Exclusive / Disney shareholders demand reasons for Kimmel suspension

A group of Disney shareholders are demanding that the company turn over documents related to its decision to briefly suspend late night host Jimmy Kimmel’s show last week.

In a letter to Disney first shared with Semafor, lawyers representing the American Federation of Teachers, Reporters Without Borders, Inc. and other groups, all of which say they are Disney shareholders, requested the Hollywood entertainment giant turn over board records related to Kimmel’s suspension.

The group criticized the decision to suspend the comedian after comments about the conservative reaction to the alleged shooter of Charlie Kirk, and said that investors were entitled to investigate whether the company’s leaders “did not properly discharge their fiduciary duties” in deciding to bench Kimmel amid threats from the FCC. The fallout, which sparked criticisms that Disney was caving on free-speech issues and drew some threats from Hollywood talent to stop working with the company, shaved more than $4 billion off its market value last week.

The group wants any materials that estimate the effect of Kimmel’s suspension on Disney’s revenue, as well as documents that lay out how executives are supposed to make decisions around “politically sensitive programming.” It also wants copies of Disney’s agreements with affiliate networks Nexstar and Sinclair, whose initial threats to black out Kimmel’s show appear to have sparked his suspension; emails between board members, including CEO Bob Iger; and any communications between the company and federal government or political organizations.

“Although we are pleased that ABC did the right thing and put Jimmy Kimmel back on the air last night, due to the Trump administration’s continued threats to free speech, including with respect to ABC, we are writing to seek transparency into the initial decision to suspend him and his show,” the letter said.

“There is a credible basis to suspect that the Board and executives may have breached their fiduciary duties of loyalty, care, and good faith by placing improper political or affiliate considerations above the best interests of the Company and its stockholders.”

Shareholders in Delaware, where Disney is legally based, can demand corporate “books and records” to investigate potential wrongdoing, and such demands can lead to lawsuits. But their access generally is limited to matters involving the board of directors, not day-to-day management decisions made by company executives. Communications between, for example, Iger, Disney TV chief Dana Walden, and Kimmel would likely be off-limits, and aren’t sought by the group’s letter.

The groups, represented by several lawyers — including Roberta Kaplan, who sued Trump on behalf of E. Jean Carroll — suggested if Disney did not share information related to Kimmel’s suspension in five business days, it would sue for the records.