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1、FISCAL YEAR 2024 ANNUAL FINANCIAL REPORT12/2023JMUNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549FORM 10-KANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended September 28,2024orTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(

2、d)OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from _ to _.Commission File Number 001-38842 Delaware 83-0940635State or Other Jurisdiction of I.R.S.Employer IdentificationIncorporation or Organization500 South Buena Vista StreetBurbank,California 91521Address of Principal Executiv

3、e Offices and Zip Code(818)560-1000 Registrants Telephone Number,Including Area CodeSecurities registered pursuant to Section 12(b)of the Act:Title of each classTrading Symbol(s)Name of each exchange on which registeredCommon Stock,$0.01 par valueDISNew York Stock ExchangeSecurities Registered Pursu

4、ant to Section 12(g)of the Act:None.Indicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.Yes x No oIndicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)of the Act.Yes No xIndic

5、ate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months(or for such shorter period that the registrant was required to file such reports),and(2)has been subject to such filing re

6、quirements for the past 90 days.Yes x No oIndicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months(or for such shorter period that the registrant was required

7、to submit such files).Yes x No oIndicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company or an emerging growth company.See the definitions of“large accelerated filer”,“accelerated filer”,“smaller reporting com

8、pany”,and“emerging growth company”in Rule 12b-2 of the Exchange Act.Large accelerated filerxAccelerated filerNon-accelerated filerSmaller reporting companyEmerging growth companyIf an emerging growth company,indicate by check mark if the registrant has elected not to use the extended transition peri

9、od for complying with any new or revised financial accounting standards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its managements assessment of the effectiveness of its internal control over financial

10、reporting under Section 404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issued its audit report.If securities are registered pursuant to Section 12(b)of the Act,indicate by check mark whether the financial statements of the registrant include

11、d in the filing reflect the correction of an error to previously issued financial statements.Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrants executive officers during t

12、he relevant recovery period pursuant to 240.10D-1(b).Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Act).Yes No xThe aggregate market value of common stock held by non-affiliates(based on the closing price on the last business day of the registrants

13、most recently completed second fiscal quarter as reported on the New York Stock Exchange-Composite Transactions)was$223.4 billion.All executive officers and directors of the registrant and all persons filing a Schedule 13D with the Securities and Exchange Commission in respect to registrants common

14、stock have been deemed,solely for the purpose of the foregoing calculation,to be“affiliates”of the registrant.There were 1,810,939,306 shares of common stock outstanding as of November 6,2024.Documents Incorporated by ReferenceCertain information required for Part III of this report is incorporated

15、herein by reference to the proxy statement for the 2025 annual meeting of the Companys shareholders.This page intentionally left blank THE WALT DISNEY COMPANY AND SUBSIDIARIESTABLE OF CONTENTS PagePART IITEM 1.Business2ITEM 1A.Risk Factors17ITEM 1B.Unresolved Staff Comments27ITEM 1C.Cybersecurity27I

16、TEM 2.Properties28ITEM 3.Legal Proceedings29ITEM 4.Mine Safety Disclosures29Information About our Executive Officers29PART IIITEM 5.Market for the Companys Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities31ITEM 7.Managements Discussion and Analysis of Financial Con

17、dition and Results of Operations32ITEM 7A.Quantitative and Qualitative Disclosures About Market Risk57ITEM 8.Financial Statements and Supplementary Data58ITEM 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure58ITEM 9A.Controls and Procedures58ITEM 9B.Other Inform

18、ation59ITEM 9CDisclosure Regarding Foreign Jurisdictions that Prevent Inspections59PART IIIITEM 10.Directors,Executive Officers and Corporate Governance60ITEM 11.Executive Compensation60ITEM 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters60ITEM 13.Ce

19、rtain Relationships and Related Transactions,and Director Independence60ITEM 14.Principal Accounting Fees and Services60PART IVITEM 15.Exhibits and Financial Statement Schedules61ITEM 16.Form 10-K Summary65SIGNATURES66Consolidated Financial Information The Walt Disney Company67This page intentionall

20、y left blank Cautionary Note on Forward-Looking StatementsThis Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933,as amended,and Section 21E of the Securities Exchange Act of 1934,as amended.Forward-looking statements genera

21、lly relate to future events or our future financial or operating performance and may include statements concerning,among other things,financial results;business plans(including statements regarding new services and products and future expenditures,costs and investments);future liabilities and other

22、obligations;impairments and amortization;estimates of the financial impact of certain items,accounting treatment,events or circumstances;competition and seasonality on our businesses and results of operations;and capital allocation,including share repurchases and dividends.In some cases,you can iden

23、tify forward-looking statements because they contain words such as“may,”“will,”“would,”“should,”“expects,”“plans,”“could,”“intends,”“target,”“projects,”“forecasts,”“believes,”“estimates,”“anticipates,”“potential,”“continue,”“assumption”or“judgment”or the negative of these words or other similar term

24、s or expressions that concern our expectations,strategy,plans or intentions.These statements reflect our current views with respect to future events and are based on assumptions as of the date of this report.These statements are subject to known and unknown risks,uncertainties and other factors that

25、 may cause our actual results,performance or achievements to be materially different from expectations or results projected or implied by forward-looking statements.Such differences may result from actions taken by the Company,including restructuring or strategic initiatives(including capital invest

26、ments,asset acquisitions or dispositions,new or expanded business lines or cessation of certain operations),our execution of our business plans(including the content we create and intellectual properties(IP)we invest in,our pricing decisions,our cost structure and our management and other personnel

27、decisions),our ability to quickly execute on cost rationalization while preserving revenue,the discovery of additional information or other business decisions,as well as from developments beyond the Companys control,including:the occurrence of subsequent events;deterioration in domestic and global e

28、conomic conditions or failure of conditions to improve as anticipated;deterioration in or pressures from competitive conditions,including competition to create or acquire content,competition for talent and competition for advertising revenue;consumer preferences and acceptance of our content,offerin

29、gs,pricing model and price increases,and corresponding subscriber additions and churn,and the market for advertising sales on our direct-to-consumer services and linear networks;health concerns and their impact on our businesses and productions;international,political or military developments;regula

30、tory and legal developments;technological developments;labor markets and activities,including work stoppages;adverse weather conditions or natural disasters;andavailability of content.Such developments may further affect entertainment,travel and leisure businesses generally and may,among other thing

31、s,affect(or further affect,as applicable):our operations,business plans or profitability,including direct-to-consumer profitability;demand for our products and services;the performance of the Companys content;our ability to create or obtain desirable content at or under the value we assign the conte

32、nt;the advertising market for programming;taxation;andperformance of some or all Company businesses either directly or through their impact on those who distribute our products.Additional factors include those described in this Annual Report on Form 10-K,including under the captions“Risk Factors,”“M

33、anagements Discussion and Analysis of Financial Condition and Results of Operations,”and“Business,”in our subsequent quarterly reports on Form 10-Q,including under the captions“Risk Factors”and“Managements Discussion and Analysis of Financial Condition and Results of Operations,”and in our subsequen

34、t filings with the Securities and Exchange Commission.A forward-looking statement is neither a prediction nor a guarantee of future events or circumstances.You should not place undue reliance on the forward-looking statements.Unless required by federal securities laws,we assume no obligation to upda

35、te any of these forward-looking statements,or to update the reasons actual results could differ materially from those anticipated,to reflect circumstances or events that occur after the statements are made.1PART IITEM 1.BusinessThe Walt Disney Company,together with the subsidiaries through which bus

36、inesses are conducted(the Company),is a diversified worldwide entertainment company with operations in three segments:Entertainment,Sports and Experiences.The terms“Company”,“we”,“our”and“us”are used in this report to refer collectively to the parent company and the subsidiaries through which busine

37、sses are conducted.ENTERTAINMENTThe Entertainment segment generally encompasses the Companys non-sports focused global film and episodic content production and distribution activities.The lines of business within Entertainment along with their significant business activities include the following:Li

38、near NetworksDomestic:ABC Television Network(ABC Network);Disney,Freeform,FX and National Geographic(owned 73%by the Company)branded television channels;and eight owned ABC television stationsInternational:Disney,FX,National Geographic(owned 73%by the Company)and Star branded generalentertainment te

39、levision channels outside of the U.S.A 50%equity investment in A+E Television Networks(A+E),which operates cable channels including A&E,HISTORY and LifetimeDirect-to-ConsumerDisney+:a global direct-to-consumer(DTC)service that primarily offers general entertainment and familyprogrammingDisney+Hotsta

40、r:a DTC service primarily in India that offers general entertainment,family and sportsprogramming.Hulu:a U.S.DTC service that offers general entertainment and family programming and a digital over-the-top(OTT)service that includes live linear streams of various cable and broadcast networks.See Note

41、2 of theConsolidated Financial Statements for information on Hulu ownership.Content Sales/LicensingTheatrical distributionSale/licensing of film and episodic content to television and video-on-demand(TV/VOD)servicesHome entertainment distribution:electronic home video licenses,video-on-demand rental

42、s and sales of DVD/Blu-ray discsIntersegment allocation of revenues from the Experiences segment,which is meant to reflect royalties on consumerproducts merchandise licensing revenues generated on intellectual property(IP)created by the EntertainmentsegmentStaging and licensing of live entertainment

43、 events on Broadway and around the world(Stage Plays)Music distributionPost-production services by Industrial Light&Magic and Skywalker SoundEntertainment also includes the following activities that are reported with Content Sales/Licensing:National Geographic magazine and online business(owned 73%b

44、y the Company)A 30%ownership interest in Tata Play Limited,which operates a direct-to-home satellite distribution platform in IndiaThe significant revenues of Entertainment are as follows:Subscription fees-Fees charged to customers/subscribers for our DTC streaming servicesAdvertising-Sales of adver

45、tising time/spaceAffiliate fees-Fees charged to multi-channel video programming distributors(i.e.cable,satellite,telecommunicationsand digital OTT service providers)(MVPDs)for the right to deliver our programming to their customers.LinearNetworks also generates revenues from fees charged to televisi

