Jarrett T. Bostwick
About Jarrett T. Bostwick
Jarrett T. Bostwick, 51, has served as an independent director of Falcon’s Beyond Global, Inc. since the October 2023 business combination closing; he is a managing director and private advisor at Rockefeller Capital Management’s Bostwick Walters Wealth Partners (since June 2022, following Rockefeller’s acquisition of Spearhead Capital Advisors) and previously founded Spearhead Capital in 2011 and served as partner and general counsel. He holds a BA (International Affairs, George Washington University), JD (Gonzaga University School of Law), and LL.M. in Taxation (University of Washington School of Law), and was recognized by Worth Magazine in 2005 as a “Top 100 Attorneys” for affluent clients . The Board annually affirmed his independence under Nasdaq rules, including for Audit and Compensation committee service .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Rockefeller Capital Management (Bostwick Walters Wealth Partners) | Managing Director & Private Advisor | Since June 2022 | Implements private/public investment strategies; structured capital facilitation |
| Spearhead Capital Advisors | Founder; Partner & General Counsel | 2011–2022 | Built full-service financial services platform; investment strategy leadership |
| National Financial Companies | Managing Principal | Since 2008 | Multi-family office VC firm; acquisitions and exits across sectors |
| Handler Thayer, LLP (Chicago) | Partner (2005–2011); Of Counsel | 2005–2011; current Of Counsel | Services to affluent families and family offices |
| Gardner, Carton & Douglas, LLP | Partner; previously Associate | 2003–2005 | Wealth Planning & Philanthropy Group |
| Ernst & Young | Senior Manager, Tax Practice | Prior to 2003 | Managed global tax engagements; coordinated tax provisions in public company audits |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Foundation for Animal Care and Education (San Diego) | Board Member | Not disclosed | Focused on preventing economic euthanasia via financial support |
| Casey Cares Foundation (regional board) | Board Member | Not disclosed | Supports families with children facing critical health issues; operates in 22 states |
Board Governance
- Committee assignments and independence:
- Member: Audit; Compensation; Nominating & Corporate Governance; designated an “audit committee financial expert” under Item 407(d) of Regulation S‑K; all committee members are independent under Nasdaq and SEC rules .
- Executive sessions: Board and all standing committees meet regularly in executive session without management present .
- Meetings and attendance (FY2024):
- Board: 7; Audit: 7; Compensation: 4; Nominating & Corporate Governance: 2; no director attended fewer than 75% of the meetings of the Board and their committees .
- Board structure: Executive Chairman (Scott Demerau), CEO (Cecil D. Magpuri), and President (Simon Philips) serve on the Board; roles of Chair/CEO separated at present .
Committee Memberships
| Committee | Role | Financial Expert? | Independence Status |
|---|---|---|---|
| Audit | Member | Yes | Independent for Audit Committee service (Exchange Act §10A(m)(3)) |
| Compensation | Member | N/A | Independent for Compensation Committee service (Exchange Act §10C(a)(3)) |
| Nominating & Corporate Governance | Member | N/A | Independent |
Fixed Compensation
Director Compensation Program (effective FY2025)
| Component | Amount | Notes |
|---|---|---|
| Annual cash fee | $50,000 | Commencing FY2025 |
| Annual RSU grant | $75,000 award value | Non‑employee director equity |
| Additional RSUs for committee chairs | Audit Chair: $25,000; Compensation Chair: $15,000; Nominating & Corporate Governance Chair: $10,000 | Applies only to chair roles |
Actual FY2024 Director Compensation (Non‑Employee Directors)
| Name | Cash Fees ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Jarrett T. Bostwick | — | 115,000 | 115,000 |
| Sandy Beall | — | 85,000 | 85,000 |
| Doug Jacob | — | 75,000 | 75,000 |
| Gino P. Lucadamo | — | 18,904 | 18,904 |
Note: Company expected to commence payment of cash fees during 2025 .
Performance Compensation
- Structure: RSUs for non‑employee directors; FY2024 awards were time‑based (no disclosed performance metrics), with certain director RSUs vesting 100% on the first anniversary of grant .
- Consultant: Compensation Committee engaged Mercer (US) Inc. as independent compensation consultant for peer benchmarking of executive and director pay; independence assessed annually .
