Item 1. Financial Statements
Item 1: Financial Statements
THE WALT DISNEY COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(unaudited; in millions, except per share data)
Quarter Ended Nine Months Ended
June 28,
2025 June 29,
2024 June 28,
2025 June 29,
2024
Revenues:
Services $ 21,214 $ 20,836 $ 64,520 $ 61,568
Products 2,436 2,319 7,441 7,219
Total revenues 23,650 23,155 71,961 68,787
Costs and expenses:
Cost of services (exclusive of depreciation and amortization)
( 13,034 ) ( 13,236 ) ( 40,201 ) ( 39,821 )
Cost of products (exclusive of depreciation and amortization)
( 1,498 ) ( 1,473 ) ( 4,547 ) ( 4,647 )
Selling, general, administrative and other ( 4,141 ) ( 3,872 ) ( 12,052 ) ( 11,445 )
Depreciation and amortization ( 1,332 ) ( 1,220 ) ( 3,932 ) ( 3,705 )
Total costs and expenses ( 20,005 ) ( 19,801 ) ( 60,732 ) ( 59,618 )
Restructuring and impairment charges ( 185 ) — ( 437 ) ( 2,052 )
Other expense
— ( 65 ) — ( 65 )
Interest expense, net ( 324 ) ( 342 ) ( 1,037 ) ( 899 )
Equity in the income of investees 75 146 203 468
Income before income taxes 3,211 3,093 9,958 6,621
Income taxes
2,732 ( 251 ) 2,030 ( 1,412 )
Net income 5,943 2,842 11,988 5,209
Net income attributable to noncontrolling interests
( 681 ) ( 221 ) ( 897 ) ( 697 )
Net income attributable to The Walt Disney Company (Disney) $ 5,262 $ 2,621 $ 11,091 $ 4,512
Earnings per share attributable to Disney:
Diluted $ 2.92 $ 1.43 $ 6.12 $ 2.46
Basic $ 2.92 $ 1.44 $ 6.14 $ 2.47
Weighted average number of common and common equivalent shares outstanding:
Diluted 1,805 1,829 1,812 1,835
Basic 1,799 1,821 1,806 1,829
See Notes to Condensed Consolidated Financial Statements
3
THE WALT DISNEY COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(unaudited; in millions)
Quarter Ended Nine Months Ended
June 28,
2025 June 29,
2024 June 28,
2025 June 29,
2024
Net income $ 5,943 $ 2,842 $ 11,988 $ 5,209
Other comprehensive income (loss), net of tax:
Market value adjustments for hedges ( 391 ) 98 ( 282 ) ( 106 )
Pension and postretirement medical plan adjustments
25 ( 20 ) 68 ( 65 )
Foreign currency translation and other
207 ( 32 ) 813 23
Other comprehensive income (loss) ( 159 ) 46 599 ( 148 )
Comprehensive income 5,784 2,888 12,587 5,061
Net income attributable to noncontrolling interests
( 681 ) ( 221 ) ( 897 ) ( 697 )
Other comprehensive income (loss) attributable to noncontrolling interests
( 13 ) 9 51 ( 14 )
Comprehensive income attributable to Disney $ 5,090 $ 2,676 $ 11,741 $ 4,350
See Notes to Condensed Consolidated Financial Statements
4
THE WALT DISNEY COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited; in millions, except per share data)
June 28,
2025 September 28,
2024
ASSETS
Current assets
Cash and cash equivalents $ 5,367 $ 6,002
Receivables, net 13,402 12,729
Inventories 2,080 2,022
Content advances 1,756 2,097
Other current assets 1,215 2,391
Total current assets 23,820 25,241
Produced and licensed content costs 31,278 32,312
Investments 8,671 4,459
Parks, resorts and other property
Attractions, buildings and equipment 81,547 76,674
Accumulated depreciation ( 48,847 ) ( 45,506 )
32,700 31,168
Projects in progress 6,294 4,728
Land 1,191 1,145
40,185 37,041
Intangible assets, net 9,639 10,739
Goodwill 73,314 73,326
Other assets 9,705 13,101
Total assets $ 196,612 $ 196,219
LIABILITIES AND EQUITY
Current liabilities
Accounts payable and other accrued liabilities $ 20,500 $ 21,070
Current portion of borrowings 5,732 6,845
Deferred revenue and other 6,740 6,684
Total current liabilities 32,972 34,599
Borrowings 36,531 38,970
Deferred income taxes 3,097 6,277
Other long-term liabilities 10,256 10,851
Commitments and contingencies (Note 13)
Equity
Preferred stock
— —
Common stock, $0.01 par value, Authorized – 4.6 billion shares, Issued – 1.9 billion shares
59,515 58,592
Retained earnings 59,109 49,722
Accumulated other comprehensive loss ( 3,049 ) ( 3,699 )
Treasury stock, at cost, 71 million shares at June 28, 2025 and 47 million shares at September 28, 2024
( 6,430 ) ( 3,919 )
Total Disney Shareholders’ equity 109,145 100,696
Noncontrolling interests 4,611 4,826
Total equity 113,756 105,522
Total liabilities and equity $ 196,612 $ 196,219
See Notes to Condensed Consolidated Financial Statements
5
THE WALT DISNEY COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited; in millions)
Nine Months Ended
June 28,
2025 June 29,
2024
OPERATING ACTIVITIES
Net income
$ 11,988 $ 5,209
Depreciation and amortization 3,932 3,705
Impairments of goodwill, produced and licensed content and other assets 419 2,038
Deferred income taxes ( 2,915 ) ( 489 )
Equity in the income of investees ( 203 ) ( 468 )
Cash distributions received from equity investees 110 327
Net change in produced and licensed content costs and advances 819 1,121
Equity-based compensation 1,004 1,036
Other, net ( 153 ) ( 20 )
Changes in operating assets and liabilities:
Receivables ( 660 ) ( 1,373 )
Inventories ( 70 ) ( 2 )
Other assets ( 201 ) 74
Accounts payable and other liabilities ( 307 ) ( 814 )
Income taxes ( 136 ) ( 1,891 )
Cash provided by operations
13,627 8,453
INVESTING ACTIVITIES
Investments in parks, resorts and other property ( 6,108 ) ( 3,923 )
Purchase of investments
( 98 ) ( 1,006 )
Other, net 13 26
Cash used in investing activities
( 6,193 ) ( 4,903 )
FINANCING ACTIVITIES
Commercial paper borrowings (payments), net
( 1,498 ) 1,377
Borrowings 1,057 132
Reduction of borrowings ( 2,969 ) ( 729 )
Dividends ( 905 ) ( 549 )
Repurchases of common stock ( 2,496 ) ( 2,523 )
Acquisition of redeemable noncontrolling interests
( 439 ) ( 8,610 )
Other, net ( 840 ) ( 820 )
Cash used in financing activities
( 8,090 ) ( 11,722 )
Impact of exchange rates on cash, cash equivalents and restricted cash 31 ( 14 )
Change in cash, cash equivalents and restricted cash ( 625 ) ( 8,186 )
Cash, cash equivalents and restricted cash, beginning of period 6,102 14,235
Cash, cash equivalents and restricted cash, end of period $ 5,477 $ 6,049
See Notes to Condensed Consolidated Financial Statements
6
THE WALT DISNEY COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(unaudited; in millions)
Quarter Ended
Equity Attributable to Disney
Shares (1)
Common Stock Retained Earnings
Accumulated
Other
Comprehensive
Income
(Loss) Treasury Stock Total Disney Equity
Non-controlling
Interests (2)
Total
Equity
Balance at March 29, 2025 1,801 $ 59,199 $ 53,733 $ ( 2,877 ) $ ( 5,716 ) $ 104,339 $ 4,427 $ 108,766
Comprehensive income (loss)
— — 5,262 ( 172 ) — 5,090 217 5,307
Equity compensation activity 3 315 — — — 315 — 315
Common stock repurchases
( 7 ) — — — ( 711 ) ( 711 ) — ( 711 )
Distributions and other — 1 114 — ( 3 ) 112 ( 33 ) 79
Balance at June 28, 2025 1,797 $ 59,515 $ 59,109 $ ( 3,049 ) $ ( 6,430 ) $ 109,145 $ 4,611 $ 113,756
Balance at March 30, 2024 1,826 $ 58,028 $ 46,649 $ ( 3,509 ) $ ( 1,916 ) $ 99,252 $ 4,511 $ 103,763
Comprehensive income (loss)
— — 2,621 55 — 2,676 246 2,922
Equity compensation activity 4 233 — — — 233 — 233
Dividends — — 5 — — 5 — 5
Common stock repurchases
( 14 ) — — — ( 1,522 ) ( 1,522 ) — ( 1,522 )
Distributions and other — ( 9 ) ( 2 ) — ( 11 ) ( 22 ) ( 76 ) ( 98 )
Balance at June 29, 2024 1,816 $ 58,252 $ 49,273 $ ( 3,454 ) $ ( 3,449 ) $ 100,622 $ 4,681 $ 105,303
(1) Shares are net of treasury shares.
(2) Excludes redeemable noncontrolling interests.