46、on stations affiliated with ABC Network.Theatrical distribution-Rentals from licensing our films to theatersTV/VOD distribution-Licensing fees for the right to use our film and episodic content2Home entertainment distribution-Electronic sales and rentals of film and episodic content through distribu

47、tors androyalties from the licensing of physical distribution rightsOther revenue-Revenues from licensing our music,ticket sales from stage play performances,fees from licensing ourIP for use in stage plays,sales of post-production services and the allocation of consumer products merchandiselicensin

48、g revenuesThe significant expenses of Entertainment are as follows:Operating expenses,consisting primarily of programming and production costs,technology support costs,operatinglabor and distribution costs.Programming and production costs include the following:Amortization of capitalized production

49、costsAmortization of the costs of licensed programming rightsSubscriber-based fees for programming our Hulu Live service,including fees paid by Hulu to the Sports segmentand other Entertainment segment businesses for the right to air their linear networks on Hulu LiveProduction costs related to live

50、 programming(primarily news)Participations and residual expensesFees paid to the Sports segment to program ESPN on ABC and certain sports content on Disney+Selling,general and administrative costs,including marketing costsDepreciation and amortizationLinear NetworksThe majority of Linear Networks re

51、venue is derived from affiliate fees and advertising.The Companys Linear Networks businesses provide programming under multi-year licensing agreements with MVPDs and/or affiliated television stations that are generally based on contractually specified rates on a per subscriber basis.The amounts that

52、 we can charge for our networks are largely dependent on the quality and quantity of programming that we can provide and the competitive market for programming services.The ability to sell advertising time and the rates received are primarily dependent on the size and nature of the audience that the

53、 network can deliver to the advertiser as well as overall advertiser demand.Domestic Linear NetworksABC NetworkABC Network programming is aired in the primetime,daytime,late night,news and sports“dayparts”.Primetime programming includes scripted series,reality programming and a variety of movies and

54、 specials.ESPN programs the sports daypart on ABC Network,which is branded ESPN on ABC.ABC Network distributes programming to approximately 245 local affiliated television stations and to our eight owned television stations,which collectively reach almost 100%of U.S.television households.ABC Network

55、 produces a variety of unscripted series,primetime specials,news and daytime programming.Disney ChannelsBranded television channels include:Disney Channel;Disney Junior;and Disney XD(collectively Disney Channels).Disney Channels air programming 24 hours a day targeted to kids ages 2 to 14 and genera

56、lly feature live-action comedy series,animated programming and preschool series as well as original movies and theatrical films.FreeformFreeform is a channel targeted to viewers ages 18 to 34 that airs original and licensed television series,films and holiday programming events.FX ChannelsBranded te

57、levision channels include:FX;FXM;and FXX(collectively FX Channels),which air a mix of original and licensed television series and films.National Geographic ChannelsBranded television channels include:National Geographic;Nat Geo Wild;and Nat Geo Mundo(collectively National Geographic Channels).Nation

58、al Geographic Channels air programming in genres such as travel,adventure,wildlife,documentary,science and history.3The number of subscribers(in millions)for the significant domestic branded channels are as follows:Subscribers(1)Disney Channel66Freeform55FX67National Geographic66(1)Based on Nielsen

59、Media Research estimates as of September 2024.Estimates include traditional MVPD and themajority of digital OTT subscriber counts.Domestic Television StationsThe Company owns eight television stations,six of which are located in the top ten television household markets in the U.S.Our television stat

60、ions collectively reach approximately 20%of U.S.television households.The stations we own are as follows:TV StationMarketTelevision MarketRanking(1)WABCNew York,NY1KABCLos Angeles,CA2WLSChicago,IL3WPVIPhiladelphia,PA4KTRKHouston,TX6KGOSan Francisco,CA10WTVDRaleigh-Durham,NC22KFSNFresno,CA52(1)Based

61、on Nielsen Media Research,U.S.Television Household Estimates,January 1,2024International Linear NetworksInternational Linear Networks use content from the Companys various studios,including library titles,as well as content acquired from third parties.The Company operates approximately 265 general e

62、ntertainment and family channels outside the U.S.in approximately 40 languages and 175 countries/territories.General Entertainment General Entertainment channels include FX,National Geographic and Star branded channels,which air a variety of scripted,reality and documentary programming.As of Septemb

63、er 2024,the estimated number of unique subscribers for our general entertainment channels,based on internal management reports,was approximately 240 million.Family Family channels include Disney Channel and Disney Junior,which air a variety of animated and live action original series and movies targ

64、eted to kids ages 2 to 14.As of September 2024,the estimated number of unique subscribers for our family channels,based on internal management reports,was approximately 200 million.Equity InvestmentsThe most significant equity investment at Linear Networks is A+E.The Companys share of A+Es financial

65、 results are reported as“Equity in the income of investees”in the Companys Consolidated Statements of Income.A+E is owned 50%by the Company and 50%by Hearst.A+E operates a variety of cable channels,including:A&E which offers entertainment programming including original reality and documentary progra

66、mmingHISTORY which offers original unscripted series and event-driven specialsLifetime which offers programming targeted to womenThe number of domestic subscribers,based on Nielsen Media Research estimates as of September 2024,are 58 million foreach of A&E,HISTORY and Lifetime and include traditiona

67、l MVPD and the majority of digital OTT subscriber counts.A+E programming is available in approximately 200 countries and territories.4Direct-to-ConsumerDisney+,Disney+Hotstar and Hulu are subscription services that provide video streaming of the Companys general entertainment and family programming

68、and similar programming from third parties.Outside the U.S.,Disney+and Disney+Hotstar also include international sports programming.The services are offered individually or in various bundles,which may include ESPN+(see Sports segment discussion),to customers directly or through third-party distribu

69、tors on mobile and internet connected devices.The majority of Direct-to-Consumer revenue is derived from subscription fees and advertising.Disney+and Disney+HotstarDisney+is a subscription-based DTC service with Disney,Pixar,Marvel,Star Wars and National Geographic branded programming,which are all

70、top-level selections or“tiles”within the Disney+interface.In the U.S.,subscribers to both Disney+and Hulu may access certain Hulu programming through a tile on Disney+.Outside the U.S.,Disney+includes a Star branded tile,which features general entertainment programming.In Latin America,Disney+includ

71、es an ESPN branded tile,which features a variety of sports content including live events.The Company plans to launch an ESPN branded tile on Disney+in the U.S.in early fiscal 2025.In certain Latin American countries prior to July 2024,we offered Disney+as well as Star+,a standalone service with a va

72、riety of general entertainment and family content and live sports programming.At the end of June 2024,we merged these services into a single Disney+product offering.As of September 28,2024,the estimated number of paid Disney+subscribers,based on internal management reports,was approximately 123 mill

73、ion.Disney+Hotstar is a subscription-based DTC service available in India,Indonesia,Malaysia and Thailand.Programming includes television shows,movies,sports and original series in approximately 10 languages,in addition to gaming and social features.Disney+Hotstar has exclusive streaming rights to c

74、ertain cricket programming.As of September 28,2024,the estimated number of paid Disney+Hotstar subscribers,based on internal management reports,was approximately 36 million.Disney+and Disney+Hotstar offer content from the Companys various studios,including library titles,as well as content acquired

75、from third parties.The majority of Disney+and Disney+Hotstar revenue is derived from subscription fees and,to a lesser extent,advertising.The Company offers an ad-supported Disney+service in the U.S.,Canada and select Latin American and European markets.HuluHulu is a domestic subscription-based DTC

76、service with general entertainment content from the Companys various studios as well as content licensed from third parties.Hulus revenue is derived from subscription fees and advertising.Hulu offers subscription video-on-demand(SVOD)services with or without advertising in addition to a digital OTT

77、MVPD(Live TV)service.The Live TV service is available with either of Hulus SVOD services and includes live linear streams of various cable and broadcast networks.In addition,Hulu offers subscriptions to premium services such as Max,Cinemax,Starz and Paramount+with Showtime,which can be added to the

78、Hulu service.Certain programming from ABC Network,Freeform and FX Channels is also available on the Hulu SVOD service one day after the linear airing on these channels.As of September 28,2024,the estimated number of paid Hulu subscribers,based on internal management reports,was approximately 52 mill

79、ion.Content Sales/Licensing and OtherThe majority of Content Sales/Licensing revenue is derived from TV/VOD,theatrical and home entertainment distribution.In addition,revenue is generated from music distribution,stage plays and post-production services through Industrial Light&Magic and Skywalker So

80、und.The Company also publishes National Geographic magazine,which is reported with Content Sales/Licensing.TV/VOD DistributionWe license our content to third-party television networks,television stations and other video service providers for distribution to viewers on television or a variety of inte

81、rnet-connected devices,including through other DTC services.Theatrical DistributionThe Company licenses full-length live-action and animated films to theaters globally.Cumulatively through September 28,2024,the Company has released approximately 1,100 full-length live-action films and 100 full-lengt

82、h animated films.In the domestic and most major international markets,we generally distribute and market our films directly.In certain international markets our films are distributed by independent companies.In some territories,certain films may be exclusively distributed on our DTC streaming servic

83、es.During fiscal 2025,we expect to release approximately 15 films.5The Company incurs significant marketing and advertising costs before and throughout the theatrical release of a film in an effort to generate public awareness of the film,to increase the publics intent to view the film and to help g

84、enerate consumer interest in the subsequent home entertainment and other ancillary markets.These costs are expensed as incurred,which may result in a loss on a film in the theatrical markets,including in periods prior to the theatrical release of the film.Home Entertainment DistributionThe Companys

85、film and episodic content is sold in both electronic(home video license and video-on-demand rentals)and physical(DVD and Blu-ray disc)formats.We distribute through e-tailers such as Apple and Amazon,and MVPDs,such as Comcast and DirecTV,for electronic distribution.We have licensed the rights for phy

