June 3, 2026Ms. Elaine Thienprasiddhi, Principal PlannerCity of Anaheim 200 South Anaheim BoulevardAnaheim, California 92805Re: The Disneyland® Resort – Annual Review of First Amended and Restated Development Agreement No. 96-01 (1st Amended) by and between the City of Anaheim and Walt Disney Parks and Resorts U.S., Inc. (“Development Agreement”)Dear Ms. Thienprasiddhi:Pursuant to Section 4 of the Development Agreement, we present this report to facilitate the City of Anaheim’s annual review for the second year of the Development Agreement’s term. If you have any questions or comments, please contact me at (714) 928-1586 or [email protected]. Sincerely,Pearl Suphakarn, Master Planning SeniorWalt Disney Imagineeringcc: Karalee DarnellRobin Gohlke, TWDC, Legal – Real Estate
2 ANNUAL REVIEW REPORTTHE DISNEYLAND RESORTFIRST AMENDED AND RESTATED DEVELOPMENT AGREEMENT NO. 96-01 (1ST AMENDED)JUNE 2026First Amended and Restated Development Agreement No. 96-01 (1stAmended) (the “Development Agreement”) was made and entered into as of May 8, 2024, by and between the City of Anaheim (the “City”) and Walt Disney Parks and Resorts U.S., Inc. (“Disney”). On May 17, 2024, the Development Agreement was recorded in the Official Records of Orange County, California. The Development Agreement became effective on June 6, 2024. This annual review report is submitted as required by Section 4 of the Development Agreement and Section 6.2 of the City’s Procedures Resolution (Resolution No. 82R-565). This annual review report documents Disney’s good faith compliance with the provisions of the Development Agreement during the second year of its term (June 6, 2025, through June 5, 2026). The following table identifies all Disney obligations and summarizes the status of these obligations (as defined by Section 3.1, Agreement and Assurances on the Part of Disney) as of June 5, 2026, including compliance information through that date. The summaries of obligations are provided herein for informational purposes only and are not intended to modify any terms, rights or obligations of the Development Agreement, which itself fully describes all such matters. 3 SectionObligationStatus3.1.1 Opening Day Project – Disney agrees to continue to maintain the following Opening Day Project components throughout the Term: (1) a second gated theme park designed to attract and accommodate a planned annual attendance of seven million guests; (2) 1,886 Hotel Rooms, excluding vacation ownership resort units; and (3) a minimum of 200,000 square feet of Retail, Dining and Entertainment Uses that are open to the public without purchase of a theme park ticket and non-ticketed. Disney also agrees that it shall not request City approval to convert Paradise Pier/Pixar Place Hotel to vacation ownership resort units for a minimum of twenty (20) years from the Effective Date. COMPLIANCE ONGOING.Disney has continued to maintain all components of the Opening Day Project listed in Section 3.1.1 and has not requested conversion of Pixar Place Hotel to vacation ownership resort units. 3.1.2 Initial Development Commitment for New Theme Park and Hotel Improvements– Disney agrees to Complete by June 6, 2034, Qualified Theme Park and/or Lodging Improvements the Costs of which shall total no less than $1,900,000,000. Disney also agrees to pay the City $5,000,000 by December 6, 2034 if Disney has not by that time Completed Qualified Theme Park and/or Lodging Improvements the Costs of which equal or exceed $2,500,000,000.COMPLIANCE ONGOING.Disney has commenced the design and engineering and, for portions of the new Avengers Campus attractions planned for Disney California Adventure, vertical construction of Qualified Theme Park and/or Lodging Improvements under Section 3.1.2. However, the initial compliance deadline for this commitment does not occur until June 6, 2034. 4 3.1.3Affordable Housing Payment–Disney agrees to pay in two installments a total of $30,000,000 into a public trust established or specified by the City to be used to provide affordable housing residential units and housing affordability programs as determined by the City in its sole discretion. Disney agrees to make the first payment of $15,000,000 not later than June 6, 2025. Disney agrees to make the second payment of $15,000,000 not later than June 6, 2029. COMPLIANCE ACHIEVED/COMPLIANCE ONGOING.Disney paid the first installment of $15,000,00 into the Anaheim Local Housing Trust Fund, the recipient established and specified by the City for this Disney obligation, on May 28, 2025. The deadline for Disney’s second installment is June 6, 2029. 