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⚠ Buying Back the Shares Issued for FoxLow threat

Walt Disney (DIS) — threat to the moat

Disney issued 307 million shares at $110 to pay for Fox and bought back 68 million at about $106.5 in 9M FY2026; the stock is at $102.19.

Disney paid for half of Fox with stock: 307 million shares at $110.00 each1. Seven years later it is spending billions to take shares back. In the first nine months of fiscal 2026 it repurchased 68 million shares for $7,245 million2, about $106.5 a share3, and it is targeting "at least $9 billion" of repurchases for the year4.

Disney share price comparisons ($ per share)110.00Issued for Fox, 2019106.5Average bought back, 9M FY2026102.19Close, 2 Oct 2026Walt Disney Form 10-K FY2019; Q3 FY2026 release; stockanalysis; Moat Explorer calculation
Bought back below the price it was issued at.

The arithmetic is awkward. The shares issued for Fox were valued above what Disney is paying to buy shares back now, so the company has effectively repurchased stock at a discount to the price it used as currency. That flatters the buyback and indicts the acquisition: the shares closed at $102.19 on 2 October 20265.

Buybacks reduce the count again, slowly. Disney's treasury stock rose from 79 million shares at the end of fiscal 2025 to 148 million at 27 June 20266, and 1,726,686,902 shares were outstanding at 29 July 20267.

The pace accelerated in 2026. Disney bought back 32 million shares for $3.5 billion in all of fiscal 20258, then 68 million for $7,245 million in nine months of fiscal 20269. At that rate the Fox shares will be bought back within a few years, at a price close to what they were issued at.

The measure of whether the Fox shares have been earned back is the share price against the issue price. A share price still below $110 when the 2026 buyback programme ends would suggest Disney's owners paid for Fox with stock that has lost value since.