See Notes to Condensed Consolidated Financial Statements
7
THE WALT DISNEY COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(unaudited; in millions)
Nine Months Ended
Equity Attributable to Disney
Shares (1)
Common Stock Retained Earnings
Accumulated
Other
Comprehensive
Income
(Loss) Treasury Stock Total Disney Equity
Non-controlling Interests (2)
Total
Equity
Balance at September 28, 2024 1,812 $ 58,592 $ 49,722 $ ( 3,699 ) $ ( 3,919 ) $ 100,696 $ 4,826 $ 105,522
Comprehensive income
— — 11,091 650 — 11,741 370 12,111
Equity compensation activity 9 911 — — — 911 — 911
Dividends — 7 ( 1,814 ) — — ( 1,807 ) — ( 1,807 )
Common stock repurchases
( 24 ) — — — ( 2,496 ) ( 2,496 ) — ( 2,496 )
Distributions and other — 5 110 — ( 15 ) 100 ( 585 ) ( 485 )
Balance at June 28, 2025 1,797 $ 59,515 $ 59,109 $ ( 3,049 ) $ ( 6,430 ) $ 109,145 $ 4,611 $ 113,756
Balance at September 30, 2023 1,830 $ 57,383 $ 46,093 $ ( 3,292 ) $ ( 907 ) $ 99,277 $ 4,680 $ 103,957
Comprehensive income (loss)
— — 4,512 ( 162 ) — 4,350 556 4,906
Equity compensation activity 9 866 — — — 866 — 866
Dividends — 4 ( 1,370 ) — — ( 1,366 ) — ( 1,366 )
Common stock repurchases ( 23 ) — — — ( 2,523 ) ( 2,523 ) — ( 2,523 )
Distributions and other — ( 1 ) 38 — ( 19 ) 18 ( 555 ) ( 537 )
Balance at June 29, 2024 1,816 $ 58,252 $ 49,273 $ ( 3,454 ) $ ( 3,449 ) $ 100,622 $ 4,681 $ 105,303
(1) Shares are net of treasury shares.
(2) Excludes redeemable noncontrolling interests.
See Notes to Condensed Consolidated Financial Statements
8
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
1. Basis of Presentation
These Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information and the instructions to Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. We believe that we have included all normal recurring adjustments necessary for a fair statement of the results for the interim period. Operating results for the nine months ended June 28, 2025 are not necessarily indicative of the results that may be expected for the year ending September 27, 2025.
The terms “Company,” “Disney,” “we,” “us,” and “our” are used in this report to refer collectively to the parent company, The Walt Disney Company, as well as the subsidiaries through which its various businesses are actually conducted.
These financial statements should be read in conjunction with the Company’s 2024 Annual Report on Form 10-K.
Variable Interest Entities
The Company enters into relationships with or makes investments in other entities that may be variable interest entities (VIE). A VIE is consolidated in our financial statements if the Company has the power to direct activities that most significantly impact the economic performance of the VIE and has the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant (as defined by ASC 810-10-25-38) to the VIE. Hong Kong Disneyland Resort and Shanghai Disney Resort (together the Asia Theme Parks, see Note 6) are VIEs in which the Company has less than 50% equity ownership. Company subsidiaries (the Management Companies) have management agreements with the Asia Theme Parks, which provide the Management Companies, subject to certain protective rights of joint venture partners, with the ability to direct the day-to-day operating activities and the development of business strategies that we believe most significantly impact the economic performance of the Asia Theme Parks. In addition, the Management Companies receive management fees under these arrangements that we believe could be significant to the Asia Theme Parks. Therefore, the Company has consolidated the Asia Theme Parks in its financial statements.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and footnotes thereto. Actual results may differ from those estimates.
Reclassifications
Certain reclassifications have been made in the fiscal 2024 financial statements and notes to conform to the fiscal 2025 presentation.
2. Segment Information
The Company’s operations are reported in three segments: Entertainment, Sports and Experiences, for which separate financial information is evaluated regularly by the Chief Executive Officer to allocate resources and assess performance.
Segment operating results reflect earnings before corporate and unallocated shared expenses, restructuring and impairment charges, net other income/expense, net interest expense, income taxes and noncontrolling interests. Segment operating income generally includes equity in the income of investees, except for our India joint venture, and excludes amortization of intangible assets and the fair value step-up for film and television costs recognized in connection with the acquisition of TFCF Corporation (TFCF) and Hulu LLC (Hulu) in fiscal 2019 (TFCF and Hulu Acquisition Amortization). Corporate and unallocated shared expenses principally consist of corporate functions, executive management and certain unallocated administrative support functions.
Segment operating results include allocations of certain costs, including information technology, pension, legal and other shared services costs, which are allocated based on metrics designed to correlate with consumption.
9
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
Segment revenues and segment operating income are as follows:
Quarter Ended Nine Months Ended
June 28,
2025 June 29,
2024 June 28,
2025 June 29,
2024
Revenues:
Entertainment
Third parties $ 10,593 $ 10,478 $ 31,919 $ 30,050
Amounts eliminated in consolidation
111 102 339 307
10,704 10,580 32,258 30,357
Sports
Third parties 3,971 4,291 12,652 12,826
Amounts eliminated in consolidation
337 267 1,040 879
4,308 4,558 13,692 13,705
Experiences 9,086 8,386 27,390 25,911
Eliminations ( 448 ) ( 369 ) ( 1,379 ) ( 1,186 )
Total segment revenues $ 23,650 $ 23,155 $ 71,961 $ 68,787
Segment operating income:
Entertainment $ 1,022 $ 1,201 $ 3,983 $ 2,856
Sports 1,037 802 1,971 1,477
Experiences 2,516 2,222 8,117 7,613
Total segment operating income
$ 4,575 $ 4,225 $ 14,071 $ 11,946
Equity in the income of investees is included in segment operating income as follows:
Quarter Ended Nine Months Ended
June 28,
2025 June 29,
2024 June 28,
2025 June 29,
2024
Entertainment $ 102 $ 123 $ 344 $ 432
Sports 26 26 54 45
Equity in the income of investees included in segment operating income 128 149 398 477
Equity in the loss of India joint venture
( 50 ) — ( 186 ) —
Amortization of TFCF intangible assets related to an equity investee
( 3 ) ( 3 ) ( 9 ) ( 9 )
Equity in the income of investees, net $ 75 $ 146 $ 203 $ 468
10
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
A reconciliation of segment operating income to income before income taxes is as follows:
Quarter Ended Nine Months Ended
June 28,
2025 June 29,
2024 June 28,
2025 June 29,
2024
Segment operating income $ 4,575 $ 4,225 $ 14,071 $ 11,946
Corporate and unallocated shared expenses ( 410 ) ( 328 ) ( 1,265 ) ( 1,027 )
Equity in the loss of India joint venture ( 50 ) — ( 186 ) —
Restructuring and impairment charges (1)
( 185 ) — ( 437 ) ( 2,052 )
Other expense (2)
— ( 65 ) — ( 65 )
Interest expense, net ( 324 ) ( 342 ) ( 1,037 ) ( 899 )
TFCF and Hulu Acquisition Amortization (3)
( 395 ) ( 397 ) ( 1,188 ) ( 1,282 )
Income before income taxes $ 3,211 $ 3,093 $ 9,958 $ 6,621
(1) See Note 16 for a discussion of amounts in restructuring and impairment charges.
(2) “Other expense” for the quarter and nine months ended June 29, 2024 reflected a charge of $ 65 million related to a legal ruling.
(3) TFCF and Hulu Acquisition Amortization is as follows:
Quarter Ended Nine Months Ended
June 28,
2025 June 29,
2024 June 28,
2025 June 29,
2024
Amortization of intangible assets $ 326 $ 326 $ 980 $ 1,068
Step-up of film and television costs 66 68 199 205
Intangibles related to a TFCF equity investee
3 3 9 9
$ 395 $ 397 $ 1,188 $ 1,282
Goodwill
The changes in the carrying amount of goodwill are as follows:
Entertainment Sports Experiences Total
Balance at September 28, 2024 $ 51,290 $ 16,486 $ 5,550 $ 73,326
Currency translation adjustments and other, net ( 12 ) — — ( 12 )
Balance at June 28, 2025 $ 51,278 $ 16,486 $ 5,550 $ 73,314
3. Revenues
The following table presents revenues by segment and major source:
Quarter Ended June 28, 2025
Entertainment Sports Experiences Eliminations Total
Subscription fees $ 5,215 $ 415 $ — $ — $ 5,630
Affiliate fees 1,550 2,484 — ( 315 ) 3,719
Advertising 1,641 1,148 — — 2,789
Theme park admissions — — 2,996 — 2,996
Resorts and vacations
— — 2,373 — 2,373
Retail and wholesale sales of merchandise, food and beverage — — 2,397 — 2,397
Merchandise licensing 149 — 726 — 875
TV/VOD and home entertainment distribution
878 84 — — 962
Theatrical distribution licensing 820 — — — 820
Other 451 177 594 ( 133 ) 1,089
$ 10,704 $ 4,308 $ 9,086 $ ( 448 ) $ 23,650
11
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
Quarter Ended June 29, 2024
Entertainment Sports Experiences Eliminations Total
Subscription fees $ 4,729 $ 414 $ — $ — $ 5,143
Affiliate fees 1,726 2,571 — ( 291 ) 4,006
Advertising 1,941 1,339 — — 3,280
Theme park admissions — — 2,780 — 2,780
Resorts and vacations
— — 2,115 — 2,115
Retail and wholesale sales of merchandise, food and beverage — — 2,246 — 2,246
Merchandise licensing 143 — 702 — 845
TV/VOD and home entertainment distribution
812 108 — — 920
Theatrical distribution licensing 724 — — — 724
Other 505 126 543 ( 78 ) 1,096
$ 10,580 $ 4,558 $ 8,386 $ ( 369 ) $ 23,155
Nine Months Ended June 28, 2025
Entertainment Sports Experiences Eliminations Total
Subscription fees $ 15,495 $ 1,270 $ — $ — $ 16,765
Affiliate fees 4,848 7,766 — ( 968 ) 11,646
Advertising 5,137 3,647 — — 8,784
Theme park admissions — — 9,002 — 9,002
Resorts and vacations
— — 6,953 — 6,953
Retail and wholesale sales of merchandise, food and beverage — — 7,302 — 7,302
Merchandise licensing 462 — 2,357 — 2,819
TV/VOD and home entertainment distribution
2,769 212 — — 2,981
Theatrical distribution licensing 2,108 — — — 2,108
Other 1,439 797 1,776 ( 411 ) 3,601
$ 32,258 $ 13,692 $ 27,390 $ ( 1,379 ) $ 71,961
Nine Months Ended June 29, 2024