3.1.4 Park Improvement Payment– Disney agrees to pay the City $8,000,000 to be used for park improvements outside of The Anaheim Resort as determined by the City in its sole discretion no later than June 6, 2025. COMPLIANCE ACHIEVED.Disney paid the City $8,000,000 to be used for park improvements outside of The Anaheim Resort on May 21, 2025.3.1.5 Future Vacation Ownership Resorts; Agreements re Payments In-Lieu of Transient Occupancy Tax and ATID–Disney agrees to pay transient occupancy taxes (“TOT”) for any development by Disney containing its branded vacation ownership resorts (“VORs”), known as Disney Vacation Club or “DVC.” With certain caveats, Disney also agrees to vote in favor of any City-sought modification to the formation documents of the Anaheim Tourism Improvement District (“ATID”) or successor agency to apply the ATID assessment to newly constructed VOR units (including DVC units) within the current or future ATID boundary on a prospective basis. COMPLIANCE ONGOING.Disney has not developed new vacation ownership resort units during this reporting period, so the Disney commitment memorialized in Section 3.1.5 relating to TOT payment has not yet been triggered. The City has not proposed any modification to the ATID formation documents relating to newly constructed VOR units, so the Disney commitment memorialized in Section 3.1.5 relating to modification of the ATID formation documents has not yet been triggered. 5 3.1.6Katella Sewer Deficiency Related Improvements–Disney agrees to pay the City $10,000,000 (“Sewer Cost Obligation”) for the design, engineering, right of way, construction and construction management costs of improving the City’s sewer system in Katella Avenue between Harbor Boulevard and Ninth Street. Disney agrees to pay the Sewer Costs Obligation on the later of (a) June 6, 2025, or (b) 60 days after the City opens bids for the Katella Sewer Improvements project and notifies Disney that City staff will recommend the City Council approve the contract for said project. COMPLIANCE ONGOING.The City has not yet opened bids for the Katella Sewer Improvements project so the Disney commitment memorialized in Section 3.1.6 has not yet been triggered. 3.1.7 Fire Operations Agreement and Improvements – Disney and the City shall enter into a Fire Operations Agreement regarding (1) Disney’s requirement to reimburse the City for the City’s provision of fire services and associated facilities and equipment at Disneyland Resort (DLR); (2) Disney’s requirement to provide the fire substation required to be constructed pursuant to FEIR Mitigation Measure PS-14; (3) Disney’s requirement to provide for additional fire service needs as the Project is developed; and (4) Disney’s requirement to meet and confer with the City’s Fire Chief on matters of staffing, scheduling and equipment. COMPLIANCE ONGOING. The City and Disney entered into an FOA on May 7, 2024. Disney continues to meet and confer regularly with the City’s Fire Chief regarding staffing, scheduling and equipment and to reimburse the City as invoiced for the fully-burdened cost of AFD personnel and associated facilities and equipment deployed to support DLR. The most recent such payment was made on May 27, 2026 for AFD Paramedic and EMS Services rendered during April 2026 (invoiced on May 6, 2026); the total amount invoiced and reimbursed by Disney for AFD personnel and associated facilities and equipment deployed to support DLR from July 2025 through April 2026 is $1,802,525. The specified criteria and milestone timing requirements in the FOA (including the requirement to provide for additional fire service needs as the Project is developed) and FEIR Mitigation Measure PS-14 relating to the construction of an additional fire substation have not yet been triggered. 6 3.1.8Police Operations Agreement and Improvements-Disney and the City shall enter into a Police Operations Agreement regarding (1) Disney’s requirement to reimburse the City for the City’s provision of police services and associated facilities and equipment at Disneyland Resort; (2) Disney’s requirement to provide the police substation required to be constructed pursuant to FEIR Mitigation Measure PS-24 and the satellite police office required to be constructed pursuant to FEIR Mitigation Measure PS-25; (3) Disney’s requirement to provide for additional police service needs as the Project is developed; and (4) Disney’s requirement to meet and confer with the City’s Police Chief on matters of staffing, scheduling and equipment.COMPLIANCE ONGOING. The City and Disney entered into a POA on May 7, 2024. Disney continues to meet and confer regularly with the City’s Police Chief regarding staffing, scheduling and equipment, and to reimburse the City as invoiced for the fully-burdened cost of APD personnel and associated facilities and equipment deployed to support the Disneyland Resort. The most recent such payment was made on April 15, 2026 for the cost of APD Services rendered in December 2025; Disney received an invoice for APD Servicesfor January 2026 on May 20, 2026 which is now in the payment process. The total amount invoiced to Disney and paid or in payment for APD personnel and associated facilities and equipment deployed to support DLR from July 2025 through January 2026 is $7,222,386. The specified criteria and milestone timing requirements in the POA (including the requirement to provide for additional police service needs as the Project is developed) and FEIR Mitigation Measures PS-24 and PS-25 relating to the construction of an additional police facilities have not yet been triggered. 