Disney Braces for Bitter Proxy Battle

Walt Disney is bracing for a bitter proxy battle as activist investor Nelson Peltz nominated himself and an ally to Disney's board, his second attempt this year to gain sway over the company's strategy.

Reuters reports the looming battle comes at a pivotal time for Disney, as the company is trying to reinvigorate its creative franchises, make its streaming business profitable and find partners to help build ESPN's digital future.

Peltz's Trian Fund Management, which owns roughly $3 billion worth of Disney shares, abandoned a bid for one board seat in February when the media conglomerate outlined a sweeping restructuring plan that addressed his criticisms.

"As Disney's largest active shareholder, we can no longer sit idly by as the incumbent directors and their hand-picked replacements stand in the way of necessary change," Trian said in a statement, laying out the case for its two independent director candidates.

After having signaling that he might nominate as many as four directors, Peltz cut the number to two. The decision came after Disney revamped its bylaws and after the company announced it was adding two new directors.

"Disney is one of the most iconic companies in the world, with unrivaled scale, unparalleled customer loyalty, irreplaceable intellectual property, and enviable commercial flywheel," Trian said in a statement issued Thursday. "However, Disney has woefully underperformed its peers and its potential."

Disney issued a statement, saying its diverse and highly qualified board is focused on the long-term performance of the company, strategic growth initiatives including the company's ongoing transformation of its businesses, increasing shareholder value, and finding a successor to Iger.

The company notes Trian is in partnership with Isaac Perlmutter, a longtime Marvel Entertainment executive who was ousted in March.