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Item 1. Business

2024-11-14 compared with 2023-11-21 · 248 added, 232 removed, 389 unchanged (55% of the section changed)

The Walt Disney Company, together with its subsidiaries, is a diversified worldwide entertainment company with operations in three segments:

The Walt Disney Company, together with the subsidiaries through which businesses are conducted (the Company), is a diversified worldwide entertainment company with operations in three segments:

Entertainment, Sports and Experiences.

The terms “Company”, “we”, “our” and “us” are used in this report to refer collectively to the parent company and the subsidiaries through which businesses are conducted.

Human Capital

The Company’s key human capital management objectives are to attract, retain and develop the highest quality talent.

To support these objectives, the Company’s human resources programs are designed to develop talent to prepare them for critical roles and leadership positions for the future;

reward and support employees through competitive pay, benefit and perquisite programs;

enhance the Company’s culture through efforts aimed at making the workplace more engaging and inclusive;

acquire talent and facilitate internal talent mobility to create a high-performing, diverse workforce;

engage employees as brand ambassadors of the Company’s content, products and experiences;

and evolve and invest in technology, tools and resources to enable employees at work.

The Company employed approximately 225,000 people as of September 30, 2023, of which approximately 167,000 were employed in the U.S.

and approximately 58,000 were employed outside the U.S.

Our global workforce is comprised of approximately 77% full time and 16% part time employees, with another 7% being seasonal employees.

A significant number of employees in various parts of our businesses, including employees of our theme parks, and writers, directors, actors and production personnel for our productions are covered by collective bargaining agreements.

In addition, some of our employees outside the U.S.

are represented by works councils, trade unions or other employee associations.

Some of our key programs and initiatives to attract, develop and retain our diverse workforce include:

• Health, wellness, family resources and other benefits:

Disney’s benefit offerings are designed to meet the varied and evolving needs of a diverse workforce across businesses and geographies while helping our employees care for themselves and their families.

◦ Healthcare options aimed at improving quality of care while limiting out-of-pocket costs

◦ Family care resources, such as childcare and senior care programs for employees, including access to onsite/community centers, enhanced back-up care choices to include personal caregivers, childcare referral assistance and center discounts, homework help, college preparation, support for students with special needs, a variety of parenting educational resources, long-term care coverage and a family building benefit supporting fertility treatments, adoptions or surrogacy

◦ Free mental health and well-being resources, including onsite and virtual on-demand access to the Employee Assistance Program for employees and their dependents and access to digital applications to manage stress and encourage movement

◦ Two Centers for Living Well facilities that offer convenient, on-demand access to board-certified physicians and counselors

◦ Global Well-Being Week (introduced in 2022), a dedicated week for employees around the world to celebrate, learn and engage in well-being through in-person and virtual events and activities focused on physical, emotional, financial and social well-being

◦ Access to a variety of well-being focused apps and platforms including our newest offering, Thrive Global, which is an innovative app that helps employees create long-term healthy habits and behaviors while improving their overall well-being and productivity

• Diversity, Equity and Inclusion (DE&I):

Our DE&I objectives are to build teams that reflect the life experiences of our audiences, while employing and supporting a diverse array of voices in our creative and production teams.

Our DE&I initiatives and programs include:

◦ Reimagine Tomorrow, which is the Company’s digital destination for amplifying underrepresented voices and features some of Disney’s DE&I commitments and actions

◦ Executive Incubator, Creative Talent Development and Inclusion, and the Disney Launchpad:

Shorts Incubator, which are designed to create a pipeline of next-generation creative executives from underrepresented backgrounds

◦ Employee development programs and fellowships for underrepresented talent

◦ Innovative learning opportunities, which spark dialogue among employees, leaders, Disney talent and external experts

◦ Over 100 employee-led groups, which represent and support the diverse communities that make up our global workforce

◦ The Disney Look appearance guidelines, which were updated to cultivate a more inclusive environment that encourages and celebrates authentic expressions of belonging among employees

• Disney Aspire:

We support the long-term career aspirations of our hourly employees and further our commitment to strengthening the communities in which we work through our education investment program, Disney Aspire.

We pay 100% of the tuition costs upfront for eligible participating employees at a variety of in-network learning providers and universities and reimburse employees for applicable books and fees.

The program helps our employees achieve their goals professionally - whether at Disney or beyond - by equipping them with the skills they need to succeed in the rapidly changing 21 st century career landscape.

More than 15,000 current employees are enrolled and more than 3,800 current employees have graduated since the program launched in 2018.

More than 3,100 current students and graduates have been internally promoted across the Company.

• Talent Development:

We prioritize and invest in creating opportunities to help employees grow and build their careers through a multitude of training and development programs.

These include online, instructor-led and on-the-job learning formats as well as executive talent and succession planning paired with an individualized development approach.

• Sustainability and Social Impact:

The Company’s longstanding commitments to sustainability and social impact helps differentiate the Company as an employer.

Our priorities include operating responsibly;

investing in our people’s development and employee experience;

diversity, equity and inclusion;

environmental stewardship and conservation;

and supporting our communities, with a focus on supporting children and families.

Our approach seeks to connect these priorities with the Company’s businesses and employees and is reflected in our philanthropic giving.

The Company also supports employees who give back to our communities with a generous U.S.

matching gifts program, as well as Disney VoluntEARS, which rewards employees for their volunteer hours with the opportunity to direct not-for-profit donations from the Company to qualified non-profits of their choosing.

Environmental Sustainability

The Company has developed measurable environmental sustainability goals for 2030, based on our assessment of where the Company’s operations have the most significant environmental impacts and where we can most effectively mitigate those impacts.

The Company’s goals encompass science-based targets for Scope 1, 2 and 3 emissions, water stewardship, waste reduction, sustainable design in construction and use of more sustainable materials in our products.

ENTERTAINMENT

The Entertainment segment generally encompasses the Company’s non-sports focused global film, television and direct-to-consumer (DTC) video streaming content production and distribution activities.

The significant lines of business within Entertainment are as follows:

The Entertainment segment generally encompasses the Company’s non-sports focused global film and episodic content production and distribution activities.

The lines of business within Entertainment along with their significant business activities include the following:

• Linear Networks

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◦ International:

Disney, Fox (which will be rebranded in fiscal 2024, primarily to FX or Star), FX, National Geographic (owned 73% by the Company) and Star branded general entertainment television channels outside of the U.S.

Disney, FX, National Geographic (owned 73% by the Company) and Star branded general entertainment television channels outside of the U.S.

◦ A 50% equity investment in A+E Television Networks (A+E), which operates cable channels including A&E, HISTORY and Lifetime

• Direct-to-Consumer

a global DTC service that primarily offers general entertainment and family programming.

In certain Latin American countries, we offer Disney+ as well as Star+, a general entertainment service that also has sports programming

a global direct-to-consumer (DTC) service that primarily offers general entertainment and family programming

◦ Disney+ Hotstar:

a DTC service primarily in India that offers general entertainment, family and sports programming.

◦ Hulu (owned 67% by the Company):

DTC service that offers general entertainment and family programming and a digital over-the-top (OTT) service that includes live linear streams of cable networks and the major broadcast networks

DTC service that offers general entertainment and family programming and a digital over-the-top (OTT) service that includes live linear streams of various cable and broadcast networks.

See Note 2 of the Consolidated Financial Statements for information on Hulu ownership.

