. and Disney Key Employees Retirement Savings Plan † Exhibit 10.3 to the Form 10-Q of Legacy Disney for the quarter ended March 28, 2015 62 TABLE OF CONTENTS Exhibit Location 10.42 Second Amendment to the Disney Key Employees Retirement Savings Plan † Exhibit 10.33 to the Form 10-K of the Company for the fiscal year ended October 2, 2021 10.43 Third Amendment to the Disney Key Employees Retirement Savings Plan † Exhibit 10.9 to the Form 10-Q of the Company for the quarter ended January 1, 2022 10.44 Amended and Restated Severance Pay Plan † Exhibit 10.39 to the Form 10-K of the Company for the fiscal year ended September 28, 2024 10.45 Group Personal Excess Liability Insurance Plan † Exhibit 10.8 to the Form 10-Q of the Company for the quarter ended January 1, 2022 10.46 Form of Non-Qualified Stock Option Award Agreement † Exhibit 10.2 to the Form 10-Q of the Company for the quarter ended January 2, 2021 10.47 Form of Non-Qualified Stock Option Award Agreement † Exhibit 10.6 to the Form 10-Q of the Company for the quarter ended July 2, 2022 10.48 Form of Restricted Stock Unit Award Agreement (Time-Based Vesting) † Exhibit 10.7 to the Form 10-Q of the Company for the quarter ended July 2, 2022 10.49 Form of Performance-Based Stock Unit Award Agreement (Section 162(m) Vesting Requirement) † Exhibit 10.4 to the Form 10-Q of the Company for the quarter ended January 2, 2021 10.50 Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC Tests) † Exhibit 10.5 to the Form 10-Q of the Company for the quarter ended January 2, 2021 10.51 Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC Tests) † Exhibit 10.44 to the Form 10-K of the Company for the fiscal year ended October 1, 2022 10.52 Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC Tests) † Exhibit 10.9 to the Form 10-Q of the Company for the quarter ended December 30, 2023 10.53 Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC Tests/Section 162(m) Vesting Requirements) † Exhibit 10.6 to the Form 10-Q of the Company for the quarter ended January 2, 2021 10.54 Form of Restricted Stock Unit Award Agreement (Time-Based Vesting) † Exhibit 10.8 to the Form 10-Q of Legacy Disney for the quarter ended December 29, 2018 10.55 Form of Performance-Based Stock Unit Award Agreement (Section 162(m) Vesting Requirement) † Exhibit 10.9 to the Form 10-Q of Legacy Disney for the quarter ended December 29, 2018 10.56 Form of Non-Qualified Stock Option Award Agreement † Exhibit 10.12 to the Form 10-Q of Legacy Disney for the quarter ended December 29, 2018 10.57 Form of Non-Qualified Stock Option Award Agreement † Exhibit 10.2 to the Form 10-Q of the Company for the quarter ended December 31, 2022 10.58 Form of Non-Qualified Stock Option Award Agreement † Exhibit 10.8 to the Form 10-Q of the Company for the quarter ended December 30, 2023 10.59 Form of Restricted Stock Unit Award Agreement (Time-Based Vesting) † Exhibit 10.3 to the Form 10-Q of the Company for the quarter ended December 31, 2022 10.60 Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC tests) for Robert A.
Iger dated as of December 14, 2021 † Exhibit 10.12 to the Form 10-Q of the Company for the quarter ended January 1, 2022 10.62 Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC Tests) † Exhibit 10.1 to the Form 10-Q of the Company for the quarter ended December 28, 2019 10.63 Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to Total Shareholder Return/ROIC Tests) † Exhibit 10.57 to the Form 10-K of the Company for the fiscal year ended October 1, 2022 10.64 Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year/Two-Year Vesting subject to Total Shareholder Return/ROIC Tests) † Exhibit 10.4 to the Form 10-Q of the Company for the quarter ended December 31, 2022 63 TABLE OF CONTENTS Exhibit Location 10.65 Form of Stock Option Awards Agreement † Exhibit 10.58 to the Form 10-K of the Company for the fiscal year ended October 1, 2022 10.66 Form of Stock Option Awards Agreement † Exhibit 10.59 to the Form 10-K of the Company for the fiscal year ended October 1, 2022 10.67 Form of Stock Option Awards Agreement † Exhibit 10.60 to the Form 10-K of the Company for the fiscal year ended October 1, 2022 10.68 Form of Stock Option Awards Agreement † Exhibit 10.61 to the Form 10-K of the Company for the fiscal year ended October 1, 2022 10.69 Form of Stock Option Awards Agreement † Exhibit 10.62 to the Form 10-K of the Company for the fiscal year ended October 1, 2022 10.70 Form of Non-Qualified Stock Option Award Agreement † Exhibit 10.1 to the Form 10-Q of the Company for the quarter ended December 28, 2024 10.71 Form of Restricted Stock Unit Award Agreement (Time-Based Vesting) † Exhibit 10. 2 to the Form 10-Q of the Company for the quarter ended December 28, 2024 10.72 Form of Performance-Based Restricted Stock Unit Award Agreement (Three-Year Vesting subject to ROIC/TSR/EPS Tests) † Exhibit 10. 3 to the Form 10-Q of the Company for the quarter ended December 28, 2024 10.73 Five-Year Credit Agreement dated as of March 1, 2024 Exhibit 10.2 to the Current Report on Form 8-K of the Company filed March 4, 2024 10.74 Five-Year Credit Agreement dated as of March 4, 2022 Exhibit 10.2 to the Current Report on Form 8-K of the Company filed March 9, 2022 10.75 364-Day Credit Agreement dated as of March 1, 2024 Exhibit 10.1 to the Current Report on Form 8-K of the Company filed March 4, 2024 19 The Walt Disney Company and Associated Companies Insider Trading Compliance Policy and Program Exhibit 19 to the Form 10-K of the Company for the fiscal year ended September 28, 2024 21 Subsidiaries of the Company Filed herewith 22 List of Guarantor Subsidiaries Filed herewith 23 Consent of PricewaterhouseCoopers LLP Filed herewith 31(a) Rule 13a-14(a) Certification of Chief Executive Officer of the Company in accordance with Section 302 of the Sarbanes-Oxley Act of 2002 Filed herewith 31(b) Rule 13a-14(a) Certification of Chief Financial Officer of the Company in accordance with Section 302 of the Sarbanes-Oxley Act of 2002 Filed herewith 32(a) Section 1350 Certification of Chief Executive Officer of the Company in accordance with Section 906 of the Sarbanes-Oxley Act of 2002** Furnished herewith 32(b) Section 1350 Certification of Chief Financial Officer of the Company in accordance with Section 906 of the Sarbanes-Oxley Act of 2002** Furnished herewith 97 The Walt Disney Company Clawback Policy Exhibit 97 to the Form 10-K of the Company for the fiscal year ended September 28, 2024 99.1 Equity Award Grants and Equity Issuances Filed herewith 101 The following materials from the Company’s Annual Report on Form 10-K for the year ended September 27, 2025 formatted in Inline Extensible Business Reporting Language (iXBRL): (i) the Consolidated Statements of Income, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Equity and (vi) related notes Filed herewith 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) Filed herewith 64 TABLE OF CONTENTS * Certain schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K.