Entertainment Sports Experiences Eliminations Total
Subscription fees $ 14,041 $ 1,246 $ — $ — $ 15,287
Affiliate fees 5,251 7,918 — ( 883 ) 12,286
Advertising 5,709 3,640 — — 9,349
Theme park admissions — — 8,568 — 8,568
Resorts and vacations
— — 6,334 — 6,334
Retail and wholesale sales of merchandise, food and beverage — — 6,989 — 6,989
Merchandise licensing 471 — 2,321 — 2,792
TV/VOD and home entertainment distribution
2,226 235 — — 2,461
Theatrical distribution licensing 1,098 — — — 1,098
Other 1,561 666 1,699 ( 303 ) 3,623
$ 30,357 $ 13,705 $ 25,911 $ ( 1,186 ) $ 68,787
12
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
The following table presents revenues by segment and primary geographical markets:
Quarter Ended June 28, 2025
Entertainment Sports Experiences Eliminations Total
Americas $ 8,569 $ 4,218 $ 6,824 $ ( 448 ) $ 19,163
Europe 1,580 72 1,177 — 2,829
Asia Pacific 555 18 1,085 — 1,658
Total revenues $ 10,704 $ 4,308 $ 9,086 $ ( 448 ) $ 23,650
Quarter Ended June 29, 2024
Entertainment Sports Experiences Eliminations Total
Americas $ 8,222 $ 4,190 $ 6,250 $ ( 369 ) $ 18,293
Europe 1,427 75 1,070 — 2,572
Asia Pacific 931 293 1,066 — 2,290
Total revenues $ 10,580 $ 4,558 $ 8,386 $ ( 369 ) $ 23,155
Nine Months Ended June 28, 2025
Entertainment Sports Experiences Eliminations Total
Americas $ 25,617 $ 13,377 $ 20,915 $ ( 1,379 ) $ 58,530
Europe 4,804 221 3,109 — 8,134
Asia Pacific 1,837 94 3,366 — 5,297
Total revenues $ 32,258 $ 13,692 $ 27,390 $ ( 1,379 ) $ 71,961
Nine Months Ended June 29, 2024
Entertainment Sports Experiences Eliminations Total
Americas $ 23,450 $ 12,663 $ 19,591 $ ( 1,186 ) $ 54,518
Europe 4,219 329 2,915 — 7,463
Asia Pacific 2,688 713 3,405 — 6,806
Total revenues $ 30,357 $ 13,705 $ 25,911 $ ( 1,186 ) $ 68,787
Revenues recognized in the current and prior-year periods from performance obligations satisfied (or partially satisfied) in previous reporting periods primarily relate to revenues earned on content made available to distributors and licensees in previous reporting periods. For the quarter ended June 28, 2025, $ 0.3 billion was recognized related to performance obligations satisfied as of March 29, 2025. For the nine months ended June 28, 2025, $ 0.8 billion was recognized related to performance obligations satisfied as of September 28, 2024. For the quarter ended June 29, 2024, $ 0.3 billion was recognized related to performance obligations satisfied as of March 30, 2024. For the nine months ended June 29, 2024, $ 0.8 billion was recognized related to performance obligations satisfied as of September 30, 2023.
As of June 28, 2025, revenue for unsatisfied performance obligations expected to be recognized in the future is $ 16 billion, primarily for IP to be made available in the future under existing agreements with merchandise and co-branding licensees and sponsors, direct-to-consumer (DTC) wholesalers, sports sublicensees and television station affiliates. Of this amount, we expect to recognize approximately $ 2 billion in the remainder of fiscal 2025, $ 6 billion in fiscal 2026, $ 3 billion in fiscal 2027 and $ 5 billion thereafter. These amounts include only fixed consideration or minimum guarantees and do not include amounts related to (i) contracts with an original expected term of one year or less or (ii) licenses of IP that are solely based on the sales of the licensee.
When the timing of the Company’s revenue recognition is different from the timing of customer payments, the Company recognizes either a contract asset (customer payment is subsequent to revenue recognition and subject to the Company satisfying additional performance obligations) or deferred revenue (customer payment precedes the Company satisfying the performance obligations). Consideration due under contracts with payment in arrears is recognized as accounts receivable. Deferred revenues are recognized as (or when) the Company performs under the contract. The Company’s contract assets and activity for the current and prior-year periods were not material.
13
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
Accounts receivable and deferred revenues from contracts with customers are as follows:
June 28,
2025 September 28,
2024
Accounts receivable
Current $ 11,115 $ 10,463
Non-current 1,010 1,040
Allowance for credit losses ( 139 ) ( 118 )
Deferred revenues
Current 6,145 5,587
Non-current 818 858
For the quarter and nine months ended June 28, 2025, the Company recognized revenue of $ 0.5 billion and $ 5.0 billion, respectively, that was included in the September 28, 2024 deferred revenue balance. For the quarter and nine months ended June 29, 2024, the Company recognized revenue of $ 0.5 billion and $ 4.8 billion, respectively, that was included in the September 30, 2023 deferred revenue balance. Amounts deferred generally relate to theme park admissions and vacation packages, DTC subscriptions and advances related to merchandise and TV/VOD licenses.
We evaluate our allowance for credit losses and estimate collectability of current and non-current accounts receivable based on historical bad debt experience, our assessment of the financial condition of individual companies with which we do business, current market conditions and reasonable and supportable forecasts of future economic conditions. In times of economic turmoil, our estimates and judgments with respect to the collectability of our receivables are subject to greater uncertainty than in more stable periods.
The Company has accounts receivable of $ 1.0 billion at both June 28, 2025 and September 28, 2024 with original maturities greater than one year primarily related to the sale of vacation club properties. The receivables are recorded in other non-current assets. The allowance for credit losses for these receivables and additions to/write-offs against the allowance for the periods ended June 28, 2025 and September 28, 2024 were not material.
4. Acquisitions and Dispositions
Hulu LLC
In November 2023, NBC Universal (NBCU) exercised its right to require the Company to purchase NBCU’s 33 % interest in Hulu at a redemption value based on NBCU’s equity ownership percentage of the greater of Hulu’s equity fair value or a guaranteed floor value of $ 27.5 billion. In December 2023, the Company paid NBCU $ 8.6 billion, which reflected the guaranteed floor value less NBCU’s unpaid capital call contributions.
In June 2025, following the completion of an appraisal process to determine Hulu’s equity fair value, the Company paid NBCU an incremental $ 0.4 billion, reflecting NBCU’s share of Hulu’s equity fair value above the guaranteed floor, giving the Company 100 % ownership of Hulu. The additional amount was recognized in “Net income attributable to noncontrolling interests” in the Condensed Consolidated Statements of Income in the third quarter of fiscal 2025.
The Company will also pay NBCU 50 % of the future tax benefits from the amortization of the purchase of NBCU’s interest in Hulu as the Company’s cash tax benefits are realized, generally over a 15 -year period.
At the close of the transaction, Hulu’s U.S. income tax classification changed, which resulted in the recognition of a non-cash tax benefit of approximately $ 3.3 billion in “Income taxes” in the Condensed Consolidated Statements of Income in the third quarter of fiscal 2025.
fuboTV Inc.
On January 6, 2025, the Company and fuboTV Inc. (Fubo), a publicly traded virtual multichannel video distributor (vMVPD), entered into a definitive agreement to combine certain of Hulu Live TV’s assets, including its carriage agreements, subscription agreements and related data, advertising and sponsorship agreements and intellectual property exclusively related to the “Live TV” brand, with Fubo (the Fubo Transaction). As a result, the Company will have a 70 % interest in Fubo and the right to appoint a majority of Fubo’s Board of Directors, with the remaining 30 % interest retained by Fubo shareholders.
The Fubo Transaction is expected to close in the first half of fiscal 2026, subject to customary closing conditions, including regulatory approvals and approval by Fubo shareholders. If closing has not occurred by April 2026 (extended to October 2026 if all other closing conditions, except those relating to regulatory approvals, have been satisfied), the Company or Fubo may terminate the transaction. A $ 130 million termination fee will be payable by the Company to Fubo if the transaction
14
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
is terminated under certain circumstances, including due to the Company’s breach of the definitive agreement or the failure to obtain certain regulatory approvals. A $ 50 million termination fee will be payable by Fubo to the Company if the transaction is terminated under certain other circumstances, including if Fubo shareholders do not approve the transaction under certain conditions.
Upon completion of the Fubo Transaction, the Company will be the exclusive distributor of the Hulu Live TV service under a five year distribution agreement and will pay a wholesale fee to Fubo based on Fubo’s cost to program Hulu Live TV. In addition, the Company will sell advertising for the Hulu Live TV service and Fubo platform for a fee.
In addition, the Company, Fox Corporation (Fox) and Warner Bros. Discovery, Inc. (WBD) reached a settlement with Fubo related to Fubo’s antitrust claims (see Note 13 for additional detail) and collectively paid $ 220 million to Fubo in January 2025. Fox and WBD have also agreed to reimburse a portion of the $ 130 million termination fee to the Company if it becomes payable.
Further, the Company agreed to provide Fubo a senior unsecured term loan of up to $ 145 million (expected to be funded in January 2026) (the Fubo Term Loan). If the Company funds the Fubo Term Loan and the Fubo Transaction is not consummated, Fox and WBD will participate in a portion of the Fubo Term Loan by providing loans to the Company with substantially the same economic terms as the Fubo Term Loan.