• Content Sales/Licensing

◦ Sale/licensing of film and episodic content to third-party television and video-on-demand (TV/VOD) services

◦ Theatrical distribution

◦ Sale/licensing of film and episodic content to television and video-on-demand (TV/VOD) services

◦ Home entertainment distribution:

DVD and Blu-ray discs, electronic home video licenses and video-on-demand (VOD) rentals

◦ Staging and licensing of live entertainment events on Broadway and around the world (Stage Plays)

electronic home video licenses, video-on-demand rentals and sales of DVD/Blu-ray discs

◦ Intersegment allocation of revenues from the Experiences segment, which is meant to reflect royalties on consumer products merchandise licensing revenues generated on intellectual property (IP) created by the Entertainment segment

◦ Staging and licensing of live entertainment events on Broadway and around the world (Stage Plays)

◦ Music distribution

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The significant revenues of Entertainment are as follows:

• Affiliate fees - Fees charged to multi-channel video programming distributors (i.e.

cable, satellite, telecommunications and digital over-the-top (e.g.

YouTube TV) service providers) (MVPDs) for the right to deliver our programming to their customers.

Linear Networks also generates revenues from fees charged to television stations affiliated with ABC Network.

• Subscription fees - Fees charged to customers/subscribers for our DTC streaming services

• Advertising - Sales of advertising time/space

• TV/VOD distribution - Licensing fees for the right to use our film and episodic content

• Affiliate fees - Fees charged to multi-channel video programming distributors (i.e.

cable, satellite, telecommunications and digital OTT service providers) (MVPDs) for the right to deliver our programming to their customers.

Linear Networks also generates revenues from fees charged to television stations affiliated with ABC Network.

• Theatrical distribution - Rentals from licensing our films to theaters

• Home entertainment distribution - Sales and rentals of our film and episodic content to retailers and through distributors

• TV/VOD distribution - Licensing fees for the right to use our film and episodic content

• Home entertainment distribution - Electronic sales and rentals of film and episodic content through distributors and royalties from the licensing of physical distribution rights

• Other revenue - Revenues from licensing our music, ticket sales from stage play performances, fees from licensing our IP for use in stage plays, sales of post-production services and the allocation of consumer products merchandise licensing revenues

The significant expenses of Entertainment are as follows:

• Operating expenses, consisting primarily of programming and production costs, technology support costs, operating labor, distribution costs and costs of sales.

• Operating expenses, consisting primarily of programming and production costs, technology support costs, operating labor and distribution costs.

Programming and production costs include the following:

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◦ Production costs related to live programming (primarily news)

◦ Amortization of participations and residual obligations

◦ Fees paid to the Sports segment to program ESPN on ABC and certain sports content on Star+

◦ Participations and residual expenses

◦ Fees paid to the Sports segment to program ESPN on ABC and certain sports content on Disney+

• Selling, general and administrative costs, including marketing costs

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Domestic Linear Networks

ABC Network programming is aired in the primetime, daytime, late night, news and sports “dayparts”.

Primetime programming includes scripted series, reality programming and a variety of movies and specials.

ESPN programs the sports daypart on ABC Network, which is branded ESPN on ABC.

ABC Network distributes programming to approximately 245 local affiliated television stations and to our eight owned television stations, which collectively reach almost 100% of U.S.

television households.

ABC Network programming is aired in the primetime, daytime, late night, news and sports “dayparts”.

ESPN programs the sports daypart on the ABC Network, which is branded ESPN on ABC.

ABC Network produces a variety of primetime specials, news and daytime programming.

ABC Network produces a variety of unscripted series, primetime specials, news and daytime programming.

Disney Channels

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and Disney XD (collectively Disney Channels).

Disney Channel - the Disney Channel airs original series and movie programming 24 hours a day targeted to kids ages 2 to 14.

The channel features live-action comedy series, animated programming and preschool series as well as original movies and theatrical films.

Disney Junior - the Disney Junior channel airs programming 24 hours a day targeted to kids ages 2 to 7 and their parents and caregivers.

The channel features animated and live-action programming that blends Disney’s storytelling and characters with learning.

Disney Junior also airs as a programming block on the Disney Channel.

Disney XD - the Disney XD channel airs programming 24 hours a day targeted to kids ages 6 to 11.

The channel features a mix of live-action and animated programming.

Freeform is a channel targeted to viewers ages 18 to 34 that airs original, Company owned (“library”) and licensed television series, films and holiday programming events.

Disney Channels air programming 24 hours a day targeted to kids ages 2 to 14 and generally feature live-action comedy series, animated programming and preschool series as well as original movies and theatrical films.

Freeform is a channel targeted to viewers ages 18 to 34 that airs original and licensed television series, films and holiday programming events.

Branded television channels include:

and FXX (collectively FX Channels), which air a mix of original, library and licensed television series and films.

and FXX (collectively FX Channels), which air a mix of original and licensed television series and films.

National Geographic Channels

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and Nat Geo Mundo (collectively National Geographic Channels).

National Geographic Channels air scripted and documentary programming on such topics as natural history, adventure, science, exploration and culture.

National Geographic Channels air programming in genres such as travel, adventure, wildlife, documentary, science and history.

The number of subscribers (in millions) for the significant domestic branded channels are as follows:

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Disney Channel 66

Disney Junior (2)

Disney XD (2)

National Geographic Channels

National Geographic 66

National Geographic Wild (2)

(1) Based on Nielsen Media Research estimates as of September 2024.

Estimates include traditional MVPD and the majority of digital OTT subscriber counts.

(2) The Company renewed its MVPD agreement with an affiliate during September 2023, under which the affiliate will no longer distribute these channels.

Nielsen Media Research estimates as of September 2023 do not reflect the impact of this agreement.

Domestic Television Stations

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General Entertainment

General Entertainment channels include Fox (which will be rebranded in fiscal 2024, primarily to FX or Star), FX, National Geographic and Star branded channels, which air a variety of scripted, reality and documentary programming.

As of September 2023 and 2022, the estimated number of unique subscribers for our general entertainment channels, based on internal management reports, are 270 million and 315 million, respectively.

Family channels include Disney Channel and Disney Junior, which air a variety of animated and live action original series and movies targeted to kids ages 2 to 14 and their parents and caregivers.

As of September 2023 and 2022, the estimated number of unique subscribers for our family channels, based on internal management reports, are 225 million and 220 million, respectively.

General Entertainment channels include FX, National Geographic and Star branded channels, which air a variety of scripted, reality and documentary programming.

As of September 2024, the estimated number of unique subscribers for our general entertainment channels, based on internal management reports, was approximately 240 million.

Family channels include Disney Channel and Disney Junior, which air a variety of animated and live action original series and movies targeted to kids ages 2 to 14.

As of September 2024, the estimated number of unique subscribers for our family channels, based on internal management reports, was approximately 200 million.

Equity Investments

The most significant equity investment at Linear Networks is A+E.

The Company’s share of A+E’s financial results are reported as “Equity in the income (loss) of investees, net” in the Company’s Consolidated Statements of Operations.

The Company’s share of A+E’s financial results are reported as “Equity in the income of investees” in the Company’s Consolidated Statements of Income.

A+E is owned 50% by the Company and 50% by Hearst.

A+E operates a variety of cable channels:

• A&E – which generally offers unscripted entertainment programming

A+E operates a variety of cable channels, including:

• A&E – which offers entertainment programming including original reality and documentary programming

• HISTORY – which offers original unscripted series and event-driven specials

• Lifetime and Lifetime Movie Network (LMN) – which offer female-focused programming

• FYI – which offers contemporary lifestyle programming

• Lifetime – which offers programming targeted to women

The number of domestic subscribers, based on Nielsen Media Research estimates as of September 2024, are 58 million for each of A&E, HISTORY and Lifetime and include traditional MVPD and the majority of digital OTT subscriber counts.