No longer disclosed
For example, in fiscal 2024, we announced entering into a definitive agreement to transfer Star India into a joint venture and related impairment charges; in fiscal 2023, we reorganized our media and entertainment operations, which had been previously reported in one segment, into two segments, Entertainment and Sports; in fiscal 2023 we announced that we would review content, primarily on our DTC services, for alignment with a strategic change in our approach to content curation, resulting in removal of certain content from our platforms and related impairment charges; in fiscal 2022, we announced plans to introduce an ad-supported Disney+ service, new pricing model and price increases and cost realignment; and we have announced exploration of a number of new types of businesses.
For example, in fiscal 2023, members of the Writers Guild of America (WGA) commenced a work stoppage, which lasted for almost five months, and members of SAG-AFTRA, the union representing television and movie actors, also commenced a work stoppage, which lasted for almost four months.
For example, as previously disclosed in the Company’s Form 10-Q for the third quarter of fiscal 2024, in fiscal 2024 over a terabyte of data from one of the communications systems used by the Company was improperly exfiltrated and released.
For example, in fiscal 2024, we announced plans for additional expansion of our fleet of cruise ships, and in recent years to expand investment in our Experiences segment.
For example, in 2022 the U.S. and other countries implemented a series of sanctions against Russia in response to events in Russia and Ukraine;
For example, COVID-19 and measures to prevent its spread impacted our businesses in a number of ways, including the closure of our theme parks and resorts, suspension of cruise ship sailings and guided tours, delayed, or in some cases, shortened or canceled, theatrical releases and disruptions in the production and availability of content, significantly reducing revenues across all of our segments.
For example, notwithstanding our continuing efforts to rationalize costs, the cost of executing on our DTC strategy may continue to grow or be reduced more slowly than anticipated, which may impact our distribution strategy across businesses/distribution platforms, the types of content we distribute through various businesses/distribution platforms, the timing and sequencing of content windows and ultimately, the profitability of our DTC products and other businesses/distribution platforms.
For example: • Our programming and production operations compete to obtain creative, performing, production and business talent, sports and other programming, story properties, advertiser support, production facilities and market share with traditional and new media platforms, including other video-on-demand services and sources of broadband delivered content, studio operators and television networks. • Our television networks and stations and DTC offerings compete for the sale of advertising time with traditional and new media platforms, including other television and video-on-demand services and various forms of internet and mobile delivered content, which offer advertising delivery technologies that are more targeted than can be achieved through traditional means, as well as with newspapers, magazines, billboards and radio stations. • Our television networks compete for carriage of their programming with other programming providers. • Our theme parks and resorts and experiences compete for guests with all other forms of entertainment, lodging, tourism and recreation activities and compete for technology, creative, performing and business talent, including with other theme park and resort operators. • Our content sales/licensing operations compete for customers with all other forms of entertainment. • Our consumer products business competes with other licensors and creators of IP. • Our DTC streaming services compete for customers with an increasing number of competitors’ DTC offerings, all other forms of media and all other forms of entertainment, as well as for technology, creative, performing and business talent and for content.
For example, the terms of recent renewals of carriage agreements have included fewer of our linear networks or the opportunity to offer multiple genre-specific bundle options of fewer than all our linear networks while providing for certain of our DTC streaming services to be made available to the distributor’s subscribers.
For example, new domestic and international laws and regulations relating to environmental, social and governance matters, including environmental sustainability, climate change, human rights and human capital management, have been adopted or are under consideration, some of which include specific, target-driven disclosure requirements or obligations.
For example, our ability to meet certain environmental sustainability goals or initiatives will depend in part on third-party collaboration, the availability of suppliers that can satisfy new requirements, mitigation innovations and/or the availability of economically feasible solutions at scale.
For example, in the United States and countries that look to the United States copyright term when shorter than their own, the copyright term for early works and the specific early versions of characters depicted in those works expires at the end of the 95th calendar year after the date the copyright was originally 24 TABLE OF CONTENTS secured in the United States.