SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

Filed by the Registrant ¨

Filed by a Party other than the Registrant x

Check the appropriate box:

The Walt Disney Company

(Name of Registrant as Specified in Its Charter)

Trian Fund Management, L.P.

Trian Fund Management GP, LLC

Trian Partners, L.P.

Trian Partners Parallel Fund I, L.P.

Trian Partners Master Fund, L.P.

Trian Partners Fund (Sub)-G, L.P.

Trian Partners Strategic Investment Fund-A, L.P.

Trian Partners Strategic Investment Fund-N, L.P.

Trian Partners Strategic Fund-G II, L.P.

Trian Partners Strategic Fund-G III, L.P.

Trian Partners Strategic Fund-K, L.P.

Trian Partners Co-Investment Opportunities Fund, Ltd.

Nelson Peltz

Peter W. May

Edward P. Garden

Matthew Peltz

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

The following materials (the “Social Media Posts”) were published or will soon be published, as posts and/or via hyperlinks, to Trian Fund Management, L.P.’s (“Trian”) Twitter, LinkedIn, Facebook and Instagram pages relating to The Walt Disney Company; from time to time Trian or its fellow participants in the proxy solicitation may publish the Social Media Posts on various other social media channels relating to The Walt Disney Company, as well as its website, www.RestoretheMagic.com. In some cases, references to “Disney” in these statements may be replaced with “DIS.”

Video Transcript:

Robert Iger: I really needed to turn over the reins to Bob, to someone else.

Voiceover: That was Robert Iger in 2020, when he stepped down as CEO of Disney, the company he led for 15 years. Two years later, he’s now back after the board ousted Bob Chapek following weak fourth quarter earnings. Disney stock rallied after the announcement. Bringing back CEO is a strategy that many companies have attempted over the years, some more successfully than others. This is how three so-called Boomerang CEOs made comebacks and how their companies fared after their return.

Emily Glazer: A former CEO can help revive a company’s culture, they’re often viewed as the face of the company, they often have—inspire the hearts and minds, a lot of people sometimes say. Bob Iger was someone that, while he was not a founder, people have described him as a quasi-founder in the sense that he was a larger-than-life CEO.

Voiceover: Like Iger, Howard Schultz was considered a popular CEO at Starbucks. He first stepped down as CEO in 2000, but returned in 2008 as the coffee chain’s sales slumped. After cost cuts, Schultz got Starbucks to profitability. By the time he stepped down again in 2017, Starbucks’ stock was up 640%. But when he returned once more in 2022, on an interim basis, he found a different company, facing worker dissatisfaction and pandemic consumer shifts.

Howard Schultz: I came back to reinvent the role and responsibility at a public company at a time where there is a cultural and political change.

Voiceover: Starbucks has said that it will invest $1 billion into employees and store experience.

Emily Glazer: A returning CEO or founder has to come back to a different company. So remember, someone else has been leading it for usually a couple of years at least. That means the strategy has often shifted. So Spencer Stuart looked, at across all CEOs that were appointed at S&P 500 companies since 2010, and 8 out of 13 boomerang appointments did worse during their second stint than during their first stint.

Voiceover: Twitter’s co-founder Jack Dorsey was fired in 2008, in part for frequent absences.

Emily Glazer: The board brought him back in 2015. They basically wanted to reassure investors and the hope was to revive the social media company’s sagging user growth.

Voiceover: During his second run, some employees said he had moved too slowly on issues like hate speech, harassment and censoring. Dorsey left the CEO post again in 2021. During his second tenure, Twitter shares gained 63%, while the NASDAQ Composite more than doubled. Twitter and Dorsey did not immediately respond to requests for comment. When he left he said in a statement that founders leading companies can be severely limiting. But founders like Dorsey are common boomerang CEOs.

Emily Glazer: What we often see is that CEOs who were either founders or really connected to companies feel that it’s their duty, their service to make sure that the company succeeds. One of the most prominent examples from the late ’90s is Steve Jobs coming back to run Apple when it was on the brink of bankruptcy.

Voiceover: Jobs first left Apple in 1985. He returned in 1997 as an advisor and eventually took the CEO title.

Steve Jobs: I, like a lot of other people are pulling together to help Apple get healthy again and I am extraordinarily confident that that is going to happen.

Voiceover: He quickly brokered a surprise deal with Microsoft, sending the stock up, and he brought Apple back to profitability within a year. By the time he stepped down in 2011, Jobs had helped turn Apple into a smartphone giant. Apple did not immediately respond to a request for comment. As for Iger, he now has two more years at the top at Disney. Investors hope he can turn things around despite the company’s tumultuous year.

Video Transcript:

David Faber: And again, people will look at your, your totals in terms of what you say is a 900 basis point outperformance during your periods on the board of various companies versus the S&P. You know, I do wonder, though, Nelson, what is it you’d bring to the Board in terms of any – you have no media experience? Now there are other members of this Board who don’t as well, but you know, Disney would push back and say—

Nelson Peltz: I want to say David—

David Faber: What’s he going to advise us on? You know, how to do direct-to-consumer or you know, why, why…why? Should Nelson be on this board?

Nelson Peltz: David, have they shown that they have a lot of media experience? Look at the numbers!

I can, I can lob that same question back to them. But we’ve invested historically in Lionsgate, in Time Warner, in Comcast. I currently sit on the board of MSG. And this is a lot more than a media company. This is a consumer company with a basketful of the greatest brands in the world.

David Faber: Although I will say, you sit on the board of MSG, you want these guys to be better at corporate governance. I mean, Nelson, talk about poor corporate governance…MSG?

Nelson Peltz: The hockey team’s doing good! Come on David, the hockey team’s doing great!

David Faber: You got that going for you, alright Nelson.

Nelson Peltz: MSG, MSG is not a Trian investment. It is a personal investment. Okay? And the fact is, they do have super voting stock, but they also have huge skin in the game. They own a lot of stock. It’s not alike a lot of these companies.

David Faber: Let me get, let me get Jim back in here, Nelson.

Jim Cramer: Nelson, one of the things that’s never happened is the board has never addressed, at least publicly, what happened with Chapek, that’s supposed to be a fiasco, what happened in the Fox acquisition. My charitable trust is a shareholder in this Company. I find it is time for truth and reconciliation. What the hell happened here? And when are we going to find out because this is an American, iconic company whose business was basically put through the wringer. And we don’t know a thing about what happened.

Nelson Peltz: You are 100% right. This thing has been put through the wringer. Bob Iger was there until December 31st of 2021. He was Executive Chairman. I’m told he physically never even left his office. And he was still the guy that people were checking with, and then he stepped away. Okay. Chapek was put in power. I’m not going to comment on whether Chapek was the right decision or the wrong decision, because I don’t want to talk about the departed. But the fact is that I don’t know that he was given an opportunity to do his job. And what I do blame is I do blame the CFO, because the quarter that he was let go on, which was a disaster, usually, usually, the CFO will start to warn the street, tell them that things are not good, your consensus is off. They start to do that mid-quarter, or as soon as they as soon as they see the signs that they’re going to miss and this was such a dramatic miss. And Chapek bore the full responsibility of that.

Copies of materials that appear on Trian’s website, www.RestoreTheMagic.com, were filed under cover of Schedule 14A on January 12, 2023 and January 19, 2023.