A+E programming is available in approximately 200 countries and territories.

A+E’s networks are distributed internationally under multi-year licensing agreements with MVPDs.

A+E programming is also sold to international TV/VOD services.

The number of domestic subscribers (in millions) for A+E channels are as follows:

Subscribers (1)

(1) Based on Nielsen Media Research estimates as of September 2023.

Estimates include traditional MVPD and the majority of digital OTT subscriber counts.

Direct-to-Consumer

Disney+, Disney+ Hotstar and Hulu are subscription services that provide video streaming of general entertainment and family programming.

Disney+ and Disney+ Hotstar also provide video streaming of international sports programming.

Disney+, Disney+ Hotstar and Hulu are subscription services that provide video streaming of the Company’s general entertainment and family programming and similar programming from third parties.

Outside the U.S., Disney+ and Disney+ Hotstar also include international sports programming.

The services are offered individually or in various bundles, which may include ESPN+ (see Sports segment discussion), to customers directly or through third-party distributors on mobile and internet connected devices.

The majority of Direct-to-Consumer revenue is derived from subscription fees and advertising.

Disney+ (including Star+ in Latin America)

Disney+ and Disney+ Hotstar

Disney+ is a subscription-based DTC service with Disney, Pixar, Marvel, Star Wars and National Geographic branded programming, which are all top-level selections or “tiles” within the Disney+ interface.

Outside the U.S.

and Latin America, Disney+ also includes a Star branded tile, which features general entertainment programming.

Star+ is a standalone DTC service in Latin America with a variety of general entertainment and family content and live sports programming.

Disney+ (including Star+) is also referred to as Disney+ Core.

As of September 30, 2023, the estimated number of paid Disney+ Core subscribers, based on internal management reports, was approximately 113 million.

Disney+ Hotstar

Disney+ Hotstar is a subscription-based DTC service available in India, Indonesia, Malaysia, Philippines and Thailand.

Programming includes television shows, movies, sports and original series in approximately ten languages, in addition to gaming and social features.

In the U.S., subscribers to both Disney+ and Hulu may access certain Hulu programming through a tile on Disney+.

Outside the U.S., Disney+ includes a Star branded tile, which features general entertainment programming.

In Latin America, Disney+ includes an ESPN branded tile, which features a variety of sports content including live events.

The Company plans to launch an ESPN branded tile on Disney+ in the U.S.

in early fiscal 2025.

In certain Latin American countries prior to July 2024, we offered Disney+ as well as Star+, a standalone service with a variety of general entertainment and family content and live sports programming.

At the end of June 2024, we merged these services into a single Disney+ product offering.

As of September 28, 2024, the estimated number of paid Disney+ subscribers, based on internal management reports, was approximately 123 million.

Disney+ Hotstar is a subscription-based DTC service available in India, Indonesia, Malaysia and Thailand.

Programming includes television shows, movies, sports and original series in approximately 10 languages, in addition to gaming and social features.

Disney+ Hotstar has exclusive streaming rights to certain cricket programming.

As of September 28, 2024, the estimated number of paid Disney+ Hotstar subscribers, based on internal management reports, was approximately 36 million.

Disney+ Core and Disney+ Hotstar offer content from the Company’s various studios, including library titles, as well as content acquired from third parties.

The majority of Disney+ Core and Disney+ Hotstar revenue is derived from subscription fees and, to a lesser extent, Advertising.

The Company launched an ad-supported Disney+ service in the U.S.

in December 2022 and in select European markets and in Canada in November 2023.

The Company plans to launch an ad-supported Disney+ service in additional international markets in calendar 2024.

Disney+ and Disney+ Hotstar offer content from the Company’s various studios, including library titles, as well as content acquired from third parties.

The majority of Disney+ and Disney+ Hotstar revenue is derived from subscription fees and, to a lesser extent, advertising.

The Company offers an ad-supported Disney+ service in the U.S., Canada and select Latin American and European markets.

Hulu is a domestic subscription-based DTC service with general entertainment content from the Company’s various studios as well as content licensed from third parties.

Hulu’s revenue is primarily derived from subscription fees and Advertising.

Hulu offers subscription VOD (SVOD) services with or without advertising in addition to a digital OTT MVPD (Live TV) service.

The Live TV service is available with either of Hulu’s SVOD services and includes live linear streams of cable networks and the major broadcast networks.

In addition, Hulu offers subscriptions to premium services such as Max, Cinemax, Starz and Showtime, which can be added to the Hulu service.

Hulu’s revenue is derived from subscription fees and advertising.

Hulu offers subscription video-on-demand (SVOD) services with or without advertising in addition to a digital OTT MVPD (Live TV) service.

The Live TV service is available with either of Hulu’s SVOD services and includes live linear streams of various cable and broadcast networks.

In addition, Hulu offers subscriptions to premium services such as Max, Cinemax, Starz and Paramount+ with Showtime, which can be added to the Hulu service.

Certain programming from ABC Network, Freeform and FX Channels is also available on the Hulu SVOD service one day after the linear airing on these channels.

As of September 28, 2024, the estimated number of paid Hulu subscribers, based on internal management reports, was approximately 52 million.

The Company has 67% ownership and full operational control of Hulu.

NBC Universal (NBCU) owns the remaining 33% of Hulu.

In November 2023, NBCU exercised its put right to require the Company to purchase NBCU’s interest in Hulu (see Note 2 of the Consolidated Financial Statements for additional information).

Content Sales/Licensing and Other

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In some territories, certain films may be exclusively distributed on our DTC streaming services.

During fiscal 2024, we expect to release approximately 15 films, although the ultimate number of releases will depend on when productions resume following the writers/actors’ work stoppages.

During fiscal 2025, we expect to release approximately 15 films.

The Company incurs significant marketing and advertising costs before and throughout the theatrical release of a film in an effort to generate public awareness of the film, to increase the public’s intent to view the film and to help generate consumer interest in the subsequent home entertainment and other ancillary markets.

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Home Entertainment Distribution

We distribute the Company’s film and episodic content in home entertainment markets on DVD and Blu-ray disc, through electronic home video licenses and VOD rentals globally.

Domestically and internationally, we distribute directly to retailers and through independent distribution companies.

Electronic formats of our film and episodic content may be purchased through e-tailers such as Apple and Amazon, and MVPDs, such as Comcast and DirecTV, and physical formats are generally sold to retailers, such as Walmart and Target.

The Company also operates Disney Movie Club, which sells DVD/Blu-ray discs directly to consumers in the U.S.

Distribution of film content in the home entertainment window generally starts within three months after the theatrical release.

Electronic formats are typically available approximately four to eight weeks ahead of the physical release.

We also license titles to VOD e-tailers concurrent with physical home entertainment distribution.

The Company’s film and episodic content is sold in both electronic (home video license and video-on-demand rentals) and physical (DVD and Blu-ray disc) formats.

We distribute through e-tailers such as Apple and Amazon, and MVPDs, such as Comcast and DirecTV, for electronic distribution.

We have licensed the rights for physical distribution to third parties who generally sell to retailers, such as Walmart and Amazon.

Physical distribution of film content in the home entertainment window generally starts within three months after the theatrical release.

Electronic formats are typically available approximately two to ten weeks ahead of the physical release.

We also license titles to video-on-demand e-tailers within five weeks after physical home entertainment distribution.

Distribution of episodic content in the home entertainment window includes electronic sales of season passes that can be purchased prior to, during and after the broadcast season with individual episodes typically available to season pass customers shortly after the initial airing of the show in each territory.

