The priciest shareholder fight ever is headed to Disney’s boardroom

livemint.com:

A boardroom brawl at Walt Disney is expected to be the most expensive shareholder fight ever, and a chance for everyday investors to have a big impact. Two activist hedge funds—Nelson Peltz’s Trian Fund Management and the smaller Blackwells Capital—are separately going toe-to-toe with Disney to gain spots on its board and challenge the strategy of Chief Executive Bob Iger. All in, the three parties could spend north of $70 million ahead of an April 3 shareholder vote.

They are already shelling out for slick marketing materials, social-media blitzes and the services of proxy solicitors—akin to campaign strategists—who wrangle shareholder support for their clients’ board candidates. One reason for the high price: the millions of individual investors who own an outsize portion of Disney’s roughly 1.8 billion shares. They control over a third of Disney’s stock—more than is typical for a public company.

Institutional investors such as BlackRock and Vanguard hold the rest, and their votes carry heft, too. Getting the word out to such a widespread shareholder base is costly. The costs could be much lower if the activists don’t take their fights to a vote, either by settling with Disney or backing away.

Trian called off its first proxy attempt at Disney last year. At the crux of the proxy fight is a disagreement over Disney’s strategy and how to best nudge the company’s stock price, which has been almost cut in half from its 2021 high. The company now has a market value of around $200 billion.