What’s the Right Talent Mix for Disney’s Board?


When the activist investor

Dan Loeb

announced earlier this month that his hedge fund had taken a new stake in

Walt Disney Co.


DIS -2.89%

, he called for a wide-ranging menu of changes. One was a “refresh” of Disney’s board.

Mr. Loeb, chief executive of Third Point LLC, wrote in a now-public letter to

Disney

Chief Executive

Bob Chapek

that the board suffered from “gaps in talent and experience as a group that must be addressed.”

Specifically, Mr. Loeb is concerned that

Disney

directors don’t have enough experience in digital advertising, the monetization of consumer data and other areas that could help

Disney

boost profits as the company becomes more technology-focused, according to a person familiar with his thinking.

Disney

disputed Mr. Loeb’s characterization of the board in its response to his letter.

“Our independent and experienced Board has significant expertise in branded, consumer-facing and technology businesses as well as talent-driven enterprises,” Disney said after the letter came out. It said the board changes often, with directors having an average tenure of four years.

Its most recent change came in December, when

Disney’s

board elected

Susan Arnold

as chairman, replacing

Robert Iger,

its longtime chief executive who served as board chairman starting in 2012. Ms. Arnold has been on Disney’s board since 2007, previously served as its lead independent director and has held executive positions at

Carlyle Group Inc.

and

Procter & Gamble Co.

Since 1967, the Florida land housing Disney’s theme parks has been governed by the company, allowing it to manage Walt Disney World with little red tape. WSJ’s Robbie Whelan explains the special tax district that a Florida bill would eliminate. Photo: AP

Disney’s

theme-park business has historically been its most profitable, but executives have focused their efforts over the past couple of years on expanding its flagship streaming service, Disney+, and its others, Hulu and ESPN+. The performance of streaming has driven investors’ appetites or distaste for entertainment companies, including Disney.

In recent decades,

Disney

has had an array of professionals as directors, from actor Sidney Poitier to former senator and diplomat George J. Mitchell to Leo J. O’Donovan, a Jesuit theologian who served as president of Georgetown University.

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Some recent directors have had deep backgrounds in digital media. From 2009 to 2018, for example,

Sheryl Sandberg,

the departing chief operating officer of Facebook (now known as

Meta Platforms Inc.

) and the architect of its digital-ads strategy, sat on the Disney board.

Twitter Inc.

co-founder

Jack Dorsey

was on the Disney board for five years, while

Apple Inc.’s

Steve Jobs

was a board member from 2006 until 2011, the year he died.

Mr. Iger served on the board of Apple and resigned the position in 2019 when both companies were in the throes of building competing streaming services.

Disney’s

board makeup is now thinner on directors leading consumer-facing brands in tech and media. Instead, the board is stocked with executives with backgrounds at manufacturers such as Procter & Gamble,

General Motors Co.

and

Coca-Cola Co.

, consumer-apparel brands such as

Nike Inc.

and

Lululemon Athletica Inc.

and healthcare and biotech companies.

Disney board members

US-China

Business Council

US-China

Business Council

US-China

Business Council

US-China

Business Council

Chairman of the

Disney Board

US-China

Business Council

Chairman of the

Disney Board

Safra Catz,

the chief executive of

Oracle Corp.

, is the most prominent tech executive advising Disney, but Oracle is heavily focused on enterprise software and services and isn’t known for consumer-facing applications. Oracle declined to comment.

Amy Chang

is a Procter & Gamble board member who joined Disney’s board just over a year ago. She previously was an executive at and director of

Cisco Systems Inc.,

and worked in analytics at Google (now part of

Alphabet Inc.

) and as an internet-marketing product manager at

eBay Inc.

She also sits on the boards of SambaNova Systems Inc.—a software company that makes products related to artificial intelligence—and the information-technology firm

Marqeta Inc.,

both known for their back-end business models. She also serves on the board of a gaming-infrastructure startup, Pragma.

Disney declined to comment beyond its statement earlier this month in response to Mr. Loeb’s letter.

By comparison, some rival media companies have boards with more experience in consumer-oriented digital-media ventures.

Netflix Inc.’s

directors include board members at the online dating app

Bumble Inc.,

the digitally focused fitness company

Peloton Interactive Inc.

and Alphabet.

Warner Bros. Discovery Inc.’s

directors include several executives at

Liberty Media Corp.

—one of its largest shareholders—including that company’s chairman,

John Malone.

Liberty has ownership stakes in SiriusXM, Formula One and the Atlanta Braves.

Write to Robbie Whelan at robbie.whelan@wsj.com

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