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Disney Theatrical Group develops, produces and licenses live entertainment events on Broadway and around the world.

Productions include The Lion King , Frozen , Aladdin and Beauty and the Beast .

Disney Theatrical Group also licenses the Company’s IP to Feld Entertainment, the producer of Disney On Ice and Marvel Universe Live!

Productions include The Lion King , Aladdin , Frozen and Beauty and the Beast .

Disney Theatrical Group also licenses the Company’s IP to Feld Entertainment, the producer of Disney On Ice .

Disney Music Group

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Content Production and Acquisition

Produced content primarily consists of original films and episodic programs, network news and daytime/nighttime content and licensed content includes acquired episodic programming rights.

Produced content primarily consists of original films and episodic programs and network news and daytime/late night programming.

Licensed content includes acquired episodic programming rights, movies and specials.

Original content is generally produced under the following banners:

ABC Signature;

Disney Branded Television;

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Generally, the Company has full production and distribution rights to its IP.

However, prior to the Company’s acquisition of Marvel, Sony Pictures Entertainment licensed from Marvel the rights to produce and distribute Spider-Man films in all windows except for the merchandise rights, which the Company retains.

However, Sony Pictures Entertainment has the rights to produce and distribute Spider-Man films as a result of licensing these rights from Marvel prior to the Company’s acquisition of Marvel.

The Company has a significant library of content spanning approximately 100 years of production history as well as acquired libraries.

The library of content includes approximately 5,100 live-action film titles and 400 animated film titles, as well as episodic series with four or more seasons (approximately 75 dramas, 55 comedies, 35 non-scripted series, 15 animated series and 10 live-action series).

The library of content includes approximately 5,200 live-action film titles, 450 animated film titles and episodic series (series with four or more seasons include approximately:

40 non-scripted series;

15 animated series;

and 10 live-action series).

In addition, the library includes approximately 130 series and 80 films that were produced for initial distribution on our DTC platforms.

In fiscal 2024, the Company plans to produce or commission approximately 225 episodic and film titles, although the ultimate number will depend on when productions resume following the writers/actors’ work stoppages.

The vast majority of our productions will be distributed on our Linear Networks and/or DTC platforms or theatrically.

Programming is also produced for third parties, which typically have domestic linear distribution rights while the Company retains domestic VOD and international distribution rights.

In fiscal 2025, the Company plans to produce or commission approximately 215 episodic and film titles.

The vast majority of our productions will initially be distributed on our Linear Networks and/or DTC platforms or theatrically.

Programming is also produced for third parties, which typically have domestic linear distribution rights while the Company retains domestic video-on-demand and international distribution rights.

We also license, acquire or produce local content for use in various countries/territories.

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With respect to the sale of advertising time, we compete with other television networks, independent television stations, MVPDs, other DTC streaming services and other advertising media such as digital content, newspapers, magazines, radio and billboards.

Our television and radio stations primarily compete for audiences and advertisers in local market areas.

Our television stations primarily compete for audiences and advertisers in local market areas.

Linear Networks compete with other networks for carriage by MVPDs.

The Company’s contractual agreements with MVPDs are renewed or renegotiated from time to time in the ordinary course of business.

Consolidation and other market conditions in the cable, satellite and telecommunication distribution industry, including subscriber trends, and other factors may adversely affect the Company’s ability to obtain and maintain contractual terms for the distribution of its various programming services that are as favorable as those currently in place.

Content Sales/Licensing businesses compete with all forms of entertainment and a significant number of companies produce and/or distribute theatrical and episodic content, distribute products in the home entertainment market, provide pay TV/VOD services, and produce music and live theater.

Consolidation and other market conditions in the cable, satellite and telecommunication distribution industry, including subscriber levels, and other factors may adversely affect the Company’s ability to obtain and maintain contractual terms for the distribution of its various programming services that are as favorable as those currently in place.

Content Sales/Licensing businesses compete with all forms of entertainment and a significant number of companies that produce and/or distribute film and episodic content, distribute products in the home entertainment market, provide pay TV/VOD services, and produce music and live theater.

The operating results of Content Sales/Licensing fluctuate due to the timing and performance of releases in the theatrical, home entertainment and television markets.

Release dates are determined by several factors, including competition and the timing of vacation and holiday periods.

We also compete with other media and entertainment companies, independent production companies and VOD services for creative and performing talent, story properties, show concepts, scripted and other programming, advertiser support, production facilities and exhibition outlets that are essential to the success of our Entertainment businesses.

We also compete with other media and entertainment companies, independent production companies and video-on-demand services for creative and performing talent, story properties, show concepts, scripted and other programming, advertiser support, production facilities and exhibition outlets that are essential to the success of our Entertainment businesses.

Advertising revenues at Linear Networks and Direct-to-Consumer are subject to seasonal advertising patterns and changes in viewership levels.

In general, domestic advertising revenues are typically somewhat higher during the fall and somewhat lower during the summer months.

Affiliate revenues vary with the subscriber trends of MVPDs.

Affiliate revenues vary with the subscriber levels of MVPDs.

The Sports segment generally encompasses the Company’s sports-focused global television and DTC video streaming content production and distribution activities.

The significant lines of business within Sports are as follows:

The lines of business within Sports include the following:

• ESPN (generally owned 80% by the Company)

▪ Eight ESPN-branded television channels

▪ Seven ESPN-branded television channels

▪ ESPN on ABC (sports programmed on the ABC Network by ESPN)

▪ ESPN+ DTC video streaming service

▪ ESPN+ DTC service

◦ International:

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Star-branded sports channels in India

In February 2024, the Company, Fox Corporation and Warner Bros.

Discovery, Inc.

announced plans to create a joint venture to offer a sports-focused DTC platform (Venu Sports) that will distribute each party’s domestic sports networks, certain broadcast networks and sports streaming services.

In August 2024, a motion for preliminary injunction in a matter before the District Court for the Southern District of New York was granted, enjoining the launch of Venu Sports.

See Note 14 of the Consolidated Financial Statements for additional information regarding this legal matter.

Further, the formation and launch of Venu Sports are subject to the finalization of definitive agreements among the parties.

In early fall 2025, the Company plans to launch a new DTC offering, which will include live linear streams of the domestic ESPN-branded television channels and ESPN+.

The significant revenues of Sports are as follows:

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Domestic ESPN

Branded television channels include eight 24-hour domestic television sports channels:

ESPN and ESPN2 (both of which are dedicated to professional and college sports as well as sports news and original programming);

ESPNU (which is dedicated to college sports);

ESPNEWS (which re-airs select ESPN studio shows and airs a variety of other programming);

SEC Network (which is dedicated to Southeastern Conference college athletics);

ACC Network (which is dedicated to Atlantic Coast Conference college athletics);

ESPN Deportes (which airs professional and college sports as well as studio shows in Spanish);

and Longhorn Network (which is dedicated to The University of Texas athletics).

In addition, ESPN programs ESPN on ABC and recognizes the direct revenues and costs for this programming and receives a fee from the ABC Network, which is eliminated in consolidation.

Branded television channels include seven 24-hour domestic television sports channels:

• ESPN and ESPN2 - both dedicated to professional and college sports as well as sports news and original programming

• ESPNU - dedicated to college sports

• ESPNEWS - re-airs select ESPN studio shows and airs a variety of other programming

• SEC Network - dedicated to Southeastern Conference college athletics

• ACC Network - dedicated to Atlantic Coast Conference college athletics

• ESPN Deportes - airs professional and college sports as well as studio shows in Spanish

ESPN programs ESPN on ABC and recognizes the direct revenues and costs for this programming and receives a fee from the ABC Network, which is eliminated in consolidation.