86、sical distribution to third parties who generally sell to retailers,such as Walmart and Amazon.Physical distribution of film content in the home entertainment window generally starts within three months after the theatrical release.Electronic formats are typically available approximately two to ten

87、weeks ahead of the physical release.We also license titles to video-on-demand e-tailers within five weeks after physical home entertainment distribution.Distribution of episodic content in the home entertainment window includes electronic sales of season passes that can be purchased prior to,during

88、and after the broadcast season with individual episodes typically available to season pass customers shortly after the initial airing of the show in each territory.Access to individual episodes is also available for electronic purchase shortly after the initial airing in each territory.Disney Theatr

89、ical GroupDisney Theatrical Group develops,produces and licenses live entertainment events on Broadway and around the world.Productions include The Lion King,Aladdin,Frozen and Beauty and the Beast.Disney Theatrical Group also licenses the Companys IP to Feld Entertainment,the producer of Disney On

90、Ice.Disney Music GroupThe Disney Music Group encompasses all aspects of the Companys music commercialization and marketing including:recorded music(Walt Disney Records and Hollywood Records);music publishing;and concerts.Disney Music Group distributes music both physically and digitally and also lic

91、enses music throughout the world in various forms of media,including:television;print;gaming;and consumer products.Equity InvestmentThe Company has a 30%effective interest in Tata Play Limited,which operates a direct-to-home satellite distribution platform in India.Content Production and Acquisition

92、Produced content primarily consists of original films and episodic programs and network news and daytime/late night programming.Licensed content includes acquired episodic programming rights,movies and specials.Original content is generally produced under the following banners:Disney Branded Televis

93、ion;FX Productions;Lucasfilm;Marvel;National Geographic Studios;Pixar;Searchlight Pictures;Twentieth Century Studios;20th Television;and Walt Disney Pictures.Original content is also commissioned and produced by various third-party studios.Program development is carried out in collaboration with wri

94、ters,producers and creative teams.Costs to produce content are generally capitalized and allocated across Entertainments businesses based on the estimated relative value of the distribution windows.Generally,the Company has full production and distribution rights to its IP.However,Sony Pictures Ente

95、rtainment has the rights to produce and distribute Spider-Man films as a result of licensing these rights from Marvel prior to the Companys acquisition of Marvel.The Company has a significant library of content spanning approximately 100 years of production history as well as acquired libraries.The

96、library of content includes approximately 5,200 live-action film titles,450 animated film titles and episodic series(series with four or more seasons include approximately:75 dramas;55 comedies;40 non-scripted series;15 animated series;and 10 live-action series).In addition,the library includes appr

97、oximately 130 series and 80 films that were produced for initial distribution on our DTC platforms.In fiscal 2025,the Company plans to produce or commission approximately 215 episodic and film titles.The vast majority of our productions will initially be distributed on our Linear Networks and/or DTC

98、 platforms or theatrically.Programming is also produced for third parties,which typically have domestic linear distribution rights while the Company retains domestic video-on-demand and international distribution rights.We also license,acquire or produce local content for use in various countries/te

99、rritories.6Competition and SeasonalityLinear Networks and Direct-to-Consumer compete for viewers attention and audience share primarily with other television networks,independent television stations and other media,such as other DTC streaming services,social media and video games.With respect to the

100、 sale of advertising time,we compete with other television networks,independent television stations,MVPDs,other DTC streaming services and other advertising media such as digital content,newspapers,magazines,radio and billboards.Our television stations primarily compete for audiences and advertisers

101、 in local market areas.Linear Networks compete with other networks for carriage by MVPDs.The Companys contractual agreements with MVPDs are renewed or renegotiated from time to time in the ordinary course of business.Consolidation and other market conditions in the cable,satellite and telecommunicat

102、ion distribution industry,including subscriber levels,and other factors may adversely affect the Companys ability to obtain and maintain contractual terms for the distribution of its various programming services that are as favorable as those currently in place.Content Sales/Licensing businesses com

103、pete with all forms of entertainment and a significant number of companies that produce and/or distribute film and episodic content,distribute products in the home entertainment market,provide pay TV/VOD services,and produce music and live theater.The operating results of Content Sales/Licensing flu

104、ctuate due to the timing and performance of releases in the theatrical,home entertainment and television markets.Release dates are determined by several factors,including competition and the timing of vacation and holiday periods.We also compete with other media and entertainment companies,independe

105、nt production companies and video-on-demand services for creative and performing talent,story properties,show concepts,scripted and other programming,advertiser support,production facilities and exhibition outlets that are essential to the success of our Entertainment businesses.Advertising revenues

106、 at Linear Networks and Direct-to-Consumer are subject to seasonal advertising patterns and changes in viewership levels.In general,domestic advertising revenues are typically somewhat higher during the fall and somewhat lower during the summer months.Affiliate revenues vary with the subscriber leve

107、ls of MVPDs.SPORTSThe Sports segment generally encompasses the Companys sports-focused global television and DTC video streaming content production and distribution activities.The lines of business within Sports include the following:ESPN(generally owned 80%by the Company)Domestic:Seven ESPN-branded

108、 television channelsESPN on ABC(sports programmed on the ABC Network by ESPN)ESPN+DTC serviceInternational:ESPN-branded channels outside of the U.S.Star:Star-branded sports channels in IndiaIn February 2024,the Company,Fox Corporation and Warner Bros.Discovery,Inc.announced plans to create a jointve

109、nture to offer a sports-focused DTC platform(Venu Sports)that will distribute each partys domestic sports networks,certain broadcast networks and sports streaming services.In August 2024,a motion for preliminary injunction in a matter before the District Court for the Southern District of New York w

110、as granted,enjoining the launch of Venu Sports.See Note 14 of the Consolidated Financial Statements for additional information regarding this legal matter.Further,the formation and launch of Venu Sports are subject to the finalization of definitive agreements among the parties.In early fall 2025,the

111、 Company plans to launch a new DTC offering,which will include live linear streams of the domestic ESPN-branded television channels and ESPN+.The significant revenues of Sports are as follows:Affiliate feesAdvertisingSubscription feesOther revenue-Fees from the following activities:pay-per-view even

112、ts on ESPN+,sub-licensing of sports rights,programming ESPN on ABC and licensing the ESPN brand7The significant expenses of Sports are as follows:Operating expenses,consisting primarily of programming and production costs,technology support costs,operatinglabor and distribution costs.Programming and

113、 production costs include amortization of licensed sports rights andproduction costs related to live sports and other sports-related programming.Selling,general and administrative costs,including marketing costsDepreciation and amortizationDomestic ESPNBranded television channels include seven 24-ho

114、ur domestic television sports channels:ESPN and ESPN2-both dedicated to professional and college sports as well as sports news and original programmingESPNU-dedicated to college sportsESPNEWS-re-airs select ESPN studio shows and airs a variety of other programmingSEC Network-dedicated to Southeaster

115、n Conference college athleticsACC Network-dedicated to Atlantic Coast Conference college athleticsESPN Deportes-airs professional and college sports as well as studio shows in SpanishESPN programs ESPN on ABC and recognizes the direct revenues and costs for this programming and receives a fee fromth

116、e ABC Network,which is eliminated in consolidation.In addition,the Company earns advertising and licensing revenues from providing promotional services and licensing the ESPN BET trademark to PENN Entertainment,Inc.in connection with its operation of a sportsbook.The Company has various sports progr

117、amming rights,which are used to produce content aired on ESPN television networks and ESPN+,including live events and sports news.Rights include the National Football League(NFL),college football(including bowl games and the College Football Playoff)and basketball,the National Basketball Association

118、(NBA),mixed martial arts,Major League Baseball(MLB),the National Hockey League(NHL),soccer,Top Rank Boxing,Formula 1,US Open Tennis,the Wimbledon Championships,the Masters golf tournament,the Professional Golfers Association(PGA)Championship and the Womens National Basketball Association(WNBA).The n

119、umber of subscribers(in millions)for the significant domestic branded channels are as follows:SubscribersESPN(1)66ESPN2(1)66ESPNU(1)47ESPNEWS(2)40SEC Network(2)45ACC Network(2)44(1)Based on Nielsen Media Research estimates as of September 2024.Estimates include traditional MVPD and themajority of di

120、gital OTT subscriber counts.(2)Because Nielsen Media Research does not measure this channel,estimated subscribers are according to SNL Kagan asof December 2023.ESPN+is a domestic subscription-based DTC service offering thousands of live sporting events,on-demand sports content and other original pro

121、gramming.The service is offered individually or in various bundles with Disney+and Hulu to customers directly or through third-party distributors on mobile and internet connected devices.ESPN+revenue is derived from subscription fees,pay-per-view fees and,to a lesser extent,advertising.Live events a

122、vailable through the service include mixed martial arts,soccer,hockey,boxing,baseball,college sports,golf,tennis and cricket.ESPN+is currently the exclusive distributor for Ultimate Fighting Championship(UFC)pay-per-view events in the U.S.As of September 28,2024,the estimated number of paid ESPN+sub

123、scribers,based on internal management reports,was approximately 26 million.International ESPNThe Company operates approximately 45 ESPN branded sports channels outside the U.S.in 4 languages and approximately 115 countries/territories.In the Netherlands,the ESPN branded channels are operated by Ered

124、ivisie Media&Marketing CV(EMM)(owned 51%by the Company),which has the media and sponsorship rights to the Dutch Premier League for soccer.Rights include various soccer leagues(including English Premier League,LaLiga,Bundesliga and multiple UEFA leagues).As of September 2024,the estimated number of s

125、ubscribers to ESPN branded channels outside the U.S.,based on internal management reports,was approximately 55 million.8StarThe Company operates 10 Star branded sports channels in India,in 4 languages.Star has rights to various sports programming,primarily cricket and soccer.As of September 2024,the

126、 estimated number of subscribers to Star branded channels,based on internal management reports,was approximately 79 million.Equity InvestmentsThe most significant equity investment at Sports is a 30%interest in CTV Specialty Television,Inc.(CTV).The Companys share of CTVs financial results is report

