Sean Moriarty
About Sean Moriarty
Independent director of BRC Inc. (BRCC), age 54, appointed April 11, 2025 as a Class II director with a term running until the 2027 annual meeting; confirmed independent under NYSE and Exchange Act rules. He is CEO and director of Primer (AI) and the Lead Independent Director at Eventbrite (NYSE: EB) since 2010; prior roles include CEO of Leaf Group, CEO of Saatchi Online, EIR at Mayfield Fund, and President/CEO plus senior operating/technology roles at Ticketmaster. Education: undergraduate degree from the University of South Carolina; attended graduate school at Boston University and University of South Carolina. Core credentials: operations leadership, technology, brand growth, and governance experience across consumer and tech companies .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ticketmaster | President & CEO; prior EVP, Technology and COO | President/CEO 2007–2009; EVP Tech/COO 2000–2006 | Board director 2008–2009 |
| Mayfield Fund | Entrepreneur in Residence | 2009–2012 | Venture operating role |
| Saatchi Online (Saatchi Art) | Chief Executive Officer | Aug 2013–Aug 2014 | Led online art marketplace prior to acquisition by Leaf Group |
| Leaf Group (now Graham Holdings subsidiary) | Chief Executive Officer; Director | CEO Aug 2014–Apr 2023; Director Aug 2014–Jun 2021 | Led public company through acquisition; brand/operations growth |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Eventbrite (NYSE: EB) | Lead Independent Director | 2010–Present | Lead independent oversight role |
| Primer (private AI company) | Chief Executive Officer; Director | Current | Operating executive and board member |
| Ticketmaster | Director | 2008–2009 | Post-CEO board seat |
Board Governance
- Independence: Board affirmed Moriarty as an “independent director” under NYSE and Exchange Act standards .
- Committee assignments: None disclosed for Moriarty as of the April 15, 2025 proxy; FY2024 committee table shows no committee memberships for him (appointment occurred after FY2024) .
- Board attendance: In FY2024, all directors attended at least 75% of Board/committee meetings; Moriarty not included due to April 11, 2025 appointment .
- Class and term: Appointed April 11, 2025 as a Class II director; term through the 2027 annual meeting .
- Controlled company: BRCC is a “controlled company” under NYSE standards (Executive Chairman Evan Hafer controls a majority of voting power); committee independence exemptions available, though Audit meets Rule 10A-3; Compensation and Nominating committees acknowledge controlled-company exemptions .
- Lead Independent Director: Kathryn Dickson serves as Lead Independent Director .
- Indemnification: Standard form indemnification agreement executed upon appointment .
Fixed Compensation
| Component | Amount/Details | Vesting | Source |
|---|---|---|---|
| Annual cash retainer (non-employee directors) | $50,000 | N/A | |
| Committee member fees | Audit $10,000; Compensation $6,000; Nominating/Governance $5,000 | N/A | |
| Committee chair fees | Audit $20,000; Compensation $10,000; Nominating/Governance $9,000 | N/A | |
| Initial RSU (joining grant) | $150,000 grant-date fair value | Vests in full on 3rd anniversary (program); Moriarty’s 8-K states “vesting over three years” | |
| Annual RSU grant | $125,000 grant-date fair value | Vests in full after 1 year | |
| Election to take cash in RSUs | Directors may elect RSUs in lieu of cash; Moriarty elected RSUs | RSUs vest per grant schedules |
Performance Compensation
| Metric/Feature | Disclosed? | Details |
|---|---|---|
| Performance-based equity (PSUs) | Not disclosed for directors | Director equity described as RSUs with time-based vesting; no performance metrics specified |
| Performance cash bonus | Not applicable for directors | Director program is retainers/RSUs; no bonus metrics |
Director-Specific Grants (April 11, 2025)
| Grant Type | Grant Date | RSUs (#) | Fair Value ($) | Vesting |
|---|---|---|---|---|
| Joining RSU | Apr 11, 2025 | 69,767 | $150,000 | Over 3 years (per 8-K) |
| First annual RSU | Apr 11, 2025 | 7,646 | $16,438 | After 1 year |
| RSUs in lieu of cash retainer | Apr 11, 2025 | 23,256 | $50,000 | Vests quarterly |
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict Notes |
|---|---|---|
| Eventbrite | Lead Independent Director | No BRCC-related party transactions disclosed for Moriarty; Item 404 notes none for his appointment |
| Primer | CEO/Director | Private company; no BRCC related-party transactions disclosed |
Expertise & Qualifications
- Governance/finance/strategy: Board qualifications matrix lists Moriarty’s strengths in corporate governance, mergers & acquisitions, marketing, technology, and growth company experience .
- Operational and brand growth leadership from Ticketmaster, Leaf Group, Saatchi Online, and Primer .
Equity Ownership
| Holder | Class A Owned | Shares Issuable Within 60 Days | Options Exercisable Within 60 Days | Class B Owned | Total Class A Beneficially Owned | % Class A | % Total Voting Power |
|---|---|---|---|---|---|---|---|
| Sean Moriarty | — | — | — | — | — | — | — |
| Notes: As of March 15, 2025, Moriarty had no beneficial ownership reported; RSU grants occurred April 11, 2025 and are not reflected in this table cutoff . |
Insider Filings
| Filing Type | Date | Notes |
|---|---|---|
| Form 3 (Exhibit: Power of Attorney) | Apr 11, 2025 | Executed POA authorizing filings of Forms 3/4/5; indicates new insider status as of appointment |
Governance Assessment
- Independence and engagement: Newly appointed independent director with deep operating and technology background; no Item 404 related-party transactions at appointment and standard indemnification in place, supporting investor confidence .
- Compensation and alignment: High equity mix via RSUs (including voluntary election to receive retainer in RSUs), aligning interests with shareholders; RSUs are time-based (no performance metrics), typical for director pay .
- Board structure risk: Controlled company status concentrates voting power and permits certain committee independence exemptions; Audit complies with Rule 10A-3; Compensation/Nominating committees acknowledge exemptions—investors should monitor potential influence dynamics .
- Policy safeguards and exceptions: Insider Trading Policy prohibits hedging/pledging, yet Board approved a specific pledge exception for another director (Mr. Taslitz) in 2022—an environment signal to track though not tied to Moriarty’s holdings; continued adherence to prohibitions should be confirmed for all directors .
- Attendance baseline: Board/committee attendance ≥75% in FY2024; Moriarty not included given April 2025 start; monitor FY2025 attendance for engagement signal .
RED FLAGS: Controlled company governance exemptions may reduce minority shareholder influence; prior pledge exception for another director indicates willingness to override anti-pledging policy in special cases—track for consistency and potential conflicts .
Signals: Election to receive cash in RSUs and no related-party transactions at appointment point to alignment and low conflict risk for Moriarty .