In addition, the Company earns advertising and licensing revenues from providing promotional services and licensing the ESPN BET trademark to PENN Entertainment, Inc.

in connection with its operation of a sportsbook.

The Company has various sports programming rights, which are used to produce content aired on ESPN television networks and ESPN+, including live events and sports news.

Rights include the National Football League (NFL), college football (including bowl games and the College Football Playoff) and basketball, the National Basketball Association (NBA), mixed martial arts, Major League Baseball (MLB), the National Hockey League (NHL), soccer, Top Rank Boxing, US Open Tennis, the Masters golf tournament, the Wimbledon Championships, the Professional Golfers’ Association (PGA) Championship and the Women’s National Basketball Association (WNBA).

Rights include the National Football League (NFL), college football (including bowl games and the College Football Playoff) and basketball, the National Basketball Association (NBA), mixed martial arts, Major League Baseball (MLB), the National Hockey League (NHL), soccer, Top Rank Boxing, Formula 1, US Open Tennis, the Wimbledon Championships, the Masters golf tournament, the Professional Golfers’ Association (PGA) Championship and the Women’s National Basketball Association (WNBA).

The number of subscribers (in millions) for the significant domestic branded channels are as follows:

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in 4 languages and approximately 115 countries/territories.

Channels previously branded Fox are now branded ESPN.

In the Netherlands, the ESPN branded channels are operated by Eredivisie Media & Marketing CV (EMM) (owned 51% by the Company), which has the media and sponsorship rights of the Dutch Premier League for soccer.

In the Netherlands, the ESPN branded channels are operated by Eredivisie Media & Marketing CV (EMM) (owned 51% by the Company), which has the media and sponsorship rights to the Dutch Premier League for soccer.

Rights include various soccer leagues (including English Premier League, LaLiga, Bundesliga and multiple UEFA leagues).

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Star has rights to various sports programming, primarily cricket and soccer.

As of September 2023, the estimated number of subscribers to Star branded channels, based on internal management reports, was 82 million.

As of September 2024, the estimated number of subscribers to Star branded channels, based on internal management reports, was approximately 79 million.

Equity Investments

The most significant equity investment at Sports is a 30% interest in CTV Specialty Television, Inc.

The Company’s share of CTV’s financial results is reported as “Equity in the income (loss) of investees, net” in the Company’s Consolidated Statements of Operations.

The Company’s share of CTV’s financial results is reported as “Equity in the income of investees” in the Company’s Consolidated Statements of Income.

CTV operates television networks in Canada, including The Sports Networks (TSN) 1-5, Le Réseau des Sports (RDS), RDS2, RDS Info, Discovery Canada, Discovery Science and Animal Planet Canada.

In fiscal 2023, the Company entered into an agreement with PENN Entertainment, Inc.

(PENN), under which the Company will earn advertising and licensing revenues from providing promotional services and the ESPN BET trademark to PENN in connection with its operation of a sportsbook.

In addition, the Company received warrants to purchase equity in PENN, which vest over the term of the agreement.

The warrants are recorded at fair market value and adjustments to fair market value are reported as “Interest expense, net” in the Company’s Consolidated Statements of Operations.

Competition and Seasonality

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Consolidation and other market conditions in the cable, satellite and telecommunication distribution industry and other factors may adversely affect the Company’s ability to obtain and maintain contractual terms for the distribution of its various programming services that are as favorable as those currently in place.

We also compete with other media and entertainment companies and VOD services for sports rights, creative and performing talent and other programming, advertiser support and production facilities that are essential to the success of our Sports businesses.

We also compete with other media and entertainment companies and video-on-demand services for sports rights, creative and performing talent and other programming, advertiser support and production facilities that are essential to the success of our Sports businesses.

Advertising revenues are subject to changes in viewership levels and the demand for sports programming.

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biannually, quadrennially).

Affiliate revenues vary with the subscriber trends of MVPDs.

The significant lines of business within Experiences are as follows:

Affiliate revenues vary with the subscriber levels of MVPDs.

The lines of business within Experiences along with their significant business activities include the following:

• Parks & Experiences:

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• Shanghai Disney Resort (43% ownership interest and consolidated in our financial results)

• In addition, the Company licenses its IP to a third party to operate Tokyo Disney Resort

• In addition, the Company licenses its IP to a third party that owns and operates Tokyo Disney Resort

• Consumer Products:

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• Theme park admissions - Sales of tickets for admission to our theme parks and for premium access to certain attractions (e.g.

Genie+ and Lightning Lane)

Lightning Lane)

• Resorts and vacations - Sales of room nights at hotels, sales of cruise and other vacations and sales and rentals of vacation club properties

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◦ Merchandise licensing - Royalties from licensing our IP for use on consumer goods

◦ Retail - Sales of merchandise through internet shopping sites (generally branded shopDisney) and at The Disney Store, as well as to wholesalers (including books, comic books and magazines)

◦ Retail - Sales of merchandise through internet shopping sites, at The Disney Store and to wholesalers

• Parks licensing and other - Revenues from sponsorships and co-branding opportunities, real estate rent and sales and royalties earned on Tokyo Disney Resort revenues

The significant expenses of Experiences are as follows:

• Operating expenses, consisting primarily of operating labor, costs of goods sold, infrastructure costs, supplies, commissions and entertainment offerings.

Infrastructure costs include technology support costs, repairs and maintenance, property taxes, utilities and fuel, retail occupancy costs, insurance and transportation

• Operating expenses, consisting primarily of operating labor, infrastructure costs, costs of goods sold and distribution costs, supplies, commissions and entertainment offerings.

Infrastructure costs include technology support costs, repairs and maintenance, utilities and fuel, property taxes, retail occupancy costs, insurance and transportation

• Selling, general and administrative costs, including marketing costs

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Adventureland, Fantasyland, Frontierland, Liberty Square, Main Street USA and Tomorrowland.

Each land provides a unique guest experience featuring themed attractions, restaurants, merchandise shops and entertainment experiences.

Each area provides a unique guest experience featuring themed attractions, restaurants, merchandise shops and entertainment experiences.

EPCOT — EPCOT consists of four major themed areas:

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Countries represented with pavilions include Canada, China, France, Germany, Italy, Japan, Mexico, Morocco, Norway, the United Kingdom and the U.S.

The Journey of Water, inspired by Moana, opened in October 2023 as part of a multi-year transformation at EPCOT.

CommuniCore Hall and Plaza opened in June 2024, completing a multi-year transformation at EPCOT.

Disney’s Hollywood Studios — Disney’s Hollywood Studios consists of eight themed areas:

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Galaxy’s Edge, Sunset Boulevard and Toy Story Land.

The areas provide behind-the-scenes glimpses of Hollywood-style action through various shows and attractions and offer themed food service, merchandise shops and entertainment experiences.

The areas provide behind-the-scenes glimpses of Hollywood-style action through various shows and attractions and offer themed restaurants, merchandise shops and entertainment experiences.

Disney’s Animal Kingdom — Disney’s Animal Kingdom consists of a 145-foot tall Tree of Life centerpiece surrounded by five themed areas:

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The park features more than 300 species of live mammals, birds, reptiles and amphibians and 3,000 varieties of vegetation.

Hotels, Vacation Club Properties and Other Resort Facilities — As of September 30, 2023, the Company owned and operated 18 resort hotels and vacation club facilities at the Walt Disney World Resort, with approximately 23,000 rooms and 3,600 vacation club units.

DinoLand USA will be rethemed and in 2027, is planned to open as Tropical Americas, which will feature themed attractions, restaurants, merchandise shops and entertainment experiences.