127、ed as“Equity in the income of investees”in the Companys Consolidated Statements of Income.CTV operates television networks in Canada,including The Sports Networks(TSN)1-5,Le Rseau des Sports(RDS),RDS2,RDS Info,Discovery Canada,Discovery Science and Animal Planet Canada.Competition and SeasonalitySpo

128、rts competes for viewers attention and audience share primarily with other television networks,independent television stations and other media,such as other DTC streaming services,social media and video games.With respect to the sale of advertising time,we compete with other television networks,inde

129、pendent television stations,MVPDs and other advertising media such as digital content,newspapers,magazines,radio and billboards.The Sports television networks compete with other networks for carriage by MVPDs.The Companys contractual agreements with MVPDs are renewed or renegotiated from time to tim

130、e in the ordinary course of business.Consolidation and other market conditions in the cable,satellite and telecommunication distribution industry and other factors may adversely affect the Companys ability to obtain and maintain contractual terms for the distribution of its various programming servi

131、ces that are as favorable as those currently in place.We also compete with other media and entertainment companies and video-on-demand services for sports rights,creative and performing talent and other programming,advertiser support and production facilities that are essential to the success of our

132、 Sports businesses.Advertising revenues are subject to changes in viewership levels and the demand for sports programming.Advertising revenues generated from sports programming are also impacted by the timing of sports seasons and events,which timing may vary throughout the year or may take place pe

133、riodically(e.g.biannually,quadrennially).Affiliate revenues vary with the subscriber levels of MVPDs.EXPERIENCES The lines of business within Experiences along with their significant business activities include the following:Parks&Experiences:Domestic:Theme parks and resorts:Walt Disney World Resort

134、 in FloridaDisneyland Resort in CaliforniaExperiences:Disney Cruise LineDisney Vacation ClubNational Geographic Expeditions(owned 73%by the Company)and Adventures by DisneyAulani,a Disney Resort&Spa in HawaiiInternational:Theme parks and resorts:Disneyland ParisHong Kong Disneyland Resort(48%ownersh

135、ip interest and consolidated in our financial results)Shanghai Disney Resort(43%ownership interest and consolidated in our financial results)In addition,the Company licenses its IP to a third party that owns and operates Tokyo Disney ResortConsumer Products:Licensing of our trade names,characters,vi

136、sual,literary and other IP to various manufacturers,game developers,publishers and retailers throughout the world,for use on merchandise,published materials and gamesSale of branded merchandise through online,retail and wholesale businesses,and development and publishing ofbooks,comic books and maga

137、zines(except National Geographic magazine,which is reported in Entertainment)9The significant revenues of Experiences are as follows:Theme park admissions-Sales of tickets for admission to our theme parks and for premium access to certainattractions(e.g.Lightning Lane)Resorts and vacations-Sales of

138、room nights at hotels,sales of cruise and other vacations and sales and rentals ofvacation club propertiesParks&Experiences merchandise,food and beverage-Sales of merchandise,food and beverages at our theme parksand resorts and cruise shipsMerchandise licensing and retail:Merchandise licensing-Royal

139、ties from licensing our IP for use on consumer goodsRetail-Sales of merchandise through internet shopping sites,at The Disney Store and to wholesalersParks licensing and other-Revenues from sponsorships and co-branding opportunities,real estate rent and sales androyalties earned on Tokyo Disney Reso

140、rt revenuesThe significant expenses of Experiences are as follows:Operating expenses,consisting primarily of operating labor,infrastructure costs,costs of goods sold and distributioncosts,supplies,commissions and entertainment offerings.Infrastructure costs include technology support costs,repairsan

141、d maintenance,utilities and fuel,property taxes,retail occupancy costs,insurance and transportationSelling,general and administrative costs,including marketing costsDepreciation and amortizationSignificant capital investments:In recent years,the majority of the Companys capital spend has been at our

142、 parks and experiences business,which isprincipally for theme park and resort expansion,new attractions,cruise ships,capital improvements and systemsinfrastructure.Parks&ExperiencesWalt Disney World ResortThe Walt Disney World Resort is located approximately 20 miles southwest of Orlando,Florida,on

143、approximately 25,000 acres of land.The resort includes theme parks(the Magic Kingdom,EPCOT,Disneys Hollywood Studios and Disneys Animal Kingdom);hotels;vacation club properties;a retail,dining and entertainment complex(Disney Springs);a sports complex;conference centers;campgrounds;golf courses;wate

144、r parks;and other recreational facilities designed to attract visitors for an extended stay.The Walt Disney World Resort is marketed through a variety of international,national and local advertising and promotional activities.A number of attractions and restaurants in each of the theme parks are spo

145、nsored or operated by other companies under multi-year agreements.Magic Kingdom The Magic Kingdom consists of six themed areas:Adventureland,Fantasyland,Frontierland,Liberty Square,Main Street USA and Tomorrowland.Each area provides a unique guest experience featuring themed attractions,restaurants,

146、merchandise shops and entertainment experiences.EPCOT EPCOT consists of four major themed areas:World Showcase,World Celebration,World Nature and World Discovery.All areas feature themed attractions,restaurants,merchandise shops and entertainment experiences.Countries represented with pavilions incl

147、ude Canada,China,France,Germany,Italy,Japan,Mexico,Morocco,Norway,the United Kingdom and the U.S.CommuniCore Hall and Plaza opened in June 2024,completing a multi-year transformation at EPCOT.Disneys Hollywood Studios Disneys Hollywood Studios consists of eight themed areas:Animation Courtyard,Commi

148、ssary Lane,Echo Lake,Grand Avenue,Hollywood Boulevard,Star Wars:Galaxys Edge,Sunset Boulevard and Toy Story Land.The areas provide behind-the-scenes glimpses of Hollywood-style action through various shows and attractions and offer themed restaurants,merchandise shops and entertainment experiences.D

149、isneys Animal Kingdom Disneys Animal Kingdom consists of a 145-foot tall Tree of Life centerpiece surrounded by five themed areas:Africa,Asia,DinoLand USA,Discovery Island and Pandora-The World of Avatar.Each themed area contains attractions,restaurants,merchandise shops and entertainment experience

150、s.The park features more than 300 species of live mammals,birds,reptiles and amphibians and 3,000 varieties of vegetation.DinoLand USA will be rethemed and in 2027,is planned to open as Tropical Americas,which will feature themed attractions,restaurants,merchandise shops and entertainment experience

151、s.Hotels,Vacation Club Properties and Other Resort Facilities As of September 28,2024,the Company owned and operated 18 resort hotels and vacation club properties at the Walt Disney World Resort,with approximately 23,000 rooms and 103,600 vacation club units.Resort facilities include 500,000 square

152、feet of conference meeting space and Disneys Fort Wilderness camping and recreational area,which offers approximately 800 campsites.Disney Springs is an approximately 120 acre themed retail,dining and entertainment complex and consists of four areas:Marketplace,The Landing,Town Center and West Side.

153、The areas are home to approximately 150 venues including the World of Disney retail store,which includes approximately 38,000 square feet of retail space.Most of the Disney Springs facilities are operated by third parties that pay rent to the Company.Ten independently-operated hotels with approximat

154、ely 7,000 rooms are situated on property leased from the Company.ESPN Wide World of Sports Complex is a 230 acre center that hosts professional caliber training and competitions,festival and tournament events and interactive sports activities.The complex,which welcomes both amateur and professional

155、athletes,accommodates multiple sporting events,including baseball,basketball,football,soccer,softball,tennis and track and field.It also includes a stadium,as well as two venues designed for cheerleading,dance competitions and other indoor sports.Other recreational amenities and activities available

156、 at the Walt Disney World Resort include three championship golf courses,miniature golf courses,full-service spas,tennis,sailing,swimming,horseback riding and a number of other sports and leisure time activities.The resort also includes two water parks:Disneys Blizzard Beach and Disneys Typhoon Lago

157、on.Disneyland ResortThe Disneyland Resort is located in Anaheim,California on approximately 550 acres of land.The Disneyland Resort includes two theme parks(Disneyland and Disney California Adventure),three resort hotels and a retail,dining and entertainment complex(Downtown Disney).The Disneyland R

158、esort is marketed through a variety of international,national and local advertising and promotional activities.A number of attractions and restaurants in the theme parks are sponsored or operated by other companies under multi-year agreements.Disneyland Disneyland consists of nine themed areas:Adven

159、tureland,Bayou Country,Fantasyland,Frontierland,Main Street USA,Mickeys Toontown,New Orleans Square,Star Wars:Galaxys Edge and Tomorrowland.These areas feature themed attractions,restaurants,merchandise shops and entertainment experiences.Disney California Adventure Disney California Adventure inclu

160、des eight themed areas:Avengers Campus,Buena Vista Street,Cars Land,Grizzly Peak,Hollywood Land,Paradise Gardens Park,Pixar Pier and San Fransokyo Square.These areas include themed attractions,restaurants,merchandise shops and entertainment experiences.Hotels,Vacation Club Units and Other Resort Fac

161、ilities As of September 28,2024,the Company owned and operated three resort hotels and vacation club properties at the Disneyland Resort,with approximately 2,400 rooms and 180 vacation club units.Resort facilities included 180,000 square feet of conference meeting space.Downtown Disney is a themed 1

162、5-acre retail,dining and entertainment complex with approximately 30 venues.Most of the Downtown Disney facilities are operated by third parties that pay rent to the Company.Aulani,a Disney Resort&SpaAulani,a Disney Resort&Spa is a family resort on a 21 acre oceanfront property on Oahu,Hawaii featur

163、ing approximately 350 hotel rooms,an 18,000-square-foot spa and 12,000 square feet of conference meeting space.The resort also has approximately 480 vacation club units.Disneyland ParisDisneyland Paris is located approximately 20 miles east of Paris,France in Marne-la-Valle,on approximately 5,200 ac