7 3.1.9Current and Future Right-of-Way Abandonment and Vacation– Disney agrees to pay the City $40,000,000 for (1) the vacation of Magic Way from Walnut Avenue to Disneyland Drive, a portion of Clementine Street south of Katella Avenue, and Hotel Way north of Disney Way (collectively, “Existing Road Segments”); and (2) the abandonment and removal from the City’s General Plan Circulation Element the portions of Gene Autry Way between Harbor Boulevard and Haster Street and Clementine Street between Katella Avenue and Orangewood Avenue (collectively, “Mapped Road Segments”). COMPLIANCE ONGOING.Disney’s obligation to compensate the City for each Existing Road Segment is triggered on the date which is five days before the date on which the resolution approving the street abandonment or vacation is recorded by the City. Disney’s obligation to compensate the City for the Mapped Road Segments is triggered upon the earlier of (i) City issuance of the final Building and Zoning Inspection for cumulative development representing at least 10,000 square feet in the Southeast District and/or the Theme Park East Overlay, and (ii) 90 days after the City’s Director of Public Works notifies Disney that such funds are required for a bona fide use (defined in the Development Agreement) needed to execute an East-West Connector that the City has elected to pursue or for traffic improvements that the City determines are necessary to offset the loss of the Mapped Road Segments, which notice may be given no earlier than June 1, 2027, and (iii) an earlier date of Disney’s choosing following the Effective Date and OCTA’s approval of the MPAH amendment removing the Mapped Road Segments; provided, however that Disney shall pay the Appraised Value attributable to the Mapped Road Segments to the City no later than twenty (20) years after the Effective Date. Since none of these criteria and/or milestone timing requirements has yet occurred, Disney’s obligations under Section 3.1.9 have not yet been triggered. 8 3.1.10Assurances Regarding Potential City Pedestrian Bridges–Disney agrees to cooperate with the City regarding any development of the Potential City Pedestrian Bridges that the City may elect to pursue. Disney agrees to dedicate Disney Property for certain footings, landing areas, pedestrian paths and/or encroachments for the Potential City Pedestrian Bridges. Disney also agrees to vote in favor of allocating Anaheim Tourism Improvement District (“ATID”) funding for the construction of any Potential City Pedestrian Bridge the City elects to pursue. COMPLIANCE ONGOING.As the City has not yet proposed any Potential City Pedestrian Bridge, Disney’s obligations under Section 3.1.10 have not yet been triggered. 3.1.11 Bicycle Facilities – Disney agrees to design, install and dedicate to the City bicycle facilities within The Anaheim Resort, including (1) a Class I Bike Path on the east side of Walnut Street between the northernmost point of the Disney Property along Walnut Street to Katella Avenue and (2) a Class I Bike Path on the west side of Clementine Street north of Disney Way between Alro Way and Disney Way and a Class I Bike Path on the north side of Disney Way between Anaheim Boulevard and Clementine Street. Disney also agrees to design, and the City will install at Disney’s expense, the section of the Class I Bike Path extending from the northernmost point of Disney Property along Walnut Street north to Ball Road. COMPLIANCE ONGOING.Disney’s obligation regarding the Class I Bike Path along Walnut Street is triggered at the earlier of (1) abandonment of Magic Way and/or closure of the western end of Magic Way to public vehicular traffic, (2) June 6, 2034, or (3) the final Building and Zoning Inspection for cumulative development of at least 10,000 square feet in the southwestern portion of the Theme Park District south of Pixar Place and west of the Pixar Place Hotel parking structure, none of which milestones has occurred. Disney’s obligations regarding the Class I Bike Paths along Clementine Street and Disney Way are triggered by construction of a parking structure or transportation facility within the DRSP Parking District East Parking Area and/or the ARSP Parking Overlay north of the DRSP Parking District East Parking Area. Disney is in the process of designing those required Class I Bike Paths in conjunction with the design and permitting of the East Parking Structure. 9 3.1.12East-West Connector Project Operation and Maintenance Funding by ATID– Disney agrees not to oppose use of ATID funds for operation and maintenance costs of any East-West Connector Project that may be constructed by the City. COMPLIANCE ONGOING.As the City has not yet constructed any East-West Connector Project, Disney’s obligation under Section 3.1.12 has not yet been triggered. 