Hotels, Vacation Club Properties and Other Resort Facilities — As of September 28, 2024, the Company owned and operated 18 resort hotels and vacation club properties at the Walt Disney World Resort, with approximately 23,000 rooms and

3,600 vacation club units.

Resort facilities include 500,000 square feet of conference meeting space and Disney’s Fort Wilderness camping and recreational area, which offers approximately 800 campsites.

Disney Springs is an approximately 120-acre retail, dining and entertainment complex and consists of four areas:

Disney Springs is an approximately 120 acre themed retail, dining and entertainment complex and consists of four areas:

Marketplace, The Landing, Town Center and West Side.

The areas are home to more than 150 venues including the 64,000-square-foot World of Disney retail store.

The areas are home to approximately 150 venues including the World of Disney retail store, which includes approximately 38,000 square feet of retail space.

Most of the Disney Springs facilities are operated by third parties that pay rent to the Company.

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Disneyland Resort

The Company owns 489 acres and has rights under a long-term lease for use of an additional 52 acres of land in Anaheim, California.

The Disneyland Resort is located in Anaheim, California on approximately 550 acres of land.

The Disneyland Resort includes two theme parks (Disneyland and Disney California Adventure), three resort hotels and a retail, dining and entertainment complex (Downtown Disney).

The Disneyland Resort is marketed through a variety of international, national and local advertising and promotional activities.

A number of the attractions and restaurants in the theme parks are sponsored or operated by other companies under multi-year agreements.

A number of attractions and restaurants in the theme parks are sponsored or operated by other companies under multi-year agreements.

Disneyland — Disneyland consists of nine themed areas:

Adventureland, Critter Country, Fantasyland, Frontierland, Main Street USA, Mickey’s Toontown, New Orleans Square, Star Wars :

Adventureland, Bayou Country, Fantasyland, Frontierland, Main Street USA, Mickey’s Toontown, New Orleans Square, Star Wars :

Galaxy’s Edge and Tomorrowland.

These areas feature themed attractions, restaurants, merchandise shops and entertainment experiences.

Disney California Adventure — Disney California Adventure is adjacent to Disneyland and includes eight themed areas:

Disney California Adventure — Disney California Adventure includes eight themed areas:

Avengers Campus, Buena Vista Street, Cars Land, Grizzly Peak, Hollywood Land, Paradise Gardens Park, Pixar Pier and San Fransokyo Square.

These areas include themed attractions, restaurants, merchandise shops and entertainment experiences.

Hotels, Vacation Club Units and Other Resort Facilities — Disneyland Resort includes three Company owned and operated hotels and vacation club facilities with approximately 2,400 rooms, 180 vacation club units and 180,000 square feet of conference meeting space.

Downtown Disney is a themed 15-acre retail, entertainment and dining complex with approximately 30 venues located adjacent to both Disneyland and Disney California Adventure.

Hotels, Vacation Club Units and Other Resort Facilities — As of September 28, 2024, the Company owned and operated three resort hotels and vacation club properties at the Disneyland Resort, with approximately 2,400 rooms and 180 vacation club units.

Resort facilities included 180,000 square feet of conference meeting space.

Downtown Disney is a themed 15-acre retail, dining and entertainment complex with approximately 30 venues.

Most of the Downtown Disney facilities are operated by third parties that pay rent to the Company.

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Disneyland Paris

Disneyland Paris is located on approximately 5,200-acres in Marne-la-Vallée, approximately 20 miles east of Paris, France.

Disneyland Paris is located approximately 20 miles east of Paris, France in Marne-la-Vallée, on approximately 5,200 acres.

The land is being developed pursuant to a master agreement with French governmental authorities.

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two convention centers;

a shopping, dining and entertainment complex (Disney Village);

a retail, dining and entertainment complex (Disney Village);

and a 27-hole golf facility.

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These areas each include themed attractions, restaurants, merchandise shops and entertainment experiences.

Walt Disney Studios Park is undergoing a multi-year expansion that will include a new themed area based on Frozen.

Walt Disney Studios Park is undergoing a multi-year expansion that will include a new themed area based on Frozen , which is planned to open in 2026 and coincide with the renaming of Walt Disney Studios Park to Disney Adventure World.

Hotels and Other Facilities — Disneyland Paris operates seven resort hotels, with approximately 5,750 rooms and 250,000 square feet of conference meeting space.

In addition, five on-site hotels that are owned and operated by third parties provide approximately 1,500 rooms.

Disney Village is an approximately 500,000-square-foot retail, dining and entertainment complex located between the theme parks and the hotels.

In addition, we have relationships with seven independently-owned and operated partner hotels, both on- and off-property, that provide approximately 2,100 rooms.

Disney Village is an approximately 500,000-square-foot themed retail, dining and entertainment complex.

Construction is currently underway on a multi-year transformation of Disney Village.

A number of the Disney Village facilities are operated by third parties that pay rent to the Company.

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The Company owns a 48% interest in Hong Kong Disneyland Resort and the Government of the Hong Kong Special Administrative Region (HKSAR) owns a 52% interest.

The resort is located on 310 acres on Lantau Island and is in close proximity to the Hong Kong International Airport and the Hong Kong-Zhuhai-Macau Bridge.

The resort is located on Lantau Island on 310 acres and is in close proximity to the Hong Kong International Airport and the Hong Kong-Zhuhai-Macau Bridge.

Hong Kong Disneyland Resort includes one theme park and three themed resort hotels.

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Hong Kong Disneyland — Hong Kong Disneyland consists of eight themed areas:

Adventureland, Fantasyland, Grizzly Gulch, Main Street USA, Mystic Point, Tomorrowland, Toy Story Land and World of Frozen, which opened in November 2023.

Adventureland, Fantasyland, Grizzly Gulch, Main Street USA, Mystic Point, Tomorrowland, Toy Story Land and World of Frozen.

These areas feature themed attractions, restaurants, merchandise shops and entertainment experiences.

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The Company is also entitled to royalties based on the resort’s revenues.

Shanghai Disneyland — Shanghai Disneyland consists of seven themed areas:

Adventure Isle, Fantasyland, Gardens of Imagination, Mickey Avenue, Tomorrowland, Toy Story Land and Treasure Cove.

Shanghai Disneyland — Shanghai Disneyland consists of eight themed areas:

Adventure Isle, Fantasyland, Gardens of Imagination, Mickey Avenue, Tomorrowland, Toy Story Land, Treasure Cove and Zootopia, which opened in December 2023.

These areas feature themed attractions, shows, restaurants, merchandise shops and entertainment experiences.

The Company is constructing an eighth themed area based on the animated film Zootopia , which is scheduled to open in late calendar 2023.

Hotels and Other Facilities — Shanghai Disneyland Resort includes two themed hotels with approximately 1,200 rooms.

Disneytown is an 11-acre outdoor complex of dining, shopping and entertainment venues located adjacent to Shanghai Disneyland.

Disneytown is an 11-acre outdoor complex of retail, dining, and entertainment venues located adjacent to Shanghai Disneyland.

Most Disneytown facilities are operated by third parties that pay rent to Shanghai Disney Resort.

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The resort includes two theme parks (Tokyo Disneyland and Tokyo DisneySea);

five Disney-branded hotels;

six Disney-branded hotels;

six other hotels (operated by third parties other than OLC);

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Adventureland, Critter Country, Fantasyland, Tomorrowland, Toontown, Westernland and World Bazaar.