164、res.The land is being developed pursuant to a master agreement with French governmental authorities.Disneyland Paris includes two theme parks(Disneyland Park and Walt Disney Studios Park);seven themed resort hotels;two convention centers;a retail,dining and entertainment complex(Disney Village);and

165、a 27-hole golf facility.Of the 5,200 acres comprising the site,approximately half have been developed to date,including a planned community(Val dEurope).Disneyland Park Disneyland Park consists of five themed areas:Adventureland,Discoveryland,Fantasyland,Frontierland and Main Street USA.These areas

166、include themed attractions,restaurants,merchandise shops and entertainment experiences.Walt Disney Studios Park Walt Disney Studios Park includes five themed areas:Front Lot,Production Courtyard,Toon Studio,Worlds of Pixar and Avengers Campus.These areas each include themed attractions,restaurants,m

167、erchandise shops and entertainment experiences.Walt Disney Studios Park is undergoing a multi-year expansion that will include a new themed area based on Frozen,which is planned to open in 2026 and coincide with the renaming of Walt Disney Studios Park to Disney Adventure World.11Hotels and Other Fa

168、cilities Disneyland Paris operates seven resort hotels,with approximately 5,750 rooms and 250,000 square feet of conference meeting space.In addition,we have relationships with seven independently-owned and operated partner hotels,both on-and off-property,that provide approximately 2,100 rooms.Disne

169、y Village is an approximately 500,000-square-foot themed retail,dining and entertainment complex.Construction is currently underway on a multi-year transformation of Disney Village.A number of the Disney Village facilities are operated by third parties that pay rent to the Company.Val dEurope is a p

170、lanned community near Disneyland Paris that is being developed in phases.Val dEurope currently includes a regional train station,hotels and a town center consisting of a shopping center as well as office,commercial and residential space.Third parties operate these developments on land leased or purc

171、hased from the Company.Hong Kong Disneyland ResortThe Company owns a 48%interest in Hong Kong Disneyland Resort and the Government of the Hong Kong Special Administrative Region(HKSAR)owns a 52%interest.The resort is located on Lantau Island on 310 acres and is in close proximity to the Hong Kong In

172、ternational Airport and the Hong Kong-Zhuhai-Macau Bridge.Hong Kong Disneyland Resort includes one theme park and three themed resort hotels.A separate Hong Kong subsidiary of the Company is responsible for managing Hong Kong Disneyland Resort.The Company is entitled to receive royalties and managem

173、ent fees based on the operating performance of Hong Kong Disneyland Resort.Hong Kong Disneyland Hong Kong Disneyland consists of eight themed areas:Adventureland,Fantasyland,Grizzly Gulch,Main Street USA,Mystic Point,Tomorrowland,Toy Story Land and World of Frozen.These areas feature themed attracti

174、ons,restaurants,merchandise shops and entertainment experiences.Hotels Hong Kong Disneyland Resort includes three themed hotels with approximately 1,750 rooms and 16,000 square feet of conference meeting space.Shanghai Disney ResortThe Company owns a 43%interest in Shanghai Disney Resort and Shangha

175、i Shendi(Group)Co.,Ltd(Shendi)owns a 57%interest.The resort is located in the Pudong district of Shanghai on approximately 1,000 acres of land,which includes the Shanghai Disneyland theme park;two themed resort hotels;a retail,dining and entertainment complex(Disneytown);and an outdoor recreation ar

176、ea.A management company,in which the Company has a 70%interest and Shendi has a 30%interest,is responsible for operating the resort and receives a management fee based on the operating performance of Shanghai Disney Resort.The Company is also entitled to royalties based on the resorts revenues.Shang

177、hai Disneyland Shanghai Disneyland consists of eight themed areas:Adventure Isle,Fantasyland,Gardens of Imagination,Mickey Avenue,Tomorrowland,Toy Story Land,Treasure Cove and Zootopia,which opened in December 2023.These areas feature themed attractions,shows,restaurants,merchandise shops and entert

178、ainment experiences.Hotels and Other Facilities Shanghai Disneyland Resort includes two themed hotels with approximately 1,200 rooms.Disneytown is an 11-acre outdoor complex of retail,dining,and entertainment venues located adjacent to Shanghai Disneyland.Most Disneytown facilities are operated by t

179、hird parties that pay rent to Shanghai Disney Resort.The Company is currently constructing a third themed hotel,which will have approximately 400 rooms.Tokyo Disney ResortTokyo Disney Resort is located on 494 acres of land,six miles east of downtown Tokyo,Japan.The Company earns royalties on revenue

180、s generated by the Tokyo Disney Resort,which is owned and operated by Oriental Land Co.,Ltd.(OLC),a third-party Japanese corporation.The resort includes two theme parks(Tokyo Disneyland and Tokyo DisneySea);six Disney-branded hotels;six other hotels(operated by third parties other than OLC);a retail

181、,dining and entertainment complex(Ikspiari);and Bon Voyage,a Disney-themed merchandise location.Tokyo Disneyland Tokyo Disneyland consists of seven themed areas:Adventureland,Critter Country,Fantasyland,Tomorrowland,Toontown,Westernland and World Bazaar.Tokyo DisneySea Tokyo DisneySea is divided int

182、o eight“ports of call,”including American Waterfront,Arabian Coast,Lost River Delta,Mediterranean Harbor,Mermaid Lagoon,Mysterious Island,Port Discovery and Fantasy Springs,which opened in June 2024.Hotels and Other Resort Facilities Tokyo Disney Resort includes six Disney-branded hotels with approx

183、imately 3,500 rooms and a monorail,which links the theme parks and resort hotels with Ikspiari.The sixth Disney-branded hotel,Tokyo DisneySea Fantasy Springs Hotel,opened in June 2024.12Disney Vacation Club(DVC)DVC offers ownership interests in 17 resort properties located at the Walt Disney World R

184、esort;Disneyland Resort;Aulani;Vero Beach,Florida;and Hilton Head Island,South Carolina.Available units are offered for sale under a vacation ownership plan and are operated as hotel rooms when not occupied by vacation club members.The Companys vacation club units range from deluxe studios to three-

185、bedroom grand villas.Unit counts in this document are presented in terms of two-bedroom equivalents.DVC had approximately 4,500 vacation club units as of September 28,2024,including the first phases of The Cabins at Disneys Fort Wilderness Resort,which opened in July 2024.Storyliving by DisneyThe Co

186、mpany has partnered with a third-party developer to build two Storyliving by Disney residential communities:Cotino in Rancho Mirage,California;and Asteria in Pittsboro,North Carolina.The communities are currently under development,and the Company will earn royalties on revenues generated by sales of

187、 the residential homes.Disney Cruise LineDisney Cruise Line is a six-ship vacation cruise line,which operates out of ports in North America,Europe and the South Pacific.The Disney Magic and the Disney Wonder are 85,000-ton 875-stateroom ships;the Disney Dream and the Disney Fantasy are 130,000-ton 1

188、,250-stateroom ships;and the Disney Wish and the Disney Treasure,which was delivered in October 2024,are 140,000-ton 1,250-stateroom ships.The ships cater to families,children,teenagers and adults,with themed areas and activities for each group.Many cruise vacations include a visit to Disneys Castaw

189、ay Cay,a 1,000-acre private Bahamian island,or Disney Lookout Cay at Lighthouse Point,which opened in June 2024 on approximately 600 acres of land on the island of Eleuthera.Disney Cruise Line will be adding two new ships,the Disney Adventure and the Disney Destiny,which are scheduled to begin saili

190、ngs in the first quarter of fiscal 2026.The Disney Destiny will be approximately 140,000 tons with 1,250 staterooms and will initially operate in North America.The Disney Adventure will be approximately 200,000 tons with approximately 2,100 staterooms and will initially operate in Southeast Asia.Bet

191、ween calendar 2027 and 2031,the Company plans to add four more new cruise ships,all of which are currently under contract to be built.In July 2024,the Company entered into a licensing agreement with OLC,under which OLC will own and operate a Disney-branded cruise ship based in Japan.The ship is curr

192、ently under contract to be built,with sailings expected to commence by 2029.The Company will earn royalties on revenues generated by OLC.Adventures by Disney and National Geographic ExpeditionsAdventures by Disney and National Geographic Expeditions offer guided tour packages predominantly at non-Di

193、sney sites around the world.Walt Disney ImagineeringWalt Disney Imagineering provides master planning,real estate development,attraction,entertainment and show design,engineering support,production support,project management and research and development.Consumer ProductsLicensingThe Companys merchan

194、dise licensing operations cover a diverse range of product categories,the most significant of which are:toys,apparel,games,home dcor and furnishings,accessories,health and beauty,food,footwear,stationery and consumer electronics.The Company licenses characters from its film,television and other prop

195、erties for use on third-party products in these categories and earns royalties,which are usually based on a fixed percentage of the wholesale or retail selling price of the products and often include minimum guarantee payments from the licensees.Major properties licensed by the Company include:Micke

196、y and Friends,Star Wars,Spider-Man,Disney Princess,Lilo&Stitch,Frozen,Avengers,Winnie the Pooh and Toy Story.RetailThe Company sells Disney-,Marvel-,Pixar-and Lucasfilm-branded products through Disney Store branded internet sites and Disney Store branded retail locations.At September 28,2024,the Com

197、pany operates approximately 40 stores in Japan,20 stores in North America,two stores in Europe and one store in China.The Company creates,distributes and publishes a variety of products in multiple countries and languages based on the Companys branded franchises.The products include childrens books

198、and comic books.13Competition and SeasonalityThe Companys theme parks and resorts as well as Disney Cruise Line and Disney Vacation Club compete with other forms of entertainment,lodging,tourism and recreational activities.The profitability of the leisure-time industry may be influenced by various f

199、actors that are not directly controllable,such as economic conditions including business cycle and exchange rate fluctuations,health concerns,the political environment,travel industry trends,amount of available leisure time,oil and transportation prices,weather patterns and natural disasters.The lic