RSU Detail (Bostwick)
| Item | Amount/Detail | Grant/Vest Terms |
|---|---|---|
| Stock awards (grant date fair value, FY2024) | $115,000 | Non‑employee director RSUs |
| RSUs outstanding (12/31/2024) | 13,053 units | Outstanding per proxy; vesting terms for director RSUs described in footnotes |
| Additional RSU grant | Up to 8,513 RSUs (granted 12/26/2024) | 100% vest on first anniversary of grant (subject to service) |
Performance Metric Table (Director Equity)
| Metric Category | Metric | Applies to Bostwick’s Director Equity? |
|---|---|---|
| Financial | Revenue growth, EBITDA, TSR percentile | Not disclosed/applicable (time‑based RSUs) |
| ESG | Specific ESG goals | Not disclosed |
| Discretionary | Committee/Board performance modifiers | Not disclosed |
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | Not disclosed in the proxy |
| Private company/other roles | Rockefeller Capital Management (Bostwick Walters Wealth Partners); National Financial Companies; law firm Of Counsel |
| Shared directorships with competitors/suppliers/customers | Not disclosed |
Expertise & Qualifications
- Recognized legal/tax expertise: Worth Magazine “Top 100 Attorneys” (2005) .
- Degrees: BA (GWU), JD (Gonzaga), LL.M. Taxation (University of Washington) .
- Financial oversight credentials: Audit Committee financial expert; financially literate per Nasdaq rules .
- Capital markets/investment structuring experience (Rockefeller/Spearhead) .
Equity Ownership
| Holder | Class A Shares | Class B Shares | % Total Voting Power | Notes |
|---|---|---|---|---|
| Jarrett T. Bostwick | — | — | — | RSUs outstanding: 13,053 units; additional unvested RSUs: up to 8,513 granted 12/26/2024 (vest in 1 year) |
Company policies: Directors are prohibited from hedging, holding in margin accounts, or pledging Company securities .
Governance Assessment
- Strengths
- Independence affirmed for Board and key committees; Bostwick designated audit committee financial expert, enhancing oversight of reporting, controls, and related-party reviews .
- Strong shareholder support: elected Class I director at 2024 annual meeting with 130,633,957 votes for and 686,388 withheld; broker non‑votes 4,046,831 .
- Robust governance practices: regular executive sessions; formal Related Person Transaction Policy with Audit Committee review; hedging/pledging prohibitions .
- Alignment and incentives
- FY2024 director pay was entirely equity ($115k RSUs), aligning with shareholder interests; FY2025 introduces a $50k cash retainer, modestly reducing at‑risk mix but consistent with market practice .
- As of the 2025 record date, no beneficial ownership of common shares; alignment primarily via RSUs (13,053 outstanding; additional 8,513 unvested), which vest time‑based rather than performance‑based .
- Conflicts/Risk indicators
- Related‑party financing is extensive among entities connected to the Executive Chairman and affiliates; Audit Committee oversight (including Bostwick) is explicitly responsible for approving Item 404 transactions—a critical safeguard. No related‑party transactions are disclosed as involving Bostwick or his affiliated entities (Rockefeller/National Financial Companies) .
- RED FLAGS to monitor: continued reliance on affiliate financing (Infinite Acquisitions/Katmandu) and deferred loan amendments may elevate governance risk; effectiveness of committee oversight and independence remains pivotal .
Shareholder Voting (Signal of Support)
| Proposal (2024 AGM) | For | Withheld/Against | Broker Non‑Votes |
|---|---|---|---|
| Elect Jarrett T. Bostwick (Class I, term to 2027) | 130,633,957 | 686,388 | 4,046,831 |
| Ratify Deloitte & Touche LLP (FY2024 auditor) | 135,316,774 | 39,510 | 10,891 (N/A broker non‑votes) |
Policies and Controls (Context)
- Clawback policy applies to executive officers (restatements); Compensation Committee to recover excess incentive comp; not specified for directors .
- Compensation governance supported by Mercer (independence assessed annually) .
Notes on Term and Independence
- Class I director term runs through the 2027 Annual Meeting (elected June 11, 2024) .
- Independence: Board determined Bostwick independent for Board and committee service under Nasdaq rules .