Tokyo DisneySea — Tokyo DisneySea is divided into seven “ports of call,” including American Waterfront, Arabian Coast, Lost River Delta, Mediterranean Harbor, Mermaid Lagoon, Mysterious Island and Port Discovery.

OLC is expanding Tokyo DisneySea to include an eighth themed port, Fantasy Springs expected to open in spring 2024.

Hotels and Other Resort Facilities — Tokyo Disney Resort includes five Disney-branded hotels with a total of more than 3,000 rooms and a monorail, which links the theme parks and resort hotels with Ikspiari.

OLC is currently constructing a 475-room Disney-branded hotel at Tokyo DisneySea that is expected to open in spring 2024.

Tokyo DisneySea — Tokyo DisneySea is divided into eight “ports of call,” including American Waterfront, Arabian Coast, Lost River Delta, Mediterranean Harbor, Mermaid Lagoon, Mysterious Island, Port Discovery and Fantasy Springs, which opened in June 2024.

Hotels and Other Resort Facilities — Tokyo Disney Resort includes six Disney-branded hotels with approximately 3,500 rooms and a monorail, which links the theme parks and resort hotels with Ikspiari.

The sixth Disney-branded hotel, Tokyo DisneySea Fantasy Springs Hotel, opened in June 2024.

Disney Vacation Club (DVC)

DVC offers ownership interests in 16 resort facilities located at the Walt Disney World Resort;

DVC offers ownership interests in 17 resort properties located at the Walt Disney World Resort;

Disneyland Resort;

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Unit counts in this document are presented in terms of two-bedroom equivalents.

DVC had approximately 4,500 vacation club units as of September 30, 2023, including The Villas at Disneyland Hotel, which opened in September 2023.

The Company plans to open The Cabins at Disney’s Fort Wilderness Resort - A Disney Vacation Club Resort and additional units at Disney’s Polynesian Village Resort in 2024.

DVC had approximately 4,500 vacation club units as of September 28, 2024, including the first phases of The Cabins at Disney’s Fort Wilderness Resort, which opened in July 2024.

Storyliving by Disney

The Company is developing its first Storyliving by Disney residential community, Cotino, in Rancho Mirage, California.

The Company has partnered with a third-party developer to build two Storyliving by Disney residential communities:

Cotino in Rancho Mirage, California;

and Asteria in Pittsboro, North Carolina.

The communities are currently under development, and the Company will earn royalties on revenues generated by sales of the residential homes.

Disney Cruise Line

Disney Cruise Line is a five-ship vacation cruise line, which operates out of ports in North America, Europe and the South Pacific.

Disney Cruise Line is a six-ship vacation cruise line, which operates out of ports in North America, Europe and the South Pacific.

The Disney Magic and the Disney Wonder are 85,000-ton 875-stateroom ships;

the Disney Dream and the Disney Fantasy are 130,000-ton 1,250-stateroom ships;

and the Disney Wish is a 140,000-ton 1,250-stateroom ship.

and the Disney Wish and the Disney Treasure , which was delivered in October 2024, are 140,000-ton 1,250-stateroom ships.

The ships cater to families, children, teenagers and adults, with themed areas and activities for each group.

Many cruise vacations include a visit to Disney’s Castaway Cay, a 1,000-acre private Bahamian island.

Disney Cruise Line is adding the Disney Treasure , the Disney Adventure and an eighth ship.

The Disney Treasure and the Disney Adventure are scheduled to be delivered from the shipyard in fiscal 2025 and the eighth ship is scheduled to be delivered in fiscal 2026.

The Disney Treasure and eighth ship will be approximately 140,000 tons with 1,250 staterooms.

The Disney Adventure will be approximately 200,000 tons with approximately 2,100 staterooms and will operate in Southeast Asia.

Disney Lookout Cay at Lighthouse Point on the island of Eleuthera is scheduled to open as a Disney Cruise Line destination in the summer of 2024.

Many cruise vacations include a visit to Disney’s Castaway Cay, a 1,000-acre private Bahamian island, or Disney Lookout Cay at Lighthouse Point, which opened in June 2024 on approximately 600 acres of land on the island of Eleuthera.

Disney Cruise Line will be adding two new ships, the Disney Adventure and the Disney Destiny, which are scheduled to begin sailings in the first quarter of fiscal 2026.

The Disney Destiny will be approximately 140,000 tons with 1,250 staterooms and will initially operate in North America.

The Disney Adventure will be approximately 200,000 tons with approximately 2,100 staterooms and will initially operate in Southeast Asia.

Between calendar 2027 and 2031, the Company plans to add four more new cruise ships, all of which are currently under contract to be built.

In July 2024, the Company entered into a licensing agreement with OLC, under which OLC will own and operate a Disney-branded cruise ship based in Japan.

The ship is currently under contract to be built, with sailings expected to commence by 2029.

The Company will earn royalties on revenues generated by OLC.

Adventures by Disney and National Geographic Expeditions

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The Company’s merchandise licensing operations cover a diverse range of product categories, the most significant of which are:

toys, apparel, games, home décor and furnishings, accessories, health and beauty, food, books, stationery, footwear, magazines and consumer electronics.

The Company licenses characters from its film, television and other properties for use on third-party products in these categories and earns royalties, which are usually based on a fixed percentage of the wholesale or retail selling price of the products.

Some of the major properties licensed by the Company include:

Mickey and Friends, Star Wars, Spider-Man, Disney Princess, Avengers, Frozen, Toy Story, Winnie the Pooh and Lilo & Stitch.

The Company sells Disney-, Marvel-, Pixar- and Lucasfilm-branded products through shopDisney branded internet sites and Disney Store branded retail locations.

At September 30, 2023, the Company owns and operates approximately 40 stores in Japan, 20 stores in North America, two stores in Europe and one store in China.

toys, apparel, games, home décor and furnishings, accessories, health and beauty, food, footwear, stationery and consumer electronics.

Major properties licensed by the Company include:

Mickey and Friends, Star Wars, Spider-Man, Disney Princess, Lilo & Stitch, Frozen, Avengers, Winnie the Pooh and Toy Story.

The Company sells Disney-, Marvel-, Pixar- and Lucasfilm-branded products through Disney Store branded internet sites and Disney Store branded retail locations.

At September 28, 2024, the Company operates approximately 40 stores in Japan, 20 stores in North America, two stores in Europe and one store in China.

The Company creates, distributes and publishes a variety of products in multiple countries and languages based on the Company’s branded franchises.

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The licensing, retail and wholesale businesses are influenced by seasonal consumer purchasing behavior, which generally results in higher revenues during the Company’s first and fourth fiscal quarter, and by the timing and performance of theatrical and game releases and cable programming broadcasts.

STAR INDIA TRANSACTION

The Company and Reliance Industries Limited (RIL) plan to close a transaction on or about November 14, 2024, which will form a joint venture that combines our Star-branded and other general entertainment and sports television channels and direct-to-consumer Disney+ Hotstar service in India (Star India) and certain media and entertainment businesses controlled by RIL (the Star India Transaction) (see Note 4 of the Consolidated Financial Statements for additional information).

HUMAN CAPITAL

The Company’s key human capital management objectives are to attract, retain and develop the highest quality talent.

To support these objectives, the Company’s human resources programs are designed to develop talent to prepare them for critical roles and leadership positions for the future;

reward and support employees through competitive pay, benefit and perquisite programs;

enhance the Company’s culture through efforts aimed at making the workplace more engaging and inclusive;

acquire talent and facilitate internal talent mobility to create a high-performing, diverse workforce;

engage employees as brand ambassadors of the Company’s content, products and experiences;

and evolve and invest in technology, tools and resources to enable employees at work.