3.1.13 Staffing Reimbursement and Enhanced Services Agreement – Disney and the City agree that they will enter into a Staffing Reimbursement and Enhanced Services Agreement. COMPLIANCE ONGOING.Disney and the City entered into a Staffing Reimbursement and Enhanced Services Agreementeffective July 1, 2025. 3.1.14 Phasing of Remaining Development – Disney agrees to use its best efforts, in accordance with its own business judgment and taking into consideration market conditions and other economic factors influencing its business decision, to commence or to continue development, and to develop the remaining portions of the Project. COMPLIANCE ONGOING.Disney continues touse its best efforts in accordance with its own business judgment and taking into consideration market conditions and other economic factors influencing its business decision, to commence or to continue development, and to design, engineer, and develop remaining portions of the Project. From June 6, 2025, through June 5, 2026, construction has been completed for the following new projects/additions:Disneyland Park:Adventureland:1. Rockwall and Custodial ClosetNew Orleans Square:2. Haunted Mansion Merchandise Store3. Haunted Mansion ADA Improvements 10 3.1.15Right(s)-of-Way Acquisition and Dedication–Disney agrees to make irrevocable offers to dedicate any Right(s)-of-Way owned by Disney as of the Effective Date required to implement Mitigation Measures and Conditions of Approval. COMPLIANCE ONGOING.There were no irrevocable offers to dedicate rights-of-way during this reporting period. Underthe original Development Agreement, Disney made irrevocable offers of dedication along Harbor Boulevard; Disneyland Drive/West Street, Ball Road, Walnut Street, Katella Avenue, Clementine Street, and Magic Way. 3.1.16Employment–Disney agrees to continue to implement an Anaheim jobs program to communicate notice of job opportunities to Anaheim residents and to recruit Anaheim residents. COMPLIANCE ONGOING.Disney has continued to implement its Anaheim jobs program with appropriate modifications over time to reflect the changing nature of the jobs marketing arena including the role of social media and regional jobs fair events. Appendix A, attached to this report, highlights key elements of the current jobs program during the year under review (i.e., ending June 5, 2026). Over five years, Disneyland Resort hired 4,000+ Anaheim resident Cast Members, including 10% of all hires in the past year. Overall, Disneyland Resort employs over 5,700 Anaheim residents and over 600 employees are actively enrolled in or graduated from an Aspire program which is described in the attached Appendix A. 11 3.1.17Project Quality –The Project shall be comparable in quality to destination resort projects developed, owned and/or licensed by Disney as of the Effective Date. COMPLIANCE ONGOING.The Project continues to be developed to a quality level at least comparable to that of Disney’s other destination resort projects as they existed on the Effective Date, with high-quality theme parks, attractions, and shopping, dining and entertainment experiences all consistent with the high standards expected of Disney theme parks and resorts world-wide. Disney initially satisfied its Project quality obligation by building a 750-room hotel–Disney’s Grand Californian Hotel & Spa–as part of the Opening Day Project, and expanded the facility by 274 keys in 2009. This hotel has enjoyed AAA Four-Diamond status since its opening, and was the focus of a number of projects this year focused on further reinvestment at the Grand Californian Hotel & Spa, including the complete renovation of Napa Rose restaurant, addition of a new concierge lounge and renovation of the existing concierge lounge. Significant investments were also made this year in future theme park attraction offerings, including commencement of work on an Avengers Campus expansion and a new Coco attraction at Disney California Adventure.3.1.18Landscaping and Lighting District–Disneyagrees to continue to cooperate in the ongoing operation of the Anaheim Resort Maintenance District (“ARMD”) throughout the Term provided the burden imposed on Disney by the ARMD is based upon the linear footage benefitted, or such other method as agreed to by Disney and the City.COMPLIANCE ONGOING.Disney continues to cooperate in the ongoing operation of the ARMD. Disney cooperated in the establishment of the ARMD, which was created on June 22, 1999. The ARMD began maintaining all landscape in the rights-of-way and resort setback areas within The Disneyland Resort on July 16, 2001. 