Star India
On November 14, 2024, the Company and Reliance Industries Limited (RIL) formed a joint venture (India joint venture) that combines the Company’s Star-branded and other general entertainment and sports television channels and direct-to-consumer Disney+ Hotstar service in India (Star India) with certain media and entertainment businesses controlled by RIL (the Star India Transaction). RIL has an effective 56 % controlling interest in the joint venture with 37 % held by the Company and 7 % by Bodhi Tree Systems, a third party investment company.
The Company deconsolidated Star India’s assets and liabilities on November 14, 2024, and recognized the fair value of its interest in the India joint venture as an equity method investment. We recorded non-cash impairment charges of $ 0.1 billion and $ 1.3 billion in “Restructuring and impairment charges” in the first quarter of fiscal 2025 and in the second quarter of fiscal 2024, respectively, to reflect Star India’s assets and liabilities at fair value less costs to sell. In addition, we recognized a non-cash tax charge of $ 0.2 billion in the first quarter of fiscal 2025 in connection with the close of the transaction.
5. Cash, Cash Equivalents, Restricted Cash and Borrowings
Cash, Cash Equivalents and Restricted Cash
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported in the Condensed Consolidated Balance Sheets to the total of the amounts reported in the Condensed Consolidated Statements of Cash Flows.
June 28,
2025 September 28,
2024
Cash and cash equivalents $ 5,367 $ 6,002
Restricted cash included in:
Other current assets 8 —
Other assets
102 100
Total cash, cash equivalents and restricted cash in the statement of cash flows $ 5,477 $ 6,102
15
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
Borrowings
During the nine months ended June 28, 2025, the Company’s borrowing activity was as follows:
September 28,
2024 Borrowings Payments Other
Activity June 28,
2025
Commercial paper with original maturities less than three months (1)
$ 727 $ — $ ( 37 ) $ — $ 690
Commercial paper with original maturities greater than three months 2,313 1,030 ( 2,491 ) ( 29 ) 823
U.S. dollar denominated borrowings
40,496 1,057 ( 1,993 ) ( 125 ) 39,435
Asia Theme Parks borrowings
1,292 — ( 51 ) ( 91 ) 1,150
Foreign currency denominated borrowings and other (2)
987 — ( 925 ) 103 165
$ 45,815 $ 2,087 $ ( 5,497 ) $ ( 142 ) $ 42,263
(1) Borrowings and reductions of borrowings are reported net.
(2) The other activity is attributable to market value adjustments for debt with qualifying hedges.
At June 28, 2025, the Company’s bank facilities, which are with a syndicate of lenders and support our commercial paper borrowings, were as follows:
Committed
Capacity Capacity
Used Unused
Capacity
Facility expiring February 2026
$ 5,250 $ — $ 5,250
Facility expiring March 2027 4,000 — 4,000
Facility expiring March 2029
3,000 — 3,000
Total $ 12,250 $ — $ 12,250
The Company’s bank facilities allow for borrowings at rates based on the Secured Overnight Financing Rate (SOFR) and at other variable rates for non-U.S. dollar denominated borrowings, plus a fixed spread that varies with the Company’s debt ratings assigned by Moody’s Ratings and S&P Global Ratings ranging from 0.63% to 1.10%. The bank facilities contain only one financial covenant relating to interest coverage of three times earnings before interest, taxes, depreciation and amortization, including both intangible amortization and amortization of our film and television production and programming costs. On June 28, 2025, the Company met this covenant by a significant margin. The bank facilities specifically exclude certain entities, including the Asia Theme Parks, from any representations, covenants or events of default. The Company also has the ability to issue up to $ 500 million of letters of credit under the facility expiring in March 2027, which if utilized, reduces available borrowings under this facility. As of June 28, 2025, the Company has $ 0.5 billion of outstanding letters of credit, of which none were issued under this facility. Outstanding letters of credit at Star India totaling $ 0.7 billion at June 28, 2025 that were entered into prior to the Star India Transaction are guaranteed by the Company through calendar 2025.
Cruise Ship Credit Facilities
In November 2024, in connection with the delivery of the Disney Treasure , the Company borrowed $ 1.1 billion with a fixed interest rate of 3.80 %. Payments are due semi-annually over a 12-year term.
The Company has a credit facility for $ 1.1 billion that may be utilized to finance a significant portion of the contract price of the Disney Destiny , which is currently scheduled to be delivered in fiscal 2026. If utilized, the credit facility will have a fixed interest rate of 3.74 %, payable semi-annually over a 12-year term.
16
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
Interest expense, net
Interest expense (net of amounts capitalized), interest and investment income, and net periodic pension and postretirement benefit costs (other than service costs) (see Note 9) are reported net in the Condensed Consolidated Statements of Income and consist of the following:
Quarter Ended Nine Months Ended
June 28,
2025 June 29,
2024 June 28,
2025 June 29,
2024
Interest expense $ ( 438 ) $ ( 509 ) $ ( 1,396 ) $ ( 1,538 )
Interest and investment income 47 68 161 337
Net periodic pension and postretirement benefit costs (other than service costs) 67 99 198 302
Interest expense, net $ ( 324 ) $ ( 342 ) $ ( 1,037 ) $ ( 899 )
Interest and investment income includes gains and losses on certain publicly traded and non-public investments, investment impairments and interest earned on cash and cash equivalents and certain receivables.
6. International Theme Parks
The Company has a 48 % ownership interest in the operations of Hong Kong Disneyland Resort and a 43 % ownership interest in the operations of Shanghai Disney Resort. The Asia Theme Parks together with Disneyland Paris are collectively referred to as the International Theme Parks.
The following table summarizes the carrying amounts of the Asia Theme Parks’ assets and liabilities included in the Company’s Condensed Consolidated Balance Sheets:
June 28,
2025 September 28,
2024
Cash and cash equivalents $ 491 $ 510
Other current assets 220 178
Total current assets 711 688
Parks, resorts and other property 5,966 6,141
Other assets 286 217
Total assets $ 6,963 $ 7,046
Current liabilities $ 644 $ 695
Long-term borrowings 1,150 1,292
Other long-term liabilities 482 409
Total liabilities $ 2,276 $ 2,396
The following table summarizes the International Theme Parks’ revenues and costs and expenses included in the Company’s Condensed Consolidated Statements of Income for the nine months ended June 28, 2025:
Revenues $ 4,462
Costs and expenses ( 3,624 )
Asia Theme Parks’ royalty and management fees of $ 218 million for the nine months ended June 28, 2025 are eliminated in consolidation, but are considered in calculating earnings attributable to noncontrolling interests.
International Theme Parks’ cash flows included in the Company’s Condensed Consolidated Statements of Cash Flows for the nine months ended June 28, 2025 were $ 1,276 million provided by operating activities, $ 861 million used in investing activities and $ 48 million used in financing activities.
Hong Kong Disneyland Resort
The Government of the Hong Kong Special Administrative Region (HKSAR) and the Company have a 52 % and a 48 % equity interest in Hong Kong Disneyland Resort, respectively.
17
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
The Company has provided Hong Kong Disneyland Resort with a revolving credit facility of HK $ 2.7 billion ($ 344 million), which bears interest at a rate of three month HIBOR plus 1.25 % and matures in 2028. The line of credit does not have a balance outstanding.
Shanghai Disney Resort
Shanghai Shendi (Group) Co., Ltd (Shendi) and the Company have 57 % and 43 % equity interests in Shanghai Disney Resort, respectively. A management company, in which the Company has a 70 % interest and Shendi a 30 % interest, operates Shanghai Disney Resort.
The Company has provided Shanghai Disney Resort with loans totaling $ 916 million bearing interest at 8 % and are scheduled to mature in 2036 with earlier payments required based on available cash flows. In addition, early repayment is permitted. The loan is eliminated in consolidation. The Company has also provided Shanghai Disney Resort with a 1.9 billion yuan (approximately $ 0.3 billion) line of credit bearing interest at 8 % and maturing in 2033. At June 28, 2025, the line of credit balance was not significant.
Shendi has provided Shanghai Disney Resort with loans totaling 8.1 billion yuan (approximately $ 1.1 billion), bearing interest at 8 % and scheduled to mature in 2036 with earlier payments required based on available cash flows. In addition, early repayment is permitted. Shendi has also provided Shanghai Disney Resort with a 2.6 billion yuan (approximately $ 0.4 billion) line of credit bearing interest at 8 % and maturing in 2033. At June 28, 2025, the line of credit balance was not significant.