References
  1. ReportedDisney paid for half of Fox with stock: 307 million shares at $110.00 each.
    The Walt Disney Company Form 10-K for fiscal 2019 - the acquisition of TFCF (Twenty-First Century Fox) on 20 March 2019 for $69.5 billion ($35.7 billion cash, $33.8 billion in 307 million shares at $110.00), the businesses acquired, goodwill of $49,085 million and the Hulu ownership steps. — FY2019 · publ. November 2019 · source ↗
  2. ReportedIn the first nine months of fiscal 2026 it repurchased 68 million shares for $7,245 million, about $106.5 a share, and it is targeting "at least $9 billion" of repurchases for the year.
    The Walt Disney Company third-quarter fiscal 2026 earnings release, Form 8-K exhibit 99.1 - capital allocation, the A+E sale, cost actions, the Consumer Products move and the fiscal 2026 outlook. — Q3 FY2026 · publ. 5 August 2026 · source ↗
  3. Moat Explorer calcIn the first nine months of fiscal 2026 it repurchased 68 million shares for $7,245 million, about $106.5 a share, and it is targeting "at least $9 billion" of repurchases for the year.
    Moat Explorer calculation from Walt Disney reported figures ($ millions unless stated; fiscal years end late September). Experiences: share of total segment operating income 8,954 / 12,863 = 69.6% (FY2023), 9,272 / 15,601 = 59.4% (FY2024), 9,995 / 17,551 = 56.9% (FY2025); nine months FY2026 8,941 / 14,758 = 60.6%; about three-fifths. Experiences share of revenue 36,156 / 94,425 = 38.3%. Entertainment share of segment operating income 4,674 / 17,551 = 26.6%; Sports 2,882 / 17,551 = 16.4%. Segment operating margins FY2025: Experiences 9,995 / 36,156 = 27.6%, Entertainment 4,674 / 42,466 = 11.0%, Sports 2,882 / 17,672 = 16.3%; FY2024: 9,272 / 34,151 = 27.2%, 3,923 / 41,186 = 9.5%, 2,406 / 17,619 = 13.7%; FY2023: 8,954 / 32,549 = 27.5%, 1,444 / 40,635 = 3.6%, 2,465 / 17,111 = 14.4%; FY2022 Entertainment 2,126 / 39,569 = 5.4%; FY2021 Entertainment 5,196 / 36,489 = 14.2%. Domestic Parks & Experiences share of total segment operating income 6,375 / 17,551 = 36.3%; domestic margin 5,876 / 22,677 = 25.9% (FY2023), 5,878 / 23,596 = 24.9% (FY2024), 6,375 / 25,191 = 25.3% (FY2025); Q3 FY2026 2,088 / 7,116 = 29.3%; domestic operating income growth FY2024 5,878 / 5,876 - 1 = 0.0%, FY2025 6,375 / 5,878 - 1 = +8.5%. International margin 1,104 / 5,475 = 20.2%, 1,354 / 6,183 = 21.9%, 1,442 / 6,520 = 22.1%; Q2 FY2026 227 / 1,596 = 14.2%; Q3 FY2026 369 / 1,787 = 20.6%; nine months FY2026 international operating income 428 + 227 + 369 = 1,024. Consumer Products margin 1,974 / 4,397 = 44.9%, 2,040 / 4,372 = 46.7%, 2,178 / 4,445 = 49.0%; Q3 FY2026 560 / 1,065 = 52.6%; share of Experiences revenue 4,445 / 36,156 = 12.3% (about an eighth), of Experiences operating income 2,178 / 9,995 = 21.8% (about a fifth). Experiences capital expenditure 6,429 / 3,659 - 1 = +75.7%; as a share of Experiences operating income 3,659 / 9,272 = 39.5% (FY2024), 6,429 / 9,995 = 64.3% (FY2025). Experiences operating income growth FY2025 9,995 / 9,272 - 1 = +7.8%; revenue growth 34,151 / 32,549 - 1 = +4.9% (FY2024), 36,156 / 34,151 - 1 = +5.9% (FY2025); nine months FY2026 operating income 8,941 / 8,117 - 1 = +10.2%, revenue 29,461 / 27,390 - 1 = +7.6%; company capital expenditure nine months 6,780 / 6,108 - 1 = +11.0%, about 11%. Experiences revenue FY2025 over FY2021 36,156 / 15,961 = 2.27 times. Cruise fleet 6 ships + Destiny + Adventure = 8; + 4 under contract = 12. $60 billion over about 10 years = about $6 billion a year. Media: Linear Networks revenue 9,364 / 12,828 - 1 = -27.0% (FY2022 to FY2025); operating income 2,955 / 5,198 - 1 = -43.2%; FY2025 operating income 2,955 / 3,452 - 1 = -14.4%; margin 5,198 / 12,828 = 