Larry Quinlan
Director at BKNG
Board
About Larry Quinlan
Independent director of Booking Holdings (BKNG) since 2022; age 62 as of March 31, 2025. Former Global CIO at Deloitte (2010–2021) with 35+ years in technology leadership, advising boards and CEOs on IT, cybersecurity and digital strategy; brings deep global technology and risk oversight expertise and currently chairs BKNG’s Cybersecurity Subcommittee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Deloitte | Global Chief Information Officer | 2010–2021 | Led technology strategy/operations; 10,000+ IT professionals in 175 countries; advised boards/CEOs on IT, cybersecurity, digital priorities |
| Deloitte | Various roles (joined 1988) | 1988–2010 | Oversaw major client relationships; broad technology leadership |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| ServiceNow, Inc. | Director | 2021 | Current public company board |
| Jones Lang LaSalle Incorporated (JLL) | Director | 2022 | Current public company board |
| Hexaware Technologies Ltd. | Non‑Executive Chairman | N/A | Global digital/technology services company (chairman) |
| Various private/non‑profit boards | Director | N/A | Several privately held and non‑profit organizations |
Board Governance
- Committee assignments: Chair, Cybersecurity Subcommittee (independent; reports to Audit Committee) .
- Meeting cadence/engagement: Cybersecurity Subcommittee met 4 times in 2024; Audit 8; Corporate Governance 6; Talent & Compensation 6 .
- Independence: Board determined Quinlan (and all nominees except CEO) are independent under Nasdaq/SEC standards .
- Attendance: Board held 8 meetings in 2024; all directors attended at least 75% of Board/committee meetings while serving; all director nominees attended the 2024 annual meeting .
- Board focus areas relevant to Quinlan’s role: Enterprise risk oversight of cybersecurity, privacy, data protection; NIST-based frameworks; third‑party assessments discussed with the Cybersecurity Subcommittee and Board; ongoing employee cybersecurity training .
Fixed Compensation (Non‑Employee Director pay – 2024)
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $60,000 | Base pay for non‑employee directors |
| Cybersecurity Subcommittee Chair premium | $15,000 | Chair fee |
| Cybersecurity Subcommittee member retainer | $10,000 | Member fee (chairs typically also receive member retainer) |
| Total cash earned (Quinlan) | $85,000 | Reported cash fees for 2024 |
| RSU grant (Quinlan) | $265,135 | Aggregate grant-date fair value; issued May 2024 |
| RSU shares granted (all incumbents) | 71 shares | Granted May 2024; one‑year vest; dividend equivalents paid only if vest |
| Other compensation (Quinlan) | $3,968 | Tax prep reimbursement ($2,500) + associated gross‑up ($1,468) |
Performance Compensation (Structure and Metrics)
| Equity Type | Grant Date | Shares/Value | Vesting | Performance Metrics |
|---|---|---|---|---|
| RSUs (Quinlan) | May 2024 | 71 shares; $265,135 | Vest on 1‑year anniversary; accelerated upon change‑in‑control or death/disability; dividend equivalents paid only if vest | No performance metrics for director RSUs (time‑based only) |
No stock options or performance share units disclosed for directors; equity is time‑based RSUs aligned with shareholder value via stock price and dividend equivalents conditioning .
Other Directorships & Interlocks
| Entity | Relationship to BKNG | Nature of Transactions | Board Conclusion |
|---|---|---|---|
| ServiceNow, Inc. (Quinlan director) | Vendor | Purchased license subscription from ServiceNow | Ordinary course; amounts immaterial; arm’s‑length; does not impair independence |
| Sonatype; Delinea | Vendor | Purchased software licenses | Ordinary course; amounts immaterial; arm’s‑length; does not impair independence |
Expertise & Qualifications
- Technology and cybersecurity oversight; global business experience; identified on BKNG skills matrix for Finance and Technology (Quinlan’s matrix shows Finance and Technology) .
- Leads Cybersecurity Subcommittee; oversight of cybersecurity program, privacy/data protection, crisis preparedness, and major financial systems transformations .
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Beneficial ownership (Quinlan) | 259 shares | As of March 31, 2025; <1% of shares outstanding |
| Outstanding director RSUs (Quinlan) | 71 shares | As of Dec 31, 2024 |
| Director ownership guidelines | 10x annual base cash retainer | All non‑employee directors met as of March 31, 2025, except Ms. Grier (expected to meet post‑May 2025 vest) |
| Hedging/pledging | Prohibited | Applies to directors and executive officers |
Governance Assessment
- Strengths: Independent status; chairs Cybersecurity Subcommittee with structured NIST‑anchored oversight and regular reporting; robust board meeting attendance standards; prohibition on hedging/pledging; director ownership guidelines met (Quinlan included) supporting alignment .
- Compensation alignment: Balanced cash fees with time‑based RSUs (one‑year vest, dividend equivalents only upon vesting); total reported 2024 compensation consistent with BKNG’s director pay framework and within the $750,000 annual cap under plan .
- Potential conflicts: Ordinary‑course vendor relationships with ServiceNow/Sonatype/Delinea where Quinlan has affiliations; Board concluded immaterial and arm’s‑length, not impairing independence .
- Signals/RED FLAGS:
- Minor tax gross‑up associated with tax prep reimbursement ($1,468) noted; size de minimis and not indicative of broader shareholder‑unfriendly practices for directors .
- No pledging/hedging permitted; no related‑party transactions exceeding materiality thresholds disclosed for Quinlan; Section 16(a) compliance affirmed for directors in 2024 .
Overall, Quinlan’s deep technology/cyber expertise and leadership of the Cybersecurity Subcommittee, combined with independence and ownership alignment, support board effectiveness; vendor interlocks appear well‑controlled and immaterial under BKNG’s related‑party policy .