Trian Partners founder Nelson Peltz has accepted defeat — for now.
Peltz, a day after the activist investor lost a costly proxy battle with Disney, went on CNBC’s “Squawk on the Street,” Thursday to discuss what happened. “The shareholders have voted. They want to give management and the board a chance. So be it,” he said.
At the same time, Peltz continued rattling his saber. He referred to his previous threat in January 2023 to start a proxy fight with Disney before one month later he suspended his hunt for a board seatafter Disney unveiled a broad restructuring with Bob Iger’s return as CEO.
“We will watch like we did last time. We pulled out a year ago February. A lot of promises were made. We hoped that they were going to keep them. They didn’t, we came back,” Peltz said in the interview with CNBC’s Jim Cramer. “We’ve got a new set of promises, and I hope they keep them… but if they don’t, you’ll see me again, Jim.”
In the preliminary tally of votes at the April 3 Disney shareholder meeting, Peltz received 31% of shares voted in his favor while Maria Elena Lagomasino, one of the incumbent Disney directors Trian urged investors to kick off the board (along with board member Michael Froman), received 63%. The Disney-backed slate of 12 directors was reelected.
“I hope this is not a redo of last year where we pulled out, gave management a chance and the stock went down,” Peltz said. “I hope that doesn’t happen this time. Whether we stay [invested in Disney] or not, we don’t make those kinds of announcements. I hope Bob can keep his promises. I hope they can do all the things they assured us they were going to do and we’ll only watch and wait.”
Cramer asked Peltz about a Wall Street Journal story Thursday (“Nelson Peltz’s Disney Consolation Prize: A $300 Million Gain”) that reported Trian’s Disney holdings gained $300 million in value over 16 months. Peltz respond, “That number is dramatically wrong. We did better than that.” Cramer asked, “How about $1 billion?” to which Peltz responded, “That sounds more like it… We have to make returns for our investors. And then once we get on a board, that obligation moves to the board, but until we get on a board, we have to do what’s right for our investors. And I think we’ve done right for them in terms of our investment in Disney.”
One of Peltz’s biggest complaints has been his allegation that Disney’s board has failed to do its job with CEO succession planning, in failing to vet former parks boss Bob Chapek — Iger’s pick to take over the job in 2020. “They all took Bob’s word, and they voted Chapek in. That’s not what the responsibility of a director is,” Peltz said. The board ousted Chapek in November 2022 and brought Iger back on as CEO.
“They’ve got to get a succession plan finally in place that works,” Peltz said. “OK, we haven’t seen one going back to 2011 [when] they began talking about succession. We’re 13 years from then and they haven’t come up with anything.”
In an appearance earlier on CNBC, Iger reiterated that the Disney board’s top priority is succession and that “they’re treating it with urgency.” He also said Disney’s long-term goal is to hit double-digit margins in the streaming business, which was another key point in Trian’s proxy campaign.
Peltz asserted “that awful three letter-word called ego” is what led to the proxy fight with Disney. He insisted that he and Trian’s other board nominee, ex-Disney CFO Jay Rasulo, would be “much more capable of being positive directors on this board than some of the other people there, no question. But the ego in the room didn’t allow for it.”
On the subject of big egos, Cramer asked Peltz about Elon Musk, who “you hang around with” and “is against Iger.” (Musk has been angry with Iger after Disney pulled ad spending on X over Musk’s controversial comments on an anti-Semitic conspiracy theory; Musk told fleeing advertisers to “go fuck yourself.”)
Regarding Musk, Peltz said, “Elon is a friend of mine. I think the world of him. This guy has no ego. OK? That may be hard for you to believe. But having spent the amount of time I have with you on, he is willing to listen to anybody… He’s a brilliant guy, understands so many things about the world. And all you want to do is listen to a lot of what he’s got to say. But he’s a good listener as well. And the really smart people in the world are good listeners.”
In the CNBC interview, Peltz said he was “very surprised” that large institutional investors voted against him after proxy-advisory firm Institutional Shareholder Services (ISS) backed his bid for a board seat. “I was very disappointed, to say the least, that after the beautiful comments, and after the good meetings we had with them, they decided to vote against us,” Peltz said.
Peltz claimed he had a total of 93 meetings in the Disney proxy fight. “The fact is, when we walked out of the meetings with the index funds, I thought all three of them were very good,” Peltz said, referring to Vanguard, BlackRock and State Street. “And so I was quite surprised that they didn’t vote for us. And basically, them going one way or the other shifts these votes and that’s a big problem.”
At the start of the interview, Peltz thanked “all the shareholders” who voted for Trian’s proposals as well as “my family and my beautiful wife, Claudia, for putting up with me through all of these campaigns. I tried to do the right thing. I try and help companies do the right thing. And I’m not going to quit doing it.”