200、ensing and retail business competes with other licensors,retailers and publishers of character,brand and celebrity names,as well as other licensors,publishers and developers of game software,online video content,websites,other types of home entertainment and retailers of toys and kids merchandise.Al

201、l of the theme parks and the associated resort facilities are operated on a year-round basis.Typically,theme park attendance and resort occupancy fluctuate based on the seasonal nature of vacation travel and leisure activities,the opening of new guest offerings and pricing and promotional offers.Pea

202、k attendance and resort occupancy generally occur during the summer months when school vacations occur and during early winter and spring holiday periods.In addition,theme park and resort revenues may be higher during significant celebrations such as theme park or character anniversaries and lower i

203、n the periods following such celebrations.The licensing,retail and wholesale businesses are influenced by seasonal consumer purchasing behavior,which generally results in higher revenues during the Companys first and fourth fiscal quarter,and by the timing and performance of theatrical and game rele

204、ases and cable programming broadcasts.STAR INDIA TRANSACTIONThe Company and Reliance Industries Limited(RIL)plan to close a transaction on or about November 14,2024,which will form a joint venture that combines our Star-branded and other general entertainment and sports television channels and direc

205、t-to-consumer Disney+Hotstar service in India(Star India)and certain media and entertainment businesses controlled by RIL(the Star India Transaction)(see Note 4 of the Consolidated Financial Statements for additional information).HUMAN CAPITALThe Companys key human capital management objectives are

206、to attract,retain and develop the highest quality talent.To support these objectives,the Companys human resources programs are designed to develop talent to prepare them for critical roles and leadership positions for the future;reward and support employees through competitive pay,benefit and perqui

207、site programs;enhance the Companys culture through efforts aimed at making the workplace more engaging and inclusive;acquire talent and facilitate internal talent mobility to create a high-performing,diverse workforce;engage employees as brand ambassadors of the Companys content,products and experie

208、nces;and evolve and invest in technology,tools and resources to enable employees at work.The Company employed approximately 233,000 people as of September 28,2024,of which approximately 171,000 were employed in the U.S.and approximately 62,000 were employed outside the U.S.Our global workforce compr

209、ises approximately 76%full time and 16%part time employees,with another 8%being seasonal employees.A significant number of employees in various parts of our businesses,including employees of our theme parks,and writers,directors,actors and production personnel for our productions are covered by coll

210、ective bargaining agreements.In addition,some of our employees outside the U.S.are represented by works councils,trade unions or other employee associations.Some of our key programs and initiatives to attract,develop and retain our diverse workforce include:Health,financial,family resources,well-bei

211、ng and other benefits:Disneys benefit offerings are designed to meetthe varied and evolving needs of our diverse employees and their families.These benefit offerings for eligibleemployees include:Healthcare options aimed at improving quality of care while limiting out-of-pocket costsRetirement and s

212、avings programs that help employees adapt to changing needs and unexpected events and drivefinancial security in the present and the futureFamily care resources,such as childcare and senior care programs,long-term care coverage and a family buildingbenefitPaid time-off programs,including vacation an

213、d sick and family care leaveFree mental health and well-being resourcesGlobal well-being programs,including in-person offerings through campus health clubs and virtual and onsiteevents and activities focused on physical,emotional,financial and social well-beingTwo Centers for Living Well in the Orla

214、ndo area that offer convenient,on-demand access to board-certifiedphysicians and counselors14Diversity,Equity&Inclusion(DEI):Our DEI objectives are to build and sustain teams that reflect the lifeexperiences of our audiences,while employing and supporting a diverse array of voices in our creative an

215、d productionteams.Some of our DEI initiatives and programs are:Executive incubator program and creative talent development program designed to engage the next generation ofcreative executives from underrepresented backgroundsHeroes Work Here,an initiative to hire,train and support U.S.military veter

216、ansOver 100 employee-led groups,which represent and support the diverse communities that make up our globalworkforceTalent Development and Education:We invest in creating opportunities to help employees grow and build theircareers through training,professional development and educational programs.Ou

217、r training and professional development programs are presented in online,instructor-led and on-the-job learningformats,including CareerDisney:INTERACTIVE,a new series of immersive virtual and in-person experiencesdesigned to aid employees in enhancing their careersOur education investment program,Di

218、sney Aspire,offers assistance for tuition,books and fees to eligibleparticipating employees at a variety of in-network learning providers and universities at levels ranging from highschool completion to undergraduate degrees.At the end of fiscal 2024,more than 12,000 current employees wereenrolled a

219、nd more than 5,000 current employees had graduated since the program launched in 2018.Social Impact:The Company has a longstanding commitment to social impact by supporting communities throughour philanthropic efforts,including through our support of wish granting and childrens hospitals and our eff

220、orts tosupport communities in which we operate and the contributions of our employees.The Company supports employeeswho make monetary donations to eligible nonprofits with a generous U.S.matching gifts program.In addition,throughthe Disney VoluntEARS program,we encourage employees to donate their ti

221、me and talents to their local communitiesand provide grants that allow eligible employees to direct donations from the Company to nonprofits of their choosingas a benefit for the time they spend volunteering.ENVIRONMENTAL SUSTAINABILITYThe Company has developed measurable environmental sustainabilit

222、y goals for 2030,based on our assessment of where the Companys operations have the most significant environmental impacts and where we can most effectively mitigate those impacts.The Companys goals encompass science-based targets for Scope 1,2 and 3 emissions,water stewardship,waste reduction,sustai

223、nable design in construction and use of more sustainable materials in our products.INTELLECTUAL PROPERTY PROTECTIONThe Companys businesses throughout the world are affected by its ability to exploit and protect against infringement of its IP,including trademarks,trade names,copyrights,patents and tr

224、ade secrets.Important IP includes rights in the content of motion pictures,television programs,electronic games,sound recordings,character likenesses,theme park attractions,books and magazines and merchandise.Risks related to the protection and exploitation of IP rights and information concerning th

225、e expiration of certain of our copyrights are set forth in Item 1A Risk Factors.REGULATIONFederal Communications Commission RegulationTelevision broadcasting is subject to extensive regulation by the Federal Communications Commission(FCC)under federal laws and regulations,including the Communication

226、s Act of 1934,as amended.Violation of FCC regulations can result in substantial monetary fines,limited renewals of licenses and,in egregious cases,denial of license renewal or revocation of a license.FCC regulations that affect linear channels include the following:Licensing of television stations.E

227、ach of the television stations we own must be licensed by the FCC.These licensesare granted for periods of up to eight years,and we must obtain renewal of licenses as they expire in order to continueoperating the stations.We(and the acquiring entity in the case of a divestiture)must also obtain FCC

228、approvalwhenever we seek to have a license transferred in connection with the acquisition or divestiture of a station.The FCCmay decline to renew or approve the transfer of a license in certain circumstances and may delay renewals whilepermitting a licensee to continue operating.Although we have rec

229、eived such renewals and approvals in the past orhave been permitted to continue operations when renewal is delayed,there can be no assurance that this will be thecase in the future.15Station ownership limits.The FCC imposes limitations on the number of television stations and radio stations an entit

230、ycan own in a specific market,on the combined number of television and radio stations an entity can own in a singlemarket and on the aggregate percentage of the national audience that can be reached by television stations.Currently:FCC regulations may restrict our ability to own more than one televi

231、sion station in a market,depending on the sizeand nature of the market.We do not own more than one television station in any market.Federal statutes permit our television stations in the aggregate to reach a maximum of 39%of the nationalaudience.Pursuant to the most recent decision by the FCC as to

232、how to calculate compliance with this limit,oureight stations reach approximately 20%of the national audience.Dual networks.FCC rules currently prohibit any of the four major broadcast television networks ABC,CBS,Foxand NBC from being under common ownership or control.Foreign ownership.The Communica

233、tions Act generally restricts foreign individuals or entities from collectivelyowning more than 25%of the voting or equity interest in a U.S.entity that controls a broadcast television license.FCCapproval is required to exceed the 25%threshold.Regulation of programming.The FCC regulates broadcast pr

234、ogramming by,among other things,banning“indecent”programming,regulating political advertising and imposing commercial time limits during childrens programming.Penalties for broadcasting indecent programming can be over$400,000 per indecent utterance or image per station.Federal legislation and FCC r

235、ules also limit the amount of commercial matter that may be shown on broadcast or cablechannels during programming designed for children 12 years of age and younger.In addition,broadcast stations aregenerally required to provide an average of three hours per week of programming that has as a“signifi

236、cant purpose”meeting the educational and informational needs of children 16 years of age and younger.FCC rules also givetelevision station owners the right to reject or refuse network programming in certain circumstances or to substituteprogramming that the licensee reasonably believes to be of grea

237、ter local or national importance.Cable and satellite carriage of broadcast television stations.With respect to MVPDs operating within a televisionstations Designated Market Area,FCC rules require that every three years each television station elect either“mustcarry”status,pursuant to which MVPDs gen

238、erally must carry a local television station in the stations market,or“retransmission consent”status,pursuant to which the MVPDs must negotiate with the television station to obtain theconsent of the television station prior to carrying its signal.The ABC owned television stations have historicallye

239、lected retransmission consent.Cable and satellite carriage of programming.The Communications Act and FCC rules regulate some aspects ofnegotiations between programmers and distributors regarding the carriage of networks by cable and satellitedistribution companies,and some cable and satellite distri

240、bution companies have sought regulation of additionalaspects of the carriage of programming on their systems.New legislation,court action or regulation in this area couldhave an impact on the Companys operations.The foregoing is a brief summary of certain provisions of the Communications Act,other l

241、egislation and specific FCC rules and policies.Reference should be made to the Communications Act,other legislation,FCC rules and public notices and rulings of the FCC for further information concerning the nature and extent of the FCCs regulatory authority.FCC laws and regulations are subject to ch

242、ange,and the Company generally cannot predict whether new legislation,court action or regulations,or a change in the extent of application or enforcement of current laws and regulations,would have an adverse impact on our operations.Privacy and Data Protection RegulationOur businesses are subject to