The Company employed approximately 233,000 people as of September 28, 2024, of which approximately 171,000 were employed in the U.S.

and approximately 62,000 were employed outside the U.S.

Our global workforce comprises approximately 76% full time and 16% part time employees, with another 8% being seasonal employees.

In addition, some of our employees outside the U.S.

are represented by works councils, trade unions or other employee associations.

Some of our key programs and initiatives to attract, develop and retain our diverse workforce include:

• Health, financial, family resources, well-being and other benefits:

Disney’s benefit offerings are designed to meet the varied and evolving needs of our diverse employees and their families.

These benefit offerings for eligible employees include:

◦ Healthcare options aimed at improving quality of care while limiting out-of-pocket costs

◦ Retirement and savings programs that help employees adapt to changing needs and unexpected events and drive financial security in the present and the future

◦ Family care resources, such as childcare and senior care programs, long-term care coverage and a family building benefit

◦ Paid time-off programs, including vacation and sick and family care leave

◦ Free mental health and well-being resources

◦ Global well-being programs, including in-person offerings through campus health clubs and virtual and onsite events and activities focused on physical, emotional, financial and social well-being

◦ Two Centers for Living Well in the Orlando area that offer convenient, on-demand access to board-certified physicians and counselors

• Diversity, Equity & Inclusion (DEI):

Our DEI objectives are to build and sustain teams that reflect the life experiences of our audiences, while employing and supporting a diverse array of voices in our creative and production teams.

Some of our DEI initiatives and programs are:

◦ Executive incubator program and creative talent development program designed to engage the next generation of creative executives from underrepresented backgrounds

◦ Heroes Work Here, an initiative to hire, train and support U.S.

military veterans

◦ Over 100 employee-led groups, which represent and support the diverse communities that make up our global workforce

• Talent Development and Education:

We invest in creating opportunities to help employees grow and build their careers through training, professional development and educational programs.

◦ Our training and professional development programs are presented in online, instructor-led and on-the-job learning formats, including Career@Disney:

INTERACTIVE, a new series of immersive virtual and in-person experiences designed to aid employees in enhancing their careers

◦ Our education investment program, Disney Aspire, offers assistance for tuition, books and fees to eligible participating employees at a variety of in-network learning providers and universities at levels ranging from high school completion to undergraduate degrees.

At the end of fiscal 2024, more than 12,000 current employees were enrolled and more than 5,000 current employees had graduated since the program launched in 2018.

• Social Impact:

The Company has a longstanding commitment to social impact by supporting communities through our philanthropic efforts, including through our support of wish granting and children’s hospitals and our efforts to support communities in which we operate and the contributions of our employees.

The Company supports employees who make monetary donations to eligible nonprofits with a generous U.S.

matching gifts program.

In addition, through the Disney VoluntEARS program, we encourage employees to donate their time and talents to their local communities and provide grants that allow eligible employees to direct donations from the Company to nonprofits of their choosing as a benefit for the time they spend volunteering.

ENVIRONMENTAL SUSTAINABILITY

INTELLECTUAL PROPERTY PROTECTION

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Risks related to the protection and exploitation of IP rights and information concerning the expiration of certain of our copyrights are set forth in Item 1A – Risk Factors.

FEDERAL REGULATION — ENTERTAINMENT AND SPORTS

Federal Communications Commission Regulation

Television broadcasting is subject to extensive regulation by the Federal Communications Commission (FCC) under federal laws and regulations, including the Communications Act of 1934, as amended.

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FCC rules currently prohibit any of the four major broadcast television networks — ABC, CBS, Fox and NBC — from being under common ownership or control.

• Foreign ownership .

The Communications Act generally restricts foreign individuals or entities from collectively owning more than 25% of the voting or equity interest in a U.S.

entity that controls a broadcast television license.

FCC approval is required to exceed the 25% threshold.

• Regulation of programming .

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FCC laws and regulations are subject to change, and the Company generally cannot predict whether new legislation, court action or regulations, or a change in the extent of application or enforcement of current laws and regulations, would have an adverse impact on our operations.

Privacy and Data Protection Regulation

Our businesses are subject to various privacy and data protection laws and regulations in most of the domestic and international jurisdictions in which our businesses operate.

Those laws and regulations govern our use, collection, storage, retention and sharing of personal information and vary from jurisdiction to jurisdiction, including within the U.S.

at the federal level and among the 50 states.

This patchwork of domestic and international laws creates different obligations that are, at times, inconsistent with one another.

While there is no comprehensive privacy law in the U.S.

at the federal level, there are a number of sector-specific federal privacy laws applicable to our operations, such as the Video Privacy Protection Act, which restricts the ability to share personal information along with specific viewing information with third parties.

In addition, various U.S.

states, including California, have passed comprehensive data privacy laws that establish various consumer rights with respect to their personal information, including the right to opt out of the sale or sharing of personal information with third parties, to gain access to the personal information that companies hold about them, to delete personal information and to limit the use and disclosure of sensitive information.

We are also subject to privacy legal and regulatory requirements in many jurisdictions outside the United States, including the General Data Protection Regulation in the European Union and similar comprehensive data privacy legislation in

These laws require organizations that process the personal data of EU and UK citizens to comply with certain data protection standards and privacy rights, including requirements to implement privacy by design;

parental consent for processing children’s data;

detailed privacy notices and related consents;

breach notifications;

and data subject rights to enforce access, rectification, objection, restriction, portability and deletion.

We also are subject to laws and regulations that are intended to protect the privacy of children online, including the Children’s Online Protection Privacy Act, a U.S.

federal law that requires websites and online services to obtain parental consent before collecting personal information from children under 13, as well as codes of conduct relating to the design of digital products and services likely to be accessed by children, such as the UK’s Age Appropriate Design Code.

These laws, regulations and codes of conduct have an impact on the marketing of our products and services, the advertising on certain of our and third-party digital platforms that distribute our content and the design of certain of our new media offerings.

In addition, U.S.

state laws and many international data protection laws require notifications to consumers and regulators in the event of a data breach, mandating that businesses provide consumers and/or government agencies notice of unauthorized access or disclosure of certain information.

Interpretation of privacy and data protection laws and enforcement priorities continue to evolve and in some cases, regulators seek to apply novel interpretations of existing laws.

Compliance with privacy and data protection laws and regulations entails significant investments and is costly and requires us to employ dedicated compliance personnel and processes.

In addition, many of these laws and regulations provide for substantial fines, private rights of action for damages and other relief.

International Content Regulation

The laws and regulations in many international jurisdictions in which we operate, including in the EU and Canada, require our linear networks or our DTC streaming services to include a certain amount of programming produced in specific jurisdictions or languages or require us to invest specified amounts of our revenues in local content or to acquire content produced by local independent production companies.

In addition, some countries regulate the content of films and television programming, which can impact our ability to distribute certain content in those jurisdictions or can require us to make adjustments to the films or programming.

These laws and regulations increase our costs and impact our ability to operate our DTC streaming services and linear networks and distribute our films and programming in these markets.

AVAILABLE INFORMATION

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Securities and Exchange Commission (SEC).

We are providing the address to our internet site solely for the information of investors.

We do not intend the address to be an active link or to otherwise incorporate the contents of the website into this report.

We also use our Investor Relations website as a means of disclosing material non-public information.

We may also use our Investor Relations website for the purpose of complying with our disclosure obligations under Regulation FD.

Therefore, we encourage investors, the media, and others interested in Disney to review the information we post on our Investor Relations website.

We are providing the address to our website solely for the information of investors.

We do not intend our website address to be an active link or to otherwise incorporate the contents of the website into this report.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business