7. Produced and Acquired/Licensed Content Costs and Advances
The Company classifies its capitalized produced and acquired/licensed content costs as long-term assets and classifies advances for live programming rights made prior to the live event as short-term assets. For purposes of amortization and impairment, the capitalized content costs are classified based on their predominant monetization strategy as follows:
• Individual - lifetime value is predominantly derived from third-party revenues that are directly attributable to the specific film or television title (e.g. theatrical revenues or sales to third-party television programmers)
• Group - lifetime value is predominantly derived from third-party revenues that are attributable only to a bundle of titles (e.g. subscription revenue for a DTC service or affiliate fees for a cable television network)
Total capitalized produced and licensed content by predominant monetization strategy is as follows:
As of June 28, 2025 As of September 28, 2024
Predominantly
Monetized
Individually Predominantly
Monetized
as a Group Total Predominantly
Monetized
Individually Predominantly
Monetized
as a Group Total
Produced content
Released, less amortization $ 4,767 $ 14,190 $ 18,957 $ 4,568 $ 13,621 $ 18,189
Completed, not released 64 1,127 1,191 16 2,265 2,281
In-process 4,095 3,736 7,831 4,352 4,067 8,419
In development or pre-production 332 127 459 196 73 269
$ 9,258 $ 19,180 28,438 $ 9,132 $ 20,026 29,158
Licensed content - Television programming rights and advances 4,596 5,251
Total produced and licensed content $ 33,034 $ 34,409
Current portion $ 1,756 $ 2,097
Non-current portion $ 31,278 $ 32,312
18
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
Amortization of produced and licensed content is as follows:
Quarter Ended Nine Months Ended
June 28,
2025 June 29,
2024 June 28,
2025 June 29,
2024
Produced content
Predominantly monetized individually $ 1,091 $ 809 $ 2,626 $ 2,188
Predominantly monetized as a group 1,824 1,779 5,370 5,325
2,915 2,588 7,996 7,513
Licensed programming rights and advances 2,830 3,609 10,431 11,565
Total produced and licensed content costs (1)
$ 5,745 $ 6,197 $ 18,427 $ 19,078
(1) Primarily included in “Costs of services” in the Condensed Consolidated Statements of Income
19
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
8. Income Taxes
Deferred Tax Assets and Liabilities
The Company records deferred income tax assets and liabilities with respect to temporary differences in accounting treatment of items for financial reporting purposes and income tax purposes. The Company’s deferred tax assets and liabilities by major category as of June 28, 2025 and September 28, 2024 were as follows:
June 28,
2025 September 28,
2024
Deferred tax assets
Net operating losses and tax credit carryforwards (1)
$ ( 3,397 ) $ ( 3,444 )
Accrued liabilities ( 1,136 ) ( 1,199 )
Licensing revenues ( 900 ) ( 130 )
Lease liabilities ( 788 ) ( 862 )
Other ( 511 ) ( 655 )
Total deferred tax assets ( 6,732 ) ( 6,290 )
Deferred tax liabilities
Depreciable, amortizable and other property 4,070 6,584
Investment in U.S. entities
859 1,102
Investment in foreign entities 701 465
Right-of-use lease assets
641 692
Other 98 78
Total deferred tax liabilities 6,369 8,921
Net deferred tax (asset) liability before valuation allowance (2)
( 363 ) 2,631
Valuation allowance 2,903 2,991
Net deferred tax liability $ 2,540 $ 5,622
(1) Further details on our net operating losses and tax credit carryforwards are as follows:
June 28, 2025
International Theme Park net operating losses
$ ( 1,522 )
U.S. foreign tax credits ( 928 )
State net operating losses and tax credit carryforwards ( 595 )
Other ( 352 )
Total net operating losses and tax credit carryforwards (a)
$ ( 3,397 )
(a) Approximately $ 2.1 billion of these carryforwards do not expire. Approximately $ 1.2 billion expire between fiscal 2026 and fiscal 2035, primarily related to U.S. foreign tax credits.
(2) In the third quarter of the current fiscal year, the Company completed the acquisition of NBCU’s interest in Hulu. At the close of the transaction, Hulu’s U.S. income tax classification changed, and the Company recognized a non-cash tax benefit of approximately $ 3.3 billion .
Valuation Allowance
The Company records deferred income tax assets and liabilities with respect to temporary differences in the accounting treatment of items for financial reporting purposes and for income tax purposes. Where, based on the weight of available evidence, it is more likely than not that some amount of recorded deferred tax assets will not be realized, a valuation allowance is established for the amount that, in management’s judgment, is sufficient to reduce the deferred tax asset to an amount that is more likely than not to be realized.
Unrecognized Tax Benefits
The Company’s gross unrecognized tax benefits (before interest and penalties) decreased $ 0.8 billion, from $ 2.0 billion at September 28, 2024 to $ 1.2 billion at June 28, 2025. In the next twelve months, it is reasonably possible that our unrecognized tax benefits could change due to resolutions of open tax matters, which would reduce our unrecognized tax benefits by $ 0.3 billion.
20
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
U.S. Legislation
In July 2025, legislation known as “One Big Beautiful Bill Act” was signed into law. The most significant tax impact on the Company will be acceleration of tax deductions on investments in fixed assets placed in service and content produced in the U.S., which will result in lower tax payments in the year of investment than would have otherwise occurred under the previous legislation. The cash tax benefit will begin to be realized in fiscal 2026 as U.S. federal and California state income tax payments otherwise due in fiscal 2025 have been deferred pursuant to relief related to the 2025 wildfires in California. We do not expect a material impact on the Company’s income tax expense.
9. Pension and Other Benefit Programs
The components of net periodic benefit cost (income) are as follows:
Pension Plans Postretirement Medical Plans
Quarter Ended Nine Months Ended Quarter Ended Nine Months Ended
Jun. 28,
2025 Jun. 29,
2024 Jun. 28,
2025 Jun. 29,
2024 Jun. 28,
2025 Jun. 29,
2024 Jun. 28,
2025 Jun. 29,
2024
Service costs $ 65 $ 62 $ 196 $ 187 $ — $ 1 $ — $ 1
Other costs (benefits):
Interest costs 195 209 587 626 11 14 33 41
Expected return on plan assets ( 290 ) ( 284 ) ( 871 ) ( 853 ) ( 15 ) ( 14 ) ( 45 ) ( 43 )
Amortization of previously deferred service costs (credits)
— 2 2 6 ( 22 ) ( 22 ) ( 67 ) ( 67 )
Recognized net actuarial loss (gain)
62 5 185 15 ( 8 ) ( 9 ) ( 22 ) ( 27 )
Total other costs (benefits) ( 33 ) ( 68 ) ( 97 ) ( 206 ) ( 34 ) ( 31 ) ( 101 ) ( 96 )
Net periodic benefit cost (income) $ 32 $ ( 6 ) $ 99 $ ( 19 ) $ ( 34 ) $ ( 30 ) $ ( 101 ) $ ( 95 )
During the nine months ended June 28, 2025, the Company did not make any material contributions to its pension and postretirement medical plans and does not currently expect to make any material contributions for the remainder of fiscal 2025. Final minimum funding requirements for fiscal 2025 will be determined based on a January 1, 2025 funding actuarial valuation, which is expected to be received in the fourth quarter of fiscal 2025.
10. Earnings Per Share
Diluted earnings per share amounts are based upon the weighted average number of common and common equivalent shares outstanding during the period and are calculated using the treasury stock method for equity-based compensation awards (Awards). A reconciliation of the weighted average number of common and common equivalent shares outstanding and the number of Awards excluded from the diluted earnings per share calculation, as they were anti-dilutive, are as follows:
Quarter Ended Nine Months Ended
June 28,
2025 June 29,
2024 June 28,
2025 June 29,
2024
Shares (in millions):
Weighted average number of common and common equivalent shares outstanding (basic) 1,799 1,821 1,806 1,829
Weighted average dilutive impact of Awards
6 8 6 6
Weighted average number of common and common equivalent shares outstanding (diluted) 1,805 1,829 1,812 1,835
Awards excluded from diluted earnings per share 17 15 15 25
21
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
11. Equity
The Company declared the following dividends in fiscal 2025 and 2024:
Per Share
Amount
Payment Date
$ 0.50 $ 0.9 billion July 23, 2025
$ 0.50 $ 0.9 billion January 16, 2025
$ 0.45 $ 0.8 billion July 25, 2024
$ 0.30 $ 0.5 billion January 10, 2024
Share Repurchase Program
Effective February 7, 2024, the Board of Directors authorized the Company to repurchase a total of 400 million shares of its common stock. During the quarter and nine months ended June 28, 2025, the Company repurchased 7.2 million and 23.7 million shares of its common stock for $ 0.7 billion and $ 2.5 billion, respectively (amount excludes the one percent excise tax on stock repurchases imposed by the Inflation Reduction Act of 2022). During the quarter and nine months ended June 29, 2024, the Company repurchased 14.3 million and 23.2 million shares of its common stock for $ 1.5 billion and $ 2.5 billion, respectively. As of June 28, 2025, the Company had remaining authorization in place to repurchase approximately 348 million additional shares. The repurchase program does not have an expiration date.