243、 various privacy and data protection laws and regulations in most of the domestic and international jurisdictions in which our businesses operate.Those laws and regulations govern our use,collection,storage,retention and sharing of personal information and vary from jurisdiction to jurisdiction,incl

244、uding within the U.S.at the federal level and among the 50 states.This patchwork of domestic and international laws creates different obligations that are,at times,inconsistent with one another.While there is no comprehensive privacy law in the U.S.at the federal level,there are a number of sector-s

245、pecific federal privacy laws applicable to our operations,such as the Video Privacy Protection Act,which restricts the ability to share personal information along with specific viewing information with third parties.In addition,various U.S.states,including California,have passed comprehensive data p

246、rivacy laws that establish various consumer rights with respect to their personal information,including the right to opt out of the sale or sharing of personal information with third parties,to gain access to the personal information that companies hold about them,to delete personal information and

247、to limit the use and disclosure of sensitive information.We are also subject to privacy legal and regulatory requirements in many jurisdictions outside the United States,including the General Data Protection Regulation in the European Union and similar comprehensive data privacy legislation in 16the

248、 UK.These laws require organizations that process the personal data of EU and UK citizens to comply with certain data protection standards and privacy rights,including requirements to implement privacy by design;parental consent for processing childrens data;detailed privacy notices and related cons

249、ents;breach notifications;and data subject rights to enforce access,rectification,objection,restriction,portability and deletion.We also are subject to laws and regulations that are intended to protect the privacy of children online,including the Childrens Online Protection Privacy Act,a U.S.federal

250、 law that requires websites and online services to obtain parental consent before collecting personal information from children under 13,as well as codes of conduct relating to the design of digital products and services likely to be accessed by children,such as the UKs Age Appropriate Design Code.T

251、hese laws,regulations and codes of conduct have an impact on the marketing of our products and services,the advertising on certain of our and third-party digital platforms that distribute our content and the design of certain of our new media offerings.In addition,U.S.state laws and many internation

252、al data protection laws require notifications to consumers and regulators in the event of a data breach,mandating that businesses provide consumers and/or government agencies notice of unauthorized access or disclosure of certain information.Interpretation of privacy and data protection laws and enf

253、orcement priorities continue to evolve and in some cases,regulators seek to apply novel interpretations of existing laws.Compliance with privacy and data protection laws and regulations entails significant investments and is costly and requires us to employ dedicated compliance personnel and process

254、es.In addition,many of these laws and regulations provide for substantial fines,private rights of action for damages and other relief.International Content RegulationThe laws and regulations in many international jurisdictions in which we operate,including in the EU and Canada,require our linear net

255、works or our DTC streaming services to include a certain amount of programming produced in specific jurisdictions or languages or require us to invest specified amounts of our revenues in local content or to acquire content produced by local independent production companies.In addition,some countrie

256、s regulate the content of films and television programming,which can impact our ability to distribute certain content in those jurisdictions or can require us to make adjustments to the films or programming.These laws and regulations increase our costs and impact our ability to operate our DTC strea

257、ming services and linear networks and distribute our films and programming in these markets.AVAILABLE INFORMATIONOur annual report on Form 10-K,quarterly reports on Form 10-Q,current reports on Form 8-K and amendments to those reports are available without charge on our website, soon as reasonably p

258、racticable after they are filed electronically with the U.S.Securities and Exchange Commission(SEC).We also use our Investor Relations website as a means of disclosing material non-public information.We may also use our Investor Relations website for the purpose of complying with our disclosure obli

259、gations under Regulation FD.Therefore,we encourage investors,the media,and others interested in Disney to review the information we post on our Investor Relations website.We are providing the address to our website solely for the information of investors.We do not intend our website address to be an

260、 active link or to otherwise incorporate the contents of the website into this report.ITEM 1A.Risk FactorsFor an enterprise as large and complex as the Company,a wide range of factors could materially affect future developments and performance.In addition to the factors affecting specific business o

261、perations identified in connection with the description of these operations and the financial results of these operations elsewhere in our filings with the SEC,the most significant factors affecting our business include the following:RISKS RELATED TO OUR BUSINESSES AND INDUSTRYDeclines in U.S.,globa

262、l and regional economic conditions adversely affect the profitability of our businesses.Declines in economic conditions,such as recessions,other less severe slowdowns in economic activity and/or inflationary conditions in the U.S.and other regions of the world in which we do business typically adver

263、sely affect demand for our products and services and/or costs to operate our businesses,reducing our revenue and earnings.Past declines in economic conditions reduced or resulted in slower growth than expected in,among other things,guest spending at our parks and resorts,purchases of and prices for

264、advertising on our platforms and purchases of Company-branded consumer products,and we expect similar impacts as such conditions recur.Recent inflationary conditions increased certain of our costs,including at our parks 17and resorts.While a number of different factors affect the demand for our prod

265、ucts and services,actual or perceived economic conditions could contribute to lower attendance or spending at our parks and experiences businesses,prices that MVPDs pay for our cable programming,purchases of and prices for advertising on our DTC products and linear platforms,subscription levels for

266、our cable programming or DTC platforms or licensing fees,while also continuing to increase the prices we pay for goods,services and labor.Even if inflationary pressures moderate,we expect certain costs,such as for labor,to remain elevated.In addition,an increase in price levels generally,or in price

267、 levels in a particular sector,could result in a shift in consumer demand away from the entertainment and experiences we offer,which could also adversely affect our revenues and,at the same time,increase our costs,including borrowing costs as a result of elevated interest rates,making it more diffic

268、ult to obtain financing for our operations and investments on favorable terms.A decline in economic conditions or a failure of conditions to improve as anticipated could impact implementation or success of our business plans,such as our plans to increase investment in our Experiences segment,the rea

269、lignment of our cost structure and plans for our DTC ad-supported services,enhancements,pricing structure and price increases.Unfavorable economic conditions also impair the ability of those with whom we do business to satisfy their obligations to us.The adverse impact on our businesses of actual or

270、 perceived declines in economic conditions or a failure of conditions to improve as anticipated will depend,in part,on their severity and duration and our ability to mitigate these impacts on our businesses is limited.Fluctuations in foreign currency exchange rates impact our revenues and the profit

271、ability of our businesses.Fluctuations in foreign currency exchange rates against the U.S.dollar impact our revenues and the profitability of our businesses,including by impacting the cost in U.S.dollars of providing our goods and services,our revenues in U.S.dollars generated by our international b

272、usinesses and the international demand for our domestic products and services.The current or continued strength in the value of the U.S.dollar adversely impacts the U.S.dollar value of revenue we receive and expect to receive from other markets and contributes to reduced international demand for our

273、 domestic products and services,including international travel to our domestic parks and resorts.A decrease in the value of the U.S.dollar often increases the cost of labor,goods and services in,or originating from,non-U.S.markets.Although we hedge exposure to fluctuations in certain foreign currenc

274、ies,any such hedging activity may not substantially offset the negative financial impact of exchange rate fluctuations and is not expected to offset all such negative financial impact,particularly in periods of sustained U.S.dollar strength relative to multiple foreign currencies.Further,economic or

275、 political conditions in certain countries outside the U.S.also have reduced,and could continue to reduce,our ability to hedge exposure to currency fluctuations in those countries or our ability to repatriate revenue from those countries.Changes in technology,in consumer consumption patterns and in

276、how entertainment products are created affect demand for our entertainment products,the revenue we can generate from these products and the cost of producing or distributing these products.The media entertainment and technology businesses in which we participate increasingly depend on our ability to

277、 successfully adapt to new technologies including shifting patterns of content consumption and how entertainment products are generated.New technologies affect the demand for our products,the manner in which our products are distributed to consumers,the ways we charge for and receive revenue for our

278、 entertainment products and the stability of those revenue streams,the sources and nature of competing content offerings,the time and manner in which consumers acquire and view some of our entertainment products and the options available to advertisers for reaching their desired audiences.These deve

279、lopments have impacted the business model for certain traditional forms of distribution,as evidenced by the industry-wide decline in ratings for broadcast and cable television,the reduction in demand for home entertainment sales of theatrical content,the development of alternative distribution chann

280、els for broadcast and cable programming and declines in subscriber levels for traditional cable channels.These developments have decreased advertising and affiliate revenue at some of our linear networks and have led,and may lead in the future,to the impairment of the value of certain of our assets.

281、In addition,theater-going to watch movies has remained below pre-pandemic levels.Rules governing new technological developments,such as developments in artificial intelligence(AI),including generative AI and large language model tools,remain unsettled,and these developments may affect aspects of our

282、 existing business model,including revenue streams for the use of our IP,how we create our entertainment products and the competition we face.In order to respond to the impact of new technologies on our businesses,we regularly consider,and from time to time implement new initiatives and changes to o

283、ur business models,including by developing,investing in and acquiring DTC products,reorganizing our media and entertainment businesses to advance our DTC strategies and developing new media offerings.There can be no assurance that our DTC offerings,new media offerings and other efforts will successf

284、ully respond to technological changes.In addition,declines in certain traditional forms of distribution impacts the cost of content allocable to our DTC offerings,negatively impacting the profitability of our DTC offerings.As part of our DTC strategy,we forgo certain revenue from certain traditional

285、 sources as we invest in our DTC offerings.Since launch,our DTC streaming services experienced significant losses.There can be no assurance that the DTC model and other business models we may develop will each be or remain profitable or be as profitable over the long term as our historic business mo

286、dels.18We face risks relating to misalignment with public and consumer tastes and preferences for entertainment,travel and consumer products,which impact demand for our entertainment offerings and products and the profitability of our businesses.Our businesses create entertainment,travel and consume

287、r products,the success of which depends substantially on consumer tastes and preferences that change in often unpredictable ways.The success of our businesses depends on our ability to consistently produce compelling creative content,which may be distributed,among other ways,through DTC platforms,br

