Proxy
Summary
Corporate
Governance
and Board
Matters
Director
Compensation
Executive
Compensation
Audit-Related
Matters
Items to Be
Voted On
Information
About Voting
Certain
Relationships and
Related Person
Transactions
Other
Information
Compensation Tables
Fiscal 2022 Summary Compensation Table
The following table provides information concerning the total compensation earned in fiscal 2020, fiscal 2021 (except for
Mr. Gutierrez, Mr. Richardson and Ms. Schake) and fiscal 2022 by the Chief Executive Officer, the Chief Financial Officer and three
other persons serving as executive officers at the end of fiscal 2022 who were the most highly compensated executive officers of the
Company in fiscal 2022. In addition, this information is provided with respect to Mr. Iger and Mr. Morrell, for whom disclosure
would have been provided but for the fact that they were not serving as an executive officer of the Company at the end of fiscal
2022. These seven officers are referred to as the named executive officers or NEOs in this proxy statement. Information regarding the
amounts in each column follows the table.
NAME AND
PRINCIPAL POSITION
FISCAL
YEAR SALARY BONUS
STOCK
AWARDS
1
OPTION
AWARDS
NON-EQUITY
INCENTIVE PLAN
COMPENSATION
CHANGE IN
PENSION VALUE
AND NON-
QUALIFIED
DEFERRED
COMPENSATION
EARNINGS
ALL OTHER
COMPENSATION TOTAL
ROBERT A. CHAPEK
Chief Executive Officer
2
2022 $2,500,000 $ — $10,810,832 $3,750,020 $ 6,750,000 $ — $ 372,151 $24,183,003
2021 2,500,000 — 10,215,466 3,750,012 14,330,000 1,358,505 310,310 32,464,293
2020 1,814,608 — 6,129,442 3,373,548 — 2,705,712 140,626 14,163,936
CHRISTINE M. MCCARTHY
Senior Executive Vice
President and Chief
Financial Officer
2022 1,980,000 — 8,935,794 3,375,042 5,820,000 — 124,833 20,235,669
2021 1,903,754 — 6,922,854 5,000,015 7,680,000 103,152 119,440 21,729,215
2020 1,661,815 — 4,712,459 3,766,425 — 761,321 94,985 10,997,005
HORACIO E. GUTIERREZ
3
Senior Executive Vice
President and General
Counsel
2022 870,000 2,000,000 5,951,801 2,500,013 3,783,000 — 93,194 15,198,008
PAUL J. RICHARDSON
Senior Executive Vice
President and Chief Human
Resources Officer
2022 761,250 — 2,054,475 860,634 1,670,000 — 159,130 5,505,489
—
KRISTINA K. SCHAKE
4
Senior Executive Vice
President and Chief
Communications Officer
2022 361,250 1,500,000 2,132,366 913,287 1,320,000 — 5,444 6,232,347
ROBERT A. IGER
Former Chief Executive
Officer
2
;
Former Executive Chairman
2022 1,096,154 — 4,670,521 2,395,104 4,370,000 — 2,466,520 14,998,299
2021 3,000,000 — 9,479,879 9,293,921 22,920,000 — 1,205,996 45,899,796
2020 1,569,581 — 6,958,847 9,586,037 — 1,777,334 1,139,590 21,031,389
GEOFFREY S. MORRELL
5
Former Senior Executive Vice
President and Chief
Corporate Affairs Officer
2022 489,500 2,750,000 2,902,313 1,187,541 — — 1,036,049 8,365,403
1
Stock awards for each fiscal year include awards subject to performance conditions that were valued based on the probability that performance targets will be achieved.
For Mr. Chapek, Ms. McCarthy and Mr. Iger, fiscal 2022 includes $1,859,149, $879,301 and $2,863,899, respectively, related to the portion of awards from fiscal
2020 and fiscal 2021 having ROIC targets, which were established on November 30, 2021. Assuming the highest level of performance conditions are achieved, the
grant date stock awards values are outlined below:
FISCAL YEAR MR. CHAPEK MS. MCCARTHY MR. GUTIERREZ MR. RICHARDSON MS. SCHAKE MR. IGER MR. MORRELL
2022 $15,733,462 $12,969,186 $8,694,020 $2,970,936 $2,143,642 $7,489,338 $3,828,779
2021 11,963,950 7,767,106 — — — 12,101,153 —
2020 7,687,385 5,319,273 — — — 9,195,978 —
49
The Walt Disney Company | Notice of 2023 Annual Meeting and Proxy Statement