40.5% (FY2022), 2,955 / 9,364 = 31.6% (FY2025); linear advertising 2,856 / 4,877 - 1 = -41.4%; linear affiliate fees 6,348 / 7,739 - 1 = -18.0%; FY2025 advertising 2,856 / 3,676 - 1 = -22.3%, affiliate fees 6,348 / 6,872 - 1 = -7.6%. Direct-to-Consumer operating income swing 1,327 - (-3,424) = 4,751 (FY2022 to FY2025); FY2025 margin 1,327 / 24,614 = 5.4%; DTC advertising 3,684 / 3,614 - 1 = +1.9%; advertising share of DTC revenue 3,684 / 24,614 = 15.0%; DTC share of Entertainment revenue 24,614 / 42,466 = 58.0%. Entertainment SVOD margin Q3 FY2026 712 / 5,532 = 12.9%. Entertainment margin Q3 FY2026 1,680 / 11,345 = 14.8%; Entertainment revenue growth FY2021-FY2025 (42,466 / 36,489)^(1/4) - 1 = 3.9% a year; nine months FY2026 revenue 34,669 / 32,258 - 1 = +7.5%, operating income 4,116 / 3,983 - 1 = +3.3%. Content Sales/Licensing and Other margin 392 / 8,488 = 4.6%; theatrical distribution share of revenue 2,592 / 94,425 = 2.7%. Subscribers taking both Disney+ and Hulu 43.7 / 27.1 - 1 = +61.3%. Sports: ESPN Domestic margin 2,814 / 14,636 = 19.2% (FY2022), 2,881 / 14,945 = 19.3% (FY2023), 3,056 / 15,339 = 19.9% (FY2024), 2,801 / 16,085 = 17.4% (FY2025); FY2025 revenue 16,085 / 15,339 - 1 = +4.9%, operating income 2,801 / 3,056 - 1 = -8.3%. Sports affiliate and subscription share of revenue 11,944 / 17,672 = 67.6%. Sports programming commitments FY2026-FY2029 9,894 + 9,797 + 9,540 + 9,101 = 38,332, about $38.3 billion; FY2026 commitments over FY2025 Sports revenue 9,894 / 17,672 = 56.0%. Sports nine months FY2026 operating income 1,701 / 1,971 - 1 = -13.7%, revenue 14,018 / 13,692 - 1 = +2.4%. Sports revenue growth FY2021-FY2025 (17,672 / 15,960)^(1/4) - 1 = 2.6% a year. Star India operating losses 237 + 432 + 636 = 1,305 (FY2022-FY2024). ESPN implied value: 10% for $3 billion = about $30 billion. Affiliate fees FY2025: linear 6,348 + Sports affiliate and subscription 11,944 = 18,292, about $18.3 billion. Advertising FY2025: linear 2,856 + DTC 3,684 + Sports 4,444 = 10,984, about $11.0 billion. Cash, capital and valuation: dividend per share 1.50 (FY2026) / 1.00 (FY2025) - 1 = +50%. Experiences headcount 185,000 / 231,000 total = 80.1%, about four in five. SVOD Q3 FY2026 subscription fee increase 4,715 - 4,116 = 599, advertising increase 851 - 830 = 21; SVOD programming and production costs over SVOD revenue 2,577 / 5,532 = 46.6%, nearly half. Old-basis parks segment operating income 7,905 / 471 = 16.8 times (FY2021 to FY2022). trailing twelve months to June 2026 revenue 94,425 - 71,961 + 76,397 = 98,861, about $98.9 billion; net income 12,404 - 11,091 + 7,287 = 8,600. Restructuring and impairment charges 5,735 (FY2020) + 654 + 237 + 3,892 + 3,595 + 819 (FY2025) + 1,139 (nine months FY2026) = 16,071, about $16.1 billion. Fox goodwill 49,085 / 69,500 = 70.6% of consideration. Goodwill over total assets 73,294 / 197,514 = 37.1% (FY2025); 74,682 / 204,740 = 36.5% (27 June 2026). Buybacks nine months FY2026 7,245 / 68 million shares = $106.5 a share. Fiscal 2026 capital returns at least 9.0bn buybacks + about 2.6bn dividends = about $11.6 billion; free cash flow guided at least 19bn cash from operations - about 9bn capital expenditure = about $10 billion. Nine months FY2026 returned 7,245 + 1,337 = 8,582, / free cash flow 5,735 = 149.6%, about 150%. Net debt 27 June 2026 (8,627 + 37,414 = 46,041) - 5,185 = 40,856; at FY2025 year end 42,026 - 5,695 = 36,331; change 40,856 - 36,331 = 4,525. Unsatisfied performance obligations 16bn / FY2025 revenue 94.425bn = 16.9%. Analyst target 126.61 / 102.19 - 1 = +23.9%, about 24%. Disney market value over Netflix 176.45 / 279.23 = 63.2%, about 63%. Segment bands FY2025 42,466 + 17,672 + 36,156 = 96,294 against reported revenue 