288、oadcast,cable,theaters and used in theme park attractions,hotels and other resort facilities and travel experiences and consumer products.Such distribution must meet the changing preferences of the broad consumer market and respond to competition from an expanding array of choices facilitated by tec

289、hnological developments in the delivery of content.The success of our theme parks,resorts,cruise ships and experiences,as well as our theatrical releases,depends on demand for out-of-home entertainment experiences.Demand for certain out-of-home entertainment experiences,such as theater-going to watc

290、h movies,has not returned to pre-pandemic levels.In addition,many of our businesses depend on acceptance of our offerings and products by consumers outside the U.S.The success of our businesses therefore depends on our ability to successfully predict and adapt to continually evolving consumer tastes

291、 and preferences outside as well as inside the U.S.Moreover,we must often make substantial investments in content production and acquisition,acquisition of sports and programming rights,theme park attractions,cruise ships or hotels and other facilities or customer facing platforms before we know the

292、 extent to which these products will earn consumer acceptance,and the market,economic or social conditions are sometimes significantly different from the ones we anticipated at the time of the investment decisions.Further,preferences of some consumers are affected by their perceptions of our positio

293、n on matters of public interest,including regarding environmental and social issues.Generally,revenues from,and profitability of,each of our businesses are adversely impacted when our entertainment offerings and products,as well as our methods to make our offerings and products available to consumer

294、s,do not align with constantly evolving consumer preferences and tastes or achieve sufficient consumer acceptance.A variety of uncontrollable events disrupt our businesses,reduce demand for or consumption of our products and services,impair our ability to provide our products and services or increas

295、e the cost or reduce the profitability of providing our products and services.The operation and profitability of our businesses and demand for and consumption of our products and services,particularly our parks and experiences businesses,are highly dependent on the general environment for travel and

296、 tourism,including in the specific regions in which our parks and experiences businesses operate.In addition,we have extensive international operations,including our international theme parks and resorts,which are dependent on domestic and international regulations consistent with trade and investme

297、nt in those regions.The operation of our businesses and the environment for travel and tourism,as well as demand for and consumption of our other entertainment products,is subject to significant adverse impact in the U.S.,globally or in specific regions as a result of a variety of factors beyond our

298、 control,including:health concerns;adverse weather conditions arising from short-term weather patterns or long-term climate change,including longer and more regular excessive heat conditions,catastrophic events or natural disasters(such as excessive heat or rain,hurricanes,typhoons,floods,droughts,t

299、sunamis and earthquakes);international,political or military developments,including trade and other international disputes and social unrest;macroeconomic conditions,including a decline in economic activity,inflation and foreign exchange rates;and terrorist attacks.These events and others,such as fl

300、uctuations in travel and energy costs,supply chain disruptions and malware and other cyber-related attacks or intrusions or other widespread computing,telecommunications or payment processing failures,from time to time have disrupted,and may in the future disrupt,our ability to provide our products

301、and services or in certain instances may affect our ability to obtain insurance coverage with respect to some of these events.An incident or other event that affected our property directly,including a security incident,earthquake or hurricane,would have a direct impact on our ability to provide good

302、s and services and could result in closure of impacted operations or have an extended effect of discouraging consumers from attending our facilities.Moreover,the costs of protecting against such incidents reduces the profitability of our operations.For example,COVID-19 and measures to prevent its sp

303、read impacted our businesses in a number of ways,including the closure of our theme parks and resorts,suspension of cruise ship sailings and guided tours,delayed,or in some cases,shortened or canceled,theatrical releases and disruptions in the production and availability of content,significantly red

304、ucing revenues across all of our segments.Certain of our business operations have been temporarily disrupted by payment processing outages and widespread computing failures.Hurricanes,such as Hurricanes Helene and Milton,which in the case of Hurricane Milton caused Walt Disney World Resort theme par

305、ks in Florida to close for one full and partial day,have impacted the operations and profitability of Walt Disney World Resort and may do so in the future.The Company has paused certain operations in certain regions,including in response to sanctions,trade restrictions and related developments and t

306、he profitability of certain operations has been impacted as a result of events in the corresponding regions.In addition,we derive affiliate fees and royalties from the distribution of our programming,sales of our licensed goods and services by third parties,and the management of businesses operated

307、under brands licensed from the Company,and we are therefore dependent on the successes of those third parties for that portion of our revenue.The profitability of one or more of our businesses could be adversely impacted by the significant contraction of distribution channels for our products and se

308、rvices,19including through third-party licensees or sellers of our licensed goods and services.In addition,third-party suppliers provide products and services essential to the operation of a number of our businesses.A wide variety of factors could influence the success of those third parties and if

309、negative factors significantly impacted a sufficient number of those third parties or materially impacted a supplier of a significant product or service,the profitability of one or more of our businesses could be adversely affected.In specific geographic markets,we have experienced delayed and/or pa

310、rtial payments from certain third parties due to liquidity issues.We obtain insurance against the risk of losses relating to some of these events,generally including certain physical damage to our property and resulting business interruption,certain injuries occurring on our property and some liabil

311、ities for alleged breach of legal responsibilities.When insurance is obtained it is subject to deductibles,exclusions,terms,conditions and limits of liability.The types and levels of coverage we obtain vary from time to time depending on our view of the likelihood of specific types and levels of los

312、s in relation to the cost of obtaining coverage for such types and levels of loss and we experience losses not covered by our insurance,which could be material.We face risks related to changes in our business strategy,which have affected and may continue to affect our cost structure,the profitabilit

313、y of our businesses and/or the value of our assets.We adjust our business strategies from time to time in connection with changes in senior management and in our efforts to respond to changes in technology,consumer purchasing and consumption patterns,acceptance of our entertainment offerings,the mar

314、ket for advertising,macroeconomic conditions and other changes in the business environment.For example,in fiscal 2024,we announced entering into a definitive agreement to transfer Star India into a joint venture and related impairment charges;in fiscal 2023,we reorganized our media and entertainment

315、 operations,which had been previously reported in one segment,into two segments,Entertainment and Sports;in fiscal 2023 we announced that we would review content,primarily on our DTC services,for alignment with a strategic change in our approach to content curation,resulting in removal of certain co

316、ntent from our platforms and related impairment charges;in fiscal 2022,we announced plans to introduce an ad-supported Disney+service,new pricing model and price increases and cost realignment;and we have announced exploration of a number of new types of businesses.Changes in strategy,such as was th

317、e case with the most recent reorganization of our media and entertainment operations,can lead to workforce disruptions.Our new business strategies are,among other things,subject to execution risk and may not produce the anticipated benefits,such as supporting our growth strategies and enhancing shar

318、eholder value.For example,notwithstanding our continuing efforts to rationalize costs,the cost of executing on our DTC strategy may continue to grow or be reduced more slowly than anticipated,which may impact our distribution strategy across businesses/distribution platforms,the types of content we

319、distribute through various businesses/distribution platforms,the timing and sequencing of content windows and ultimately,the profitability of our DTC products and other businesses/distribution platforms.Over the long term,our new organization and strategies could be less successful than our previous

320、 organizational structure and strategies.In addition,changing technology,consumer purchasing patterns and acceptance of content offerings and macroeconomic conditions may impair the value of our assets.We incur costs in connection with changes to our business strategy and have needed and may in the

321、future need to write-down the value of our assets.Among other assets,we have impaired the value of our content primarily at our DTC services and goodwill and intangible assets at our linear networks and impaired the value of certain of our retail store assets.We may write down other assets as our st

322、rategy evolves to account for the business environment.We also make investments in existing or new businesses,including investments in international expansion of our business and in new business lines.For example,in fiscal 2024,we announced plans for additional expansion of our fleet of cruise ships

323、,and in recent years to expand investment in our Experiences segment.In addition,in recent years,we have made significant investments in our businesses,such as expansion and renovation of certain of our theme parks,additional cruise ships,the acquisition of TFCF Corporation(TFCF)and investments rela

324、ted to DTC offerings.The ultimate success of these investments is uncertain,some of these and future investments may ultimately result in returns that are negative or lower than anticipated,and these investments may impact the resources available to,and the profitability of,our other businesses.In a

325、ddition,our costs increase in connection with these investments,such as additional expenses incurred with the launch on new cruise ships,and we may have significant charges associated with the write-down of assets if the investments are not as successful as anticipated,as occurred in connection with

326、 the closure of Star Wars:Galactic Starcruiser.Even if our strategies are effective in the long term,our new offerings will generally not be profitable in the short term,results of our new offerings are unlikely to be even quarter over quarter and we may not expand into new markets as or when antici

327、pated.Our ability to forecast for new businesses is impacted by our lack of experience operating in those new businesses,speed with which the competitive landscape changes,volatility beyond our control(such as the events beyond our control noted above)and our ability to obtain or develop the content

328、 and rights on which our projections are based.Accordingly,we may not achieve our forecasted outcomes.20Increased competitive pressures impact our revenues,increase our costs and impact the profitability of our businesses.We face substantial competition in each of our businesses from alternative pro

329、viders of the products and services we offer and from other forms of entertainment,lodging,tourism and recreational activities.This includes,among other types,competition for human resources,content and other resources we require in operating our business.For example:Our programming and production o

330、perations compete to obtain creative,performing,production and business talent,sports and other programming,story properties,advertiser support,production facilities and market share withtraditional and new media platforms,including other video-on-demand services and sources of broadband deliveredco

331、ntent,studio operators and television networks.Our television networks and stations and DTC offerings compete for the sale of advertising time with traditional andnew media platforms,including other television and video-on-demand services and various forms of internet andmobile delivered content,whi

332、ch offer advertising delivery technologies that are more targeted than can be achievedthrough traditional means,as well as with newspapers,magazines,billboards and radio stations.Our television networks compete for carriage of their programming with other programming providers.Our theme parks and re

333、sorts and experiences compete for guests with all other forms of entertainment,lodging,tourism and recreation activities and compete for technology,creative,performing and business talent,including withother theme park and resort operators.Our content sales/licensing operations compete for customers with all other forms of entertainment.Our consumer products business competes with other licensors