Common Contracts

THE WALT DISNEY COMPANY Performance-Based Stock Unit Award (Three-Year Vesting subject to Total Shareholder Return Test /EPS Growth Test/Section 162(m) Vesting Requirements)

Award Agreement • February 5th, 2019 • Walt Disney Co/ • Cable & other pay television services • Delaware

• Contract Type
  Award Agreement
• Filed
  February 5th, 2019
• Company
  Walt Disney Co/
• Industry
  Cable & other pay television services
• Jurisdiction
  Delaware

AWARD AGREEMENT, dated as of Dated between The Walt Disney Company, a Delaware corporation (“Disney”), and Participant Name (the “Participant”). This Award is granted on Grant Date (the “Date of Grant”) by the Compensation Committee of the Disney Board of Directors (the “Committee”) pursuant to the terms of the Amended and Restated 2002 Executive Performance Plan (the “Plan”), and pursuant to the terms of the 2011 Stock Incentive Plan (the “Stock Plan”). The applicable terms of the Plan and the Stock Plan are incorporated herein by reference, including the definitions of terms contained therein.

Performance-Based Stock Unit Award

Award Agreement • January 11th, 2013 • Walt Disney Co/ • Cable & other pay television services • Delaware

• Contract Type
  Award Agreement
• Filed
  January 11th, 2013
• Company
  Walt Disney Co/
• Industry
  Cable & other pay television services
• Jurisdiction
  Delaware

AWARD AGREEMENT, dated as of __________________ between The Walt Disney Company, a Delaware corporation (“Disney”), and______________________ (the “Participant”). This Award is granted on ______________________ (the “Date of Grant”) by the Compensation Committee of the Disney Board of Directors (the “Committee”) pursuant to the terms of the Amended and Restated 2002 Executive Performance Plan (the “Plan”), and pursuant to the terms of the 2011 Stock Incentive Plan (the “Stock Plan”). The applicable terms of the Plan and the Stock Plan are incorporated herein by reference, including the definitions of terms contained therein.