22
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
The following tables summarize the changes in each component of accumulated other comprehensive income (loss) (AOCI) including our proportional share of equity method investee amounts:
Market Value
Adjustments
for Hedges Unrecognized
Pension and
Postretirement
Medical
Expense Foreign
Currency
Translation
and Other AOCI
AOCI, before tax
Third quarter of fiscal 2025
Balance at March 29, 2025 $ ( 178 ) $ ( 2,184 ) $ ( 1,147 ) $ ( 3,509 )
Quarter Ended June 28, 2025:
Unrealized gains (losses) arising during the period ( 433 ) — 235 ( 198 )
Reclassifications of realized net (gains) losses to net income ( 74 ) 33 — ( 41 )
Balance at June 28, 2025 $ ( 685 ) $ ( 2,151 ) $ ( 912 ) $ ( 3,748 )
Third quarter of fiscal 2024
Balance at March 30, 2024 $ ( 6 ) $ ( 2,229 ) $ ( 1,944 ) $ ( 4,179 )
Quarter Ended June 29, 2024:
Unrealized gains (losses) arising during the period 235 ( 2 ) ( 22 ) 211
Reclassifications of realized net (gains) losses to net income ( 109 ) ( 24 ) — ( 133 )
Balance at June 29, 2024 $ 120 $ ( 2,255 ) $ ( 1,966 ) $ ( 4,101 )
Nine months ended fiscal 2025
Balance at September 28, 2024 $ ( 319 ) $ ( 2,243 ) $ ( 1,855 ) $ ( 4,417 )
Nine Months Ended June 28, 2025:
Unrealized gains (losses) arising during the period ( 87 ) ( 7 ) 39 ( 55 )
Reclassifications of realized net (gains) losses to net income ( 279 ) 99 — ( 180 )
Star India Transaction — — 904 904
Balance at June 28, 2025 $ ( 685 ) $ ( 2,151 ) $ ( 912 ) $ ( 3,748 )
Nine months ended fiscal 2024
Balance at September 30, 2023 $ 259 $ ( 2,172 ) $ ( 1,974 ) $ ( 3,887 )
Nine Months Ended June 29, 2024:
Unrealized gains (losses) arising during the period 202 ( 11 ) 8 199
Reclassifications of realized net (gains) losses to net income ( 341 ) ( 72 ) — ( 413 )
Balance at June 29, 2024 $ 120 $ ( 2,255 ) $ ( 1,966 ) $ ( 4,101 )
23
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
Market Value
Adjustments
for Hedges Unrecognized
Pension and
Postretirement
Medical
Expense Foreign
Currency
Translation
and Other AOCI
Tax on AOCI
Third quarter of fiscal 2025
Balance at March 29, 2025 $ 39 $ 515 $ 78 $ 632
Quarter Ended June 28, 2025:
Unrealized gains (losses) arising during the period 99 — ( 41 ) 58
Reclassifications of realized net (gains) losses to net income 17 ( 8 ) — 9
Balance at June 28, 2025 $ 155 $ 507 $ 37 $ 699
Third quarter of fiscal 2024
Balance at March 30, 2024 $ ( 3 ) $ 529 $ 144 $ 670
Quarter Ended June 29, 2024:
Unrealized gains (losses) arising during the period ( 54 ) — ( 1 ) ( 55 )
Reclassifications of realized net (gains) losses to net income 26 6 — 32
Balance at June 29, 2024 $ ( 31 ) $ 535 $ 143 $ 647
Nine months ended fiscal 2025
Balance at September 28, 2024 $ 71 $ 531 $ 116 $ 718
Nine Months Ended June 28, 2025:
Unrealized gains (losses) arising during the period 19 — ( 21 ) ( 2 )
Reclassifications of realized net (gains) losses to net income 65 ( 24 ) — 41
Star India Transaction — — ( 58 ) ( 58 )
Balance at June 28, 2025 $ 155 $ 507 $ 37 $ 699
Nine months ended fiscal 2024
Balance at September 30, 2023 $ ( 64 ) $ 517 $ 142 $ 595
Nine Months Ended June 29, 2024:
Unrealized gains (losses) arising during the period ( 46 ) — 1 ( 45 )
Reclassifications of realized net (gains) losses to net income 79 18 — 97
Balance at June 29, 2024 $ ( 31 ) $ 535 $ 143 $ 647
24
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
Market Value
Adjustments
for Hedges Unrecognized
Pension and
Postretirement
Medical
Expense Foreign
Currency
Translation
and Other AOCI
AOCI, after tax
Third quarter of fiscal 2025
Balance at March 29, 2025 $ ( 139 ) $ ( 1,669 ) $ ( 1,069 ) $ ( 2,877 )
Quarter Ended June 28, 2025:
Unrealized gains (losses) arising during the period ( 334 ) — 194 ( 140 )
Reclassifications of realized net (gains) losses to net income ( 57 ) 25 — ( 32 )
Balance at June 28, 2025 $ ( 530 ) $ ( 1,644 ) $ ( 875 ) $ ( 3,049 )
Third quarter of fiscal 2024
Balance at March 30, 2024 $ ( 9 ) $ ( 1,700 ) $ ( 1,800 ) $ ( 3,509 )
Quarter Ended June 29, 2024:
Unrealized gains (losses) arising during the period 181 ( 2 ) ( 23 ) 156
Reclassifications of realized net (gains) losses to net income ( 83 ) ( 18 ) — ( 101 )
Balance at June 29, 2024 $ 89 $ ( 1,720 ) $ ( 1,823 ) $ ( 3,454 )
Nine months ended fiscal 2025
Balance at September 28, 2024 $ ( 248 ) $ ( 1,712 ) $ ( 1,739 ) $ ( 3,699 )
Nine Months Ended June 28, 2025:
Unrealized gains (losses) arising during the period ( 68 ) ( 7 ) 18 ( 57 )
Reclassifications of realized net (gains) losses to net income ( 214 ) 75 — ( 139 )
Star India Transaction — — 846 846
Balance at June 28, 2025 $ ( 530 ) $ ( 1,644 ) $ ( 875 ) $ ( 3,049 )
Nine months ended fiscal 2024
Balance at September 30, 2023 $ 195 $ ( 1,655 ) $ ( 1,832 ) $ ( 3,292 )
Nine Months Ended June 29, 2024:
Unrealized gains (losses) arising during the period 156 ( 11 ) 9 154
Reclassifications of realized net (gains) losses to net income ( 262 ) ( 54 ) — ( 316 )
Balance at June 29, 2024 $ 89 $ ( 1,720 ) $ ( 1,823 ) $ ( 3,454 )
25
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
Details about AOCI components reclassified to net income are as follows:
Gain (loss) in net income: Affected line item in the Condensed Consolidated Statements of Income:
Quarter Ended Nine Months Ended
June 28,
2025 June 29,
2024 June 28,
2025 June 29,
2024
Market value adjustments, primarily cash flow hedges Primarily revenue $ 74 $ 109 $ 279 $ 341
Estimated tax Income taxes ( 17 ) ( 26 ) ( 65 ) ( 79 )
57 83 214 262
Pension and postretirement medical expense Interest expense, net ( 33 ) 24 ( 99 ) 72
Estimated tax Income taxes 8 ( 6 ) 24 ( 18 )
( 25 ) 18 ( 75 ) 54
Total reclassifications for the period $ 32 $ 101 $ 139 $ 316
12. Equity-Based Compensation
Compensation expense related to stock options and restricted stock units (RSUs) is as follows:
Quarter Ended Nine Months Ended
June 28,
2025 June 29,
2024 June 28,
2025 June 29,
2024
Stock options $ 18 $ 18 $ 51 $ 55
RSUs 339 343 953 981
Total equity-based compensation expense (1)
$ 357 $ 361 $ 1,004 $ 1,036
Equity-based compensation expense capitalized during the period $ 52 $ 53 $ 142 $ 155
(1) Equity-based compensation expense is net of capitalized equity-based compensation and estimated forfeitures and excludes amortization of previously capitalized equity-based compensation costs.
Unrecognized compensation cost related to unvested stock options and RSUs was $ 100 million and $ 2.2 billion, respectively, as of June 28, 2025.
During the nine months ended June 28, 2025, the Company made equity compensation grants consisting of 2.5 million stock options and 15.0 million RSUs with weighted average grant date fair values of $ 37.65 and $ 108.11 , respectively. During the nine months ended June 29, 2024, the weighted average grant date fair values for stock options and RSUs were $ 32.10 and $ 94.28 , respectively.
13. Commitments and Contingencies
Legal Matters
On May 12, 2023, a private securities class action lawsuit was filed in the U.S. District Court for the Central District of California against the Company, its former Chief Executive Officer, Robert Chapek, its former Chief Financial Officer, Christine M. McCarthy, and the former Chairman of the Disney Media and Entertainment Distribution segment, Kareem Daniel on behalf of certain purchasers of securities of the Company (the “Securities Class Action”). On November 6, 2023, a consolidated complaint was filed in the same action, adding Robert Iger, the Company’s Chief Executive Officer, as a defendant. Claims in the Securities Class Action include (i) violations of Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder against all defendants, (ii) violations of Section 20A of the Exchange Act against Iger and McCarthy, and (iii) violations of Section 20(a) of the Exchange Act against all defendants. Plaintiffs in the Securities Class Action allege purported misstatements and omissions concerning, and a scheme to conceal, accurate costs and subscriber growth of the Disney+ platform. Plaintiffs seek unspecified damages, plus interest and costs and fees. The Company intends to defend against the lawsuit vigorously. It filed a motion to dismiss the complaint for failure to state a claim on December 21, 2023, which was granted in part (dismissing the Section 20A claim against Iger) and otherwise denied on February 19, 2025. On March 28, 2025, the Company filed a motion for judgment on the pleadings, which was denied on May 21, 2025. The Company filed a petition
26
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
for a writ of mandamus to the Ninth Circuit Court of Appeal, which was denied on July 18, 2025. The lawsuit is in the early stages and at this time we cannot reasonably estimate the amount of any possible loss.
Four shareholder derivative complaints have been filed. The first, in which Hugues Gervat is the plaintiff, was filed on August 4, 2023, in the U.S. District Court for the Central District of California. The second, in which Stourbridge Investments LLC is the plaintiff, was filed on August 23, 2023 in the U.S. District Court for the District of Delaware. And the third, in which Audrey McAdams is the Plaintiff, was filed on December 15, 2023, in the U.S. District Court for the Central District of California. The fourth, in which Thomas Payne is the plaintiff, was filed on June 27, 2025, in the Court of Chancery in the District of Delaware. Each named The Walt Disney Company as a nominal defendant and alleged claims on its behalf against the Company’s Chief Executive Officer, Robert Iger; its former Chief Executive Officer, Robert Chapek; its former Chief Financial Officer, Christine M. McCarthy; the former Chairman of the Disney Media and Entertainment Distribution segment, Kareem Daniel, and ten current and former members of the Disney Board (Susan E. Arnold; Mary T. Barra; Safra A. Catz; Amy L. Chang; Francis A. deSouza; Michael B.G. Froman; Maria Elena Lagomasino; Calvin R. McDonald; Mark G. Parker; and Derica W. Rice). Along with alleged violations of Sections 10(b), 14(a), 20(a), and Rule 10b-5 of the Securities Exchange Act, premised on similar allegations as the Securities Class Action, plaintiffs seek to recover under various theories including breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement and waste. On October 24, 2023, the Stourbridge action was voluntarily dismissed and, on November 16, 2023, was refiled in Delaware state court alleging analogous theories of liability based on state law. The Gervat and McAdams actions were consolidated on April 29, 2024. The actions have been stayed pending development of the Securities Class Action, with the Stourbridge action being stayed most recently on March 6, 2025. A joint request to continue the stay in the Gervat/McAdams matters was filed on July 15, 2025. The actions seek declarative and injunctive relief, an award of unspecified damages to The Walt Disney Company and other costs and fees. The Company intends to defend against these lawsuits vigorously. The lawsuits are in the early stages, and at this time we cannot reasonabl y estimate the amount of any possible loss.