12 3.1.19Sales Tax on Construction Materials–Disney and the City agree to work together in good faith to ensure that contracts with general contractors for the Project and Public Improvements include a clause identifying the City as the point of sale for purchases of materials, fixtures, machinery, equipment and supplies during the Construction Period, so long as such provision causes no material increased costs. Disney agrees that purchases made directly by Disney for the DisneylandForward Project shall be made for resale to enable Disney to ensure that the appropriate sales tax is paid to the City. COMPLIANCE ONGOING.Disney will continue to incorporate this sales tax situs requirement into applicable general contractor agreements, requiring generally that unless prohibited by applicable laws, the City of Anaheim shall be the point of sale for sales taxes purposes for purchases by the contractor and its subcontractors and sub-subcontractors of materials, fixtures, machinery, equipment and supplies for the Project. Purchases made directly by Disney for the Project have been and will continue to be made for resale to enable Disney to ensure that the appropriate sales tax is paid to the City.3.1.20Reimbursement for City Provided Traffic Control Services–Within 60 days of the Effective Date, Disney agrees to record a covenant against the Property that requires Disney to reimburse the City for the hourly rates for costs associated with the use of Police Department employees including police officers, police sergeants, full-time traffic controllers, part-time traffic controllers, traffic control supervisor(s), traffic control assistants, and/or Public Works Traffic Management Center staff that may be needed on-site or in the Traffic Management Center before, during, and after an event for traffic control on or related to public streets. COMPLIANCE ACHIEVED.Disney has recorded the covenant required in Section 3.1.20. Pursuant to that covenant, Disney continues to reimburse the City as invoiced for traffic control and public street-related services provided before, during, and after Disney events. The most recent such invoice was received and payment was made in May 2026, for the cost of traffic control and related services rendered by City employees in March 2026. The total amount reimbursed by Disney from July 2025 through March 2026 for City personnel providing traffic control and related services to DLR is $406,203. 13 3.3.1Shared Use Parking with Convention Center–Disney agrees to provide the City’s Convention Center guests with parking spaces in a number determined by the City and Disney pursuant to quarterly meetings and shared attendance projections, said parking spaces to exist within a mutually identified parking lot (“Shared Use Parking Facility”). If parking spaces at the Shared Use Parking Facility become available during peak periods, Disney agrees to make spaces available to Convention Center guests for overflow parking as agreed to by the Parties. Disney agrees to implement a program to identify Convention Center guests parking at the Shared Use Parking Facility and to pay the City 75% of gross parking revenues generated from Convention Center guests’ use of the Shared Use Parking Facility. COMPLIANCE ONGOING. Disney continues to provide the City’s Convention Center guests with the required number of parking spaces in the Shared Use Parking Facility (currently the Toy Story Parking Lot) based on the Parties’ shared projections, and to pay the City 75% of the gross parking revenues generated from Convention Center parkers on a monthly basis. The most recent such payment was made on May 14, 2026 for the identified Convention Center guests parking in the Shared Use Parking Facility during April 2026. Disney continues to meet quarterly with City Convention Center representatives to share projections and to refine the available number of Shared Use Parking Facility spaces for coming periods. Disney continues to make excess spaces available to Convention Center guests for overflow parking as agreed to by the Parties. 6.7.2Operating Memoranda–The City and Disney may agree to clarify certain Development Agreement provisions through mutually-approved, written operating memoranda (“Operating Memoranda”). Operating Memoranda are not amendments to the Agreement requiring public notice or hearing but rather are ministerial clarifications that may be used when they: (i) do not increase the Project density or intensity or such increases do not generate new significant environmental impacts under CEQA; (ii) do not change the permitted Project uses, unless such uses are consistent with the Project Approvals; or (iii) do not reduce improvement and construction standards for the Project.COMPLIANCE ONGOING. The Parties executed Operating Memorandum No. 1 – Errata to Recorded First Amended and Restated Development Agreement No. 96-01on or about September 25, 2024, and it remains in effect. 14 6.8Restrictions on Assignment –At least thirty (30) days prior to any transfer which requires the City’s consent under the Agreement, or which involves a Theme Park, Disney agrees to notify the City in writing of any proposed transfer describing the nature of the transfer, the identity of the proposed transferee, and the asset proposed to be transferred. COMPLIANCE ONGOING. Disney has not transferred or proposed to transfer all or any portion of the Disney Property which requires the City’s consent under the Agreement, or which involves a Theme Park.