94,425 (eliminations 1,869). Nine months FY2026 segment revenues 34,669 + 14,018 + 29,461 = 78,148; Experiences share 29,461 / 78,148 = 37.7%. Year-end market value (31 December after each fiscal year, companiesmarketcap) over net income and revenue: 2015 173.71bn / 8,382 = 20.72, / 52,465 = 3.311; 2016 165.86 / 9,391 = 17.66, / 55,632 = 2.981; 2017 162.04 / 8,980 = 18.04, / 55,137 = 2.939; 2018 164.47 / 12,598 = 13.06, / 59,434 = 2.767; 2019 257.58 / 11,054 = 23.30, / 69,607 = 3.700; 2020 328.02 / 65,388 = 5.017 (loss year); 2021 281.53 / 1,995 = 141.1, / 67,418 = 4.176; 2022 158.43 / 3,145 = 50.38, / 82,722 = 1.915; 2023 165.25 / 2,354 = 70.20, / 88,898 = 1.859; 2024 202.01 / 4,972 = 40.63, / 91,361 = 2.211; 2025 204.17 / 12,404 = 16.46, / 94,425 = 2.162; October 2026 176.45bn / 8,600 = 20.52, / 98,861 = 1.785 - cash, capital returns, debt, goodwill, impairments and valuation. — FY2015-Q3 FY2026 · publ. October 2026 · source ↗
    Method: Arithmetic on figures reported in Walt Disney Forms 10-K, 10-Q and earnings releases, SEC XBRL, and stockanalysis.com and companiesmarketcap.com market values; each operand is stated in the source line.
  4. ReportedIn the first nine months of fiscal 2026 it repurchased 68 million shares for $7,245 million, about $106.5 a share, and it is targeting "at least $9 billion" of repurchases for the year.
    The Walt Disney Company third-quarter fiscal 2026 earnings release, Form 8-K exhibit 99.1 - capital allocation, the A+E sale, cost actions, the Consumer Products move and the fiscal 2026 outlook. — Q3 FY2026 · publ. 5 August 2026 · source ↗
  5. Third-party estimateThat flatters the buyback and indicts the acquisition: the shares closed at $102.19 on 2 October 2026.
    stockanalysis.com, Walt Disney quote page, close of 2 October 2026: $102.19, dividend $1.50 (1.47%), 52-week range $92.19-$117.09, 33 analysts with an average rating of Strong Buy and a target of $126.61. — October 2026 · publ. 2 October 2026 · source ↗
  6. ReportedDisney's treasury stock rose from 79 million shares at the end of fiscal 2025 to 148 million at 27 June 2026, and 1,726,686,902 shares were outstanding at 29 July 2026.
    The Walt Disney Company third-quarter fiscal 2026 earnings release, Form 8-K exhibit 99.1 - capital allocation, the A+E sale, cost actions, the Consumer Products move and the fiscal 2026 outlook. — Q3 FY2026 · publ. 5 August 2026 · source ↗
  7. ReportedDisney's treasury stock rose from 79 million shares at the end of fiscal 2025 to 148 million at 27 June 2026, and 1,726,686,902 shares were outstanding at 29 July 2026.
    The Walt Disney Company Form 10-Q for the quarter ended 27 June 2026 - the NFL Transaction and its $3 billion fair value, the Fubo Transaction, litigation including the Disney+ securities class action and the DISH counterclaims, and shares outstanding at 29 July 2026. — Q3 FY2026 · publ. 5 August 2026 · source ↗
  8. ReportedDisney bought back 32 million shares for $3.5 billion in all of fiscal 2025, then 68 million for $7,245 million in nine months of fiscal 2026.
    The Walt Disney Company Form 10-K for fiscal 2025 (year ended 27 September 2025) - Item 1 business and the segment note: the three segments, revenue and segment operating income, and employees. — FY2025 · publ. 13 November 2025 · source ↗
  9. ReportedDisney bought back 32 million shares for $3.5 billion in all of fiscal 2025, then 68 million for $7,245 million in nine months of fiscal 2026.
    The Walt Disney Company third-quarter fiscal 2026 earnings release, Form 8-K exhibit 99.1 - Entertainment results by revenue type, the shareholder letter and segment totals. — Q3 FY2026 · publ. 5 August 2026 · source ↗
Sources
Generated October 5, 2026