On November 18, 2022, a private antitrust putative class action lawsuit was filed in the U.S. District Court for the Northern District of California against the Company on behalf of a putative class of certain subscribers to YouTube TV (the “Biddle Action”). The plaintiffs in the Biddle Action asserted a claim under Section 1 of the Sherman Act based on allegations that Disney uses certain pricing and packaging provisions in its carriage agreements with vMVPDs to increase prices for and reduce output of certain services offered by vMVPDs. On November 30, 2022, a second private antitrust putative class action lawsuit was filed in the U.S. District Court for the Northern District of California against the Company on behalf of a putative class of certain subscribers to DirecTV Stream (the “Fendelander Action”), making similar allegations. The Company filed motions to dismiss for failure to state a claim in both the Biddle Action and Fendelander Action on January 31, 2023. On September 30, 2023, the court issued an order granting in part and denying in part the Company’s motions to dismiss both cases and, on October 13, 2023, the court issued an order consolidating both cases. On October 16, 2023, plaintiffs filed a consolidated amended class action complaint (the “Consolidated Complaint”). The Consolidated Complaint asserts claims under Section 1 of the Sherman Act and certain Arizona, California, Florida, Illinois, Iowa, Massachusetts, Michigan, Nevada, New York, North Carolina, and Tennessee antitrust and consumer protection laws based on substantially similar allegations as the Biddle Action and the Fendelander Action. The Consolidated Complaint seeks injunctive relief, unspecified money damages and costs and fees. The Company filed a motion to dismiss the Consolidated Complaint for failure to state a claim on December 1, 2023. The Company’s motion to dismiss the Consolidated Complaint was granted in part and denied in part on June 25, 2024. On September 12, 2024, the Court entered a case management order setting, among other dates, plaintiffs’ deadline to file their class certification motion for March 27, 2026.
On January 14, 2025, a private antitrust putative class action lawsuit was filed in the U.S. District Court for the Southern District of New York against the Company on behalf of a putative class of certain subscribers to fuboTV (the “Unger Action”), making similar allegations to those in the now-consolidated Biddle and Fendelander Actions (Biddle/Fendelander Action). The plaintiffs in the Unger Action also alleged that Disney impermissibly bundles ESPN with other Disney networks and unjustly enriched itself. The Unger Action has since been transferred to the Northern District of California with the court finding it related to the Biddle/Fendelander Action. The Unger plaintiffs filed an amended complaint on April 28, 2025, adding a named plaintiff and alleging essentially the same antitrust theories under the Sherman Act and the antitrust and consumer protection laws of thirty-seven states, the District of Columbia and Puerto Rico. The Unger plaintiffs seek damages and injunctive relief, including an injunction requiring the Company to segregate or divest any interest in Fubo and Hulu, or in the alternative, business assets relating to Fubo and Hulu + Live TV.
On May 30, 2025, the plaintiffs in the Biddle/Fendelander Action filed a proposed Second Consolidated Amended Complaint, adding a class of fuboTV subscribers, a Clayton Act § 7 claim challenging the Company’s acquisition of fuboTV on behalf of fuboTV subscribers, and a claim under Sherman Act § 2. On June 5, 2025, the Company and plaintiffs in the Biddle/Fendelander Action reached a settlement in principle to settle all claims on behalf of all YouTube TV, DirecTV Stream and fuboTV subscribers for an amount that is not material for the Company. The settlement was contingent on Plaintiffs’ Counsel in
27
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
the Biddle/Fendelander Action (Biddle/Fendelander Counsel) obtaining or having authority to settle claims on behalf of all three subscriber classes, Court approval, and other contingencies. On June 10, 2025, the Court issued an order consolidating the Unger Action with the Biddle/Fendelander Action and setting a briefing schedule on the appointment of interim class counsel for the putative YouTube TV, DirecTV Stream, and fuboTV classes. Biddle/Fendelander Counsel filed a motion to be appointed interim lead counsel for the three putative classes of subscribers and Plantiffs’ Counsel in the Unger Action (Unger Counsel) filed a cross motion opposing the Biddle/Fendelander Counsel’s motion and seeking an appointment to serve as interim lead counsel for the putative class of fuboTV subscribers.
On July 21, 2025, the Court issued an order appointing Biddle/Fendelander Counsel to serve as interim lead counsel for the putative classes of YouTube TV and DirecTV Stream subscribers, and Unger Counsel to serve as interim lead counsel for the putative class of fuboTV subscribers, thereby resulting in Biddle/Fendelander Counsel not having authority to settle on behalf of the three putative classes of subscribers as required by the settlement in principle. The Court has scheduled a status conference for August 14, 2025. If the parties are unable to reach a satisfactory settlement, the Company intends to defend against the consolidated lawsuit vigorously. At this time, we cannot reasonably estimate the amount of any possible loss in excess of the proposed settlement amount.
The Company, together with, in some instances, certain of its directors and officers, is a defendant in various oth er legal actions involving copyright, patent, breach of contract and various other claims incident to the conduct of its businesses. Management does not believe that the Company has incurred a probable material loss by reason of any of those actions.
14. Fair Value Measurements
Fair value is defined as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants and is generally classified in one of the following categories:
Level 1 - Quoted prices for identical instruments in active markets
Level 2 - Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets
Level 3 - Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable
The Company’s assets and liabilities measured at fair value are summarized in the following tables by fair value measurement level:
Fair Value Measurement at June 28, 2025
Level 1 Level 2 Level 3 Total
Assets
Investments $ — $ 74 $ — $ 74
Derivatives
Foreign exchange
— 979 — 979
Other — 14 — 14
Liabilities
Derivatives
Interest rate — ( 909 ) — ( 909 )
Foreign exchange — ( 1,190 ) — ( 1,190 )
Other — ( 2 ) — ( 2 )
Other — ( 631 ) — ( 631 )
Total recorded at fair value $ — $ ( 1,665 ) $ — $ ( 1,665 )
Fair value of borrowings $ — $ 36,655 $ 2,170 $ 38,825
28
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
Fair Value Measurement at September 28, 2024
Level 1 Level 2 Level 3 Total
Assets
Investments $ — $ 94 $ — $ 94
Derivatives
Foreign exchange — 569 — 569
Other — 18 — 18
Liabilities
Derivatives
Interest rate — ( 983 ) — ( 983 )
Foreign exchange — ( 588 ) — ( 588 )
Other — ( 8 ) — ( 8 )
Other — ( 591 ) — ( 591 )
Total recorded at fair value $ — $ ( 1,489 ) $ — $ ( 1,489 )
Fair value of borrowings $ — $ 42,392 $ 1,317 $ 43,709
The fair values of Level 2 investments are primarily determined based on an internal valuation model that uses observable inputs such as stock trading price, volatility and risk free rate.
The fair values of Level 2 derivatives are primarily determined by internal discounted cash flow models that use observable inputs such as interest rates, yield curves and foreign currency exchange rates. Counterparty credit risk, which is mitigated by master netting agreements and collateral posting arrangements with certain counterparties, had an impact on derivative fair value estimates that was not material. The Company’s derivative financial instruments are discussed in Note 15.
Level 2 other liabilities are primarily arrangements that are valued based on the fair value of underlying investments, which are generally measured using Level 1 and Level 2 fair value techniques.
Level 2 borrowings, which include commercial paper, U.S. dollar denominated notes and certain foreign currency denominated borrowings, are valued based on quoted prices for similar instruments in active markets or identical instruments in markets that are not active.
Level 3 borrowings include the Asia Theme Parks and cruise ship borrowings, which are valued based on the current estimated borrowing costs, prevailing market interest rates and applicable credit risk.
The Company’s financial instruments also include cash, cash equivalents, receivables and accounts payable. The carrying values of these financial instruments approximate the fair values.
15. Derivative Instruments
The Company manages its exposure to various risks relating to its ongoing business operations according to a risk management policy. The primary risks managed with derivative instruments are interest rate risk and foreign exchange risk.
29
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
The Company’s derivative positions measured at fair value (see Note 14) are summarized in the following tables:
As of June 28, 2025
Current
Assets Investments/
Other Assets Other Current
Liabilities Other Long-
Term
Liabilities
Derivatives designated as hedges
Foreign exchange $ 240 $ 443 $ ( 401 ) $ ( 369 )
Interest rate — — ( 909 ) —
Other 1 — ( 2 ) —
Derivatives not designated as hedges
Foreign exchange 93 203 ( 124 ) ( 296 )
Other 13 74 — —
Gross fair value of derivatives 347 720 ( 1,436 ) ( 665 )
Counterparty netting ( 331 ) ( 626 ) 446 511
Cash collateral (received) paid — — 683 11
Net derivative positions $ 16 $ 94 $ ( 307 ) $ ( 143 )
As of September 28, 2024
Current
Assets Investments/
Other Assets Other Current
Liabilities Other Long-
Term
Liabilities
Derivatives designated as hedges
Foreign exchange $ 273 $ 184 $ ( 164 ) $ ( 149 )
Interest rate — — ( 983 ) —
Other — — ( 7 ) ( 1 )
Derivatives not designated as hedges
Foreign exchange 110 2 ( 273 ) ( 2 )
Other 18 94 — —
Gross fair value of derivatives 401 280 ( 1,427 ) ( 152 )
Counterparty netting ( 330 ) ( 182 ) 396 116
Cash collateral (received) paid ( 27 ) — 679 —
Net derivative positions $ 44 $ 98 $ ( 352 ) $ ( 36 )
Interest Rate Risk Management
The Company is exposed to the impact of interest rate changes primarily through its borrowing activities. The Company’s objective is to mitigate the impact of interest rate changes on earnings and cash flows and on the market value of its borrowings. In accordance with its policy, the Company targets its fixed-rate debt as a percentage of its net debt between a minimum and maximum percentage. The Company primarily uses pay-floating and pay-fixed interest rate swaps to facilitate its interest rate risk management activities.
