0001001039-19-000062 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • February 5th, 2019 • Walt Disney Co/ • Cable & other pay television services • California

EMPLOYMENT AGREEMENT, dated as of September 27, 2018, by and between The Walt Disney Company, a Delaware corporation (the “Company”), and Zenia Mucha (“Executive”).

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THE WALT DISNEY COMPANY Non-Qualified Stock Option Award Agreement
Non-Qualified Stock Option Award Agreement • February 5th, 2019 • Walt Disney Co/ • Cable & other pay television services

This AWARD AGREEMENT (the “Agreement”) is between you, Participant Name, and The Walt Disney Company (“Disney”), in connection with the Non-Qualified Stock Option Award (the “Option”) granted to you on Grant Date, by the Compensation Committee of the Board of Directors of Disney pursuant to the terms of the 2011 Stock Incentive Plan (the “Plan”), the applicable terms and conditions of which are incorporated herein by reference and made a part of this Agreement.

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THE WALT DISNEY COMPANY Performance-Based Stock Unit Award (Section 162(m) Vesting Requirement)
Performance-Based Stock Unit Award • February 5th, 2019 • Walt Disney Co/ • Cable & other pay television services • 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.

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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)
Performance-Based Stock Unit Award • February 5th, 2019 • Walt Disney Co/ • Cable & other pay television services • 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.

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THE WALT DISNEY COMPANY Schedule of Provisions for Performance-Based Restricted Stock Unit Award Pursuant to the 2011 Stock Incentive Plan (Three-Year Vesting subject to Total Shareholder Return/EPS Growth Tests)
Performance-Based Restricted Stock Unit Award • February 5th, 2019 • Walt Disney Co/ • Cable & other pay television services • 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”).

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