Disney activist Nelson Peltz wins support from second proxy firm in board battle

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Disney (DIS) activist Nelson Peltz has secured another endorsement in his high-profile proxy battle against the entertainment giant.

On Wednesday, proxy advisory firm Egan-Jones joined Institutional Shareholder Services (ISS) in recommending shareholders vote for Peltz, of Trian Fund Management, to join Disney's board.

Peltz is currently seeking board seats for himself and former Disney CFO Jay Rasulo.

ISS serves as one of the most influential proxy advisory firms. Its recommendation earlier this month signaled new life for Peltz's campaign after Glass Lewis, another high-profile firm, advised shareholders to support Disney's current board and withhold votes for the nominees put forth by Trian and fellow activist Blackwells Capital.

While ISS said shareholders should not vote for Rasulo's addition to the board, Egan-Jones also supports Rasulo's nomination.

To make room for Trian's two nominees, the firm advised shareholders to withhold votes for current board members Maria Elena Lagomasino and Michael B.G. Froman.

In a report published late Tuesday and viewed by Yahoo Finance, Egan-Jones said it sees "very little downside and a lot of upsides in putting the Trian nominees on the board."

The firm criticized Disney's recent financial performance, describing it as "mediocre" in addition to claiming the company's business model is "built for the last decade, but not forward looking and flexible enough to ensure success in the next."

Egan-Jones added Disney has a desire to "protect the status quo for as long as possible and at all costs" and that its "apparent lack of a wholistic, deep or long-term succession plan" serves as a sizable risk.

"The contact list of potential CEOs and for that matter COOs or other executive candidates probably makes Mr. Peltz worth his cost as a Board member," the firm said. "More importantly, however, by electing two Trian Nominees investors can ensure that the Board must listen to new and different ideas (one Board member to propose, one to second)."

If the proxy battle continues to a vote, a shareholder meeting set to take place on April 3 will ultimately determine the board's fate.

Delivering Alpha 2015 -- Pictured:  Nelson Peltz, Founding Partner and CEO, Trian Fund Management, at the 2015 Delivering Alpha on July 15, 2015 -- (Photo by: David A. Grogan/CNBC/NBCU Photo Bank/NBCUniversal via Getty Images)
Nelson Peltz, Trian Fund Management founder and CEO, at the 2015 Delivering Alpha on July 15, 2015. (David A. Grogan/CNBC/NBCU Photo Bank/NBCUniversal via Getty Images) (CNBC via Getty Images)

Last year, Peltz and his hedge fund renewed a push to shake up Disney's board as the stock price hit multiyear lows.

Disney has been grappling with challenges that include a declining linear TV business, slower growth in its parks business, and losses in its streaming business.

Other shareholders have jumped into the fray as the proxy battle gains steam. Trian has received support from fellow activist investor Ancora.

Additionally, more than a dozen current and former public company directors sent a letter to Disney’s board last week in support of Peltz and his Trian Fund.

Meanwhile, ValueAct Capital has come out against the billionaire investor — giving Disney an extra boost in its fight. The activist entered into an information-sharing agreement with Disney, which ensures it will support the media giant's recommended slate of board nominees in exchange for information.

JPMorgan CEO Jamie Dimon has also publicly endorsed Disney's current board, along with Bob Iger's leadership. Notably, the bank is currently serving as a defensive adviser to the media giant.

Disney has also received backing from the grandchildren of Walt Disney and his brother Roy, in addition to Laurene Powell Jobs, the widow of Apple CEO Steve Jobs and a longtime investor in the company.

With contributing reporting from Yahoo Finance's David Hollerith.

Alexandra Canal is a Senior Reporter at Yahoo Finance. Follow her on X @allie_canal, LinkedIn, and email her at alexandra.canal@yahoofinance.com.

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