The Company designates pay-floating interest rate swaps as fair value hedges of fixed-rate borrowings effectively converting fixed-rate borrowings to variable-rate borrowings. The total notional amount of the Company’s pay-floating interest rate swaps at June 28, 2025 and September 28, 2024 was $ 10.6 billion and $ 12.0 billion, respectively.
30
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
The following table summarizes fair value hedge adjustments to hedged borrowings:
Carrying Amount of Hedged Borrowings Fair Value Adjustments Included
in Hedged Borrowings
June 28,
2025 September 28,
2024 June 28,
2025 September 28,
2024
Borrowings:
Current $ 1,959 $ 1,414 $ ( 39 ) $ ( 10 )
Long-term 8,272 10,128 ( 767 ) ( 913 )
$ 10,231 $ 11,542 $ ( 806 ) $ ( 923 )
The following amounts are included in “Interest expense, net” in the Condensed Consolidated Statements of Income:
Quarter Ended Nine Months Ended
June 28,
2025 June 29,
2024 June 28,
2025 June 29,
2024
Gain (loss) on:
Pay-floating swaps $ 111 $ 64 $ 104 $ 407
Borrowings hedged with pay-floating swaps ( 111 ) ( 64 ) ( 104 ) ( 407 )
Expense associated with interest accruals on pay-floating swaps
( 93 ) ( 153 ) ( 303 ) ( 460 )
The Company may designate pay-fixed interest rate swaps as cash flow hedges of interest payments on floating-rate borrowings. Pay-fixed interest rate swaps effectively convert floating-rate borrowings to fixed-rate borrowings. The unrealized gains or losses from these cash flow hedges are deferred in AOCI and recognized in interest expense as the interest payments occur. The Company did not have pay-fixed interest rate swaps that were designated as cash flow hedges of interest payments at June 28, 2025 or at September 28, 2024, and gains and losses related to pay-fixed interest rate swaps recognized in earnings were not material for the quarters and nine-month periods ended June 28, 2025 and June 29, 2024.
Foreign Exchange Risk Management
The Company transacts business globally and is subject to risks associated with foreign currency exchange rates. The Company’s objective is to reduce earnings and cash flow fluctuations associated with changes in foreign currency exchange rates, enabling management to focus on core business operations.
The Company enters into option and forward contracts to protect the value of its existing foreign currency assets, liabilities, firm commitments and forecasted but not firmly committed foreign currency transactions. In accordance with policy, the Company hedges its forecasted foreign currency transactions for periods generally not to exceed four years within an established minimum and maximum range of annual exposure. The gains and losses on these contracts offset changes in the U.S. dollar equivalent value of the related forecasted transaction, asset, liability or firm commitment. The principal currencies hedged are the euro, British pound, Japanese yen, Mexican peso and Canadian dollar. Cross-currency swaps are used to effectively convert foreign currency denominated borrowings into U.S. dollar denominated borrowings.
The Company designates foreign exchange forward and option contracts as cash flow hedges of firmly committed and forecasted foreign currency transactions. As of June 28, 2025 and September 28, 2024, the notional amount of the Company’s net foreign exchange cash flow hedges was $ 10.1 billion and $ 9.9 billion, respectively. Mark-to-market gains and losses on these contracts are deferred in AOCI and are recognized in earnings when the hedged transactions occur, offsetting changes in the value of the foreign currency transactions. Net deferred losses recorded in AOCI for contracts that will mature in the next twelve months total $ 273 million. The following table summarizes the effect of foreign exchange cash flow hedges on AOCI:
Quarter Ended Nine Months Ended
June 28,
2025 June 29,
2024 June 28,
2025 June 29,
2024
Gain (loss) recognized in Other Comprehensive Income $ ( 438 ) $ 235 $ ( 87 ) $ 208
Gain reclassified from AOCI into the Statements of Operations (1)
79 111 289 345
(1) Primarily recorded in revenue.
31
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
The Company may designate cross currency swaps as fair value hedges of foreign currency denominated borrowings. The impact from the change in foreign currency on both the cross currency swap and borrowing is recorded to “Interest expense, net.” The impact from interest rate changes is recorded in AOCI and is amortized over the life of the cross currency swap. As of June 28, 2025 and September 28, 2024, the total notional amount of the Company’s designated cross currency swaps was Canadian $ 1.3 billion ($ 0.9 billion) and Canadian $ 1.3 billion ($ 1.0 billion), respectively. The related gains or losses recognized in earnings for the quarters and nine-month periods ended June 28, 2025 and June 29, 2024 were not material.
Foreign exchange risk management contracts with respect to foreign currency denominated assets and liabilities are not designated as hedges and do not qualify for hedge accounting. The net notional amount of these foreign exchange contracts at June 28, 2025 and September 28, 2024 was $ 3.4 billion. The related gains or losses recognized in costs and expenses on foreign exchange contracts that mitigated our exposure with respect to foreign currency denominated assets and liabilities for the quarters and nine-month periods ended June 28, 2025 and June 29, 2024 were not material.
Commodity Price Risk Management
The Company is subject to the volatility of commodities prices and the Company designates certain commodity forward contracts as cash flow hedges of forecasted commodity purchases. Mark-to-market gains and losses on these contracts are deferred in AOCI and are recognized in earnings when the hedged transactions occur, offsetting changes in the value of commodity purchases. The notional amount of these commodities contracts at June 28, 2025 and September 28, 2024 and related gains or losses recognized in earnings for the quarters and nine-month periods ended June 28, 2025 and June 29, 2024 were not material.
Risk Management – Other Derivatives Not Designated as Hedges
The Company enters into certain other risk management contracts that are not designated as hedges and do not qualify for hedge accounting. These contracts, which include certain total return swap contracts, are intended to offset economic exposures of the Company and are carried at market value with any changes in value recorded in earnings. The net notional amount of these contracts at June 28, 2025 and September 28, 2024 was $ 0.6 billion and $ 0.5 billion, respectively. The related gains or losses recognized in earnings for the quarters and nine-month periods ended June 28, 2025 and June 29, 2024 were not material.
Contingent Features and Cash Collateral
The Company has master netting arrangements by counterparty with respect to certain derivative financial instrument contracts. The Company may be required to post collateral in the event that a net liability position with a counterparty exceeds limits defined by contract and that vary with the Company’s credit rating. In addition, these contracts may require a counterparty to post collateral to the Company in the event that a net receivable position with a counterparty exceeds limits defined by contract and that vary with the counterparty’s credit rating. If the Company’s or the counterparty’s credit ratings were to fall below investment grade, such counterparties or the Company would also have the right to terminate our derivative contracts, which could lead to a net payment to or from the Company for the aggregate net value by counterparty of our derivative contracts. The aggregate fair value of derivative instruments with credit-risk-related contingent features in a net liability position by counterparty was $ 1.1 billion at June 28, 2025 and September 28, 2024.
16. Restructuring and Impairment Charges
The following amounts are recorded in “Restructuring and impairment charges” in the Condensed Consolidated Statements of Income:
The third and second quarters of fiscal 2025 included charges of $ 0.2 billion for an impairment of an equity investment and $ 0.1 billion for content impairments, respectively.
The first quarter of fiscal 2025 and second quarter of fiscal 2024 included non-cash goodwill impairment charges of $ 0.1 billion and $ 1.3 billion related to the Star India Transaction (see Note 4 for additional information), respectively.
The second quarter of fiscal 2024 included a non-cash goodwill impairment charge of $ 0.7 billion related to the entertainment linear networks reporting unit.
17. New Accounting Pronouncements
Improvements to Reportable Segments Disclosures
In November 2023, the FASB issued guidance to enhance reportable segment disclosures by requiring the disclosure of significant expenses that are regularly provided to the chief operating decision maker (CODM) and included in the segment’s measure of profit or loss. It also requires an explanation of how the CODM uses the segment’s measure of profit or loss to
32
THE WALT DISNEY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited; tabular dollars in millions, except for per share data)
assess segment performance and allocate resources. The guidance is effective for the Company for annual periods beginning in fiscal year 2025 and for interim periods beginning in fiscal year 2026 and requires retrospective adoption. While the guidance will not have an effect on the Company’s Consolidated Statements of Income or Consolidated Balance Sheets upon adoption, it will require segment reporting disclosures about significant segment expenses in the financial statements.
Improvements to Income Tax Disclosures
In December 2023, the FASB issued guidance to enhance income tax disclosures. The new guidance requires an expanded effective tax rate reconciliation, the disclosure of cash taxes paid segregated between U.S. federal, U.S. state and foreign, with further disaggregation by jurisdiction if certain thresholds are met, and eliminates certain disclosures related to uncertain tax benefits. The new guidance is applicable to annual periods beginning with the Company’s 2026 fiscal year.
Disaggregation of Income Statement Expense
In November 2024, the FASB issued guidance that requires the disclosure of additional information related to certain costs and expenses, including amounts of inventory purchases, employee compensation, and depreciation and amortization included in each income statement line item. The guidance also requires disclosure of the total amount of selling expenses and the Company’s definition of selling expenses. The guidance is effective for the Company for annual periods beginning in fiscal year 2028 and for interim periods beginning in fiscal year 2029. The Company is currently assessing the impacts of the new guidance on its financial statement disclosures.
33
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.