Eric Hart
About Eric Hart
Eric Hart, age 49, is an independent Class I director of Global Business Travel Group, Inc. (GBTG) serving since May 27, 2022; he is currently Chief Financial Officer of Plaid and formerly Expedia Group CFO and Chief Strategy Officer, with prior roles at Lake Capital, Boston Consulting Group, and Accenture (B.S. Georgia State; MBA University of Chicago Booth) . Hart was nominated to GBTG’s Board by Expedia pursuant to the Shareholders Agreement, and is classified by GBTG as independent under NYSE rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Plaid | Chief Financial Officer | Current | Oversees corporate finance functions (role disclosed; impact not further detailed) |
| Expedia Group | Chief Financial Officer | Dec 2019–Oct 2022 | Oversaw corporate development, accounting, reporting/analysis, IR, treasury, internal audit, tax, real estate |
| Expedia Group | Chief Strategy Officer | Prior to CFO | Led strategy, business development, global M&A and investments |
| Expedia Group | General Manager, CarRentals.com | ~3 years | Business unit general management |
| Expedia Group | Corporate Strategy Lead | Prior to GM | Led major acquisitions |
| Lake Capital | Vice President | Prior | Private equity investing and portfolio support |
| Boston Consulting Group | Project Leader | Prior | Strategy engagements |
| Accenture | Consultant | Prior | Consulting |
External Roles
| Organization | Role | Board/Committee | Notes |
|---|---|---|---|
| Plaid | Chief Financial Officer | None disclosed | Executive role; not a public company directorship |
Board Governance
- Classification and tenure: Class I director; term expires at 2026 annual meeting; independent under NYSE rules .
- Committee assignments: None at present (not serving on Audit & Finance, Compensation, Risk & Compliance, or Nominating & Corporate Governance) .
- Attendance: Board met 7 times in 2024; committees met 19 times in aggregate; all incumbent directors attended at least 75% of meetings of the Board and of committees on which they served (Hart met the guideline) .
- Executive sessions: Non-management directors held executive sessions at each regular Board meeting; sessions were chaired by the independent Chairman, Greg O’Hara .
- Board leadership: Roles of Chair and CEO are separated; Greg O’Hara serves as independent Chair; Paul Abbott is CEO .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual Board cash retainer | $85,000 | Standard director retainer; Hart holds no committee roles so no committee retainers apply |
| Committee chair/member fees | $0 | Not applicable; Hart is not on committees |
| Meeting fee premiums | $0 | Premiums only paid above specified meeting counts; none disclosed for Hart in 2024 |
Performance Compensation
| Equity Instrument | Grant Value | Vesting | Notes |
|---|---|---|---|
| Restricted Stock Units (RSUs) | $160,000 | RSUs granted to non-employee directors vest on the date of the next annual meeting following grant; pro-rated vesting for partial-year service |
No director performance stock units or option awards are disclosed for Hart; director equity is time-based RSUs without financial or TSR performance conditions .
Other Directorships & Interlocks
| Company | Relationship | Potential Interlock/Conflict Consideration |
|---|---|---|
| Expedia Group, Inc. | Nominated Hart to GBTG’s Board under the Shareholders Agreement; Expedia owns ~15.6% of GBTG Class A shares | Nomination rights and significant ownership could influence governance; Hart remains classified as independent under NYSE rules |
| American Express Company; Qatar Investment Authority | Significant holders with nomination/approval rights per Shareholders Agreement | Broader governance influence; not specific to Hart but relevant Board context |
Expertise & Qualifications
- Finance and capital markets: Former CFO of Expedia Group and current CFO of Plaid; oversight of core finance functions and investor-facing roles .
- Strategy and M&A: Led corporate strategy, business development, M&A, and investments at Expedia; consulting experience at BCG and Accenture .
- Education: B.S. (Georgia State University); MBA (University of Chicago Booth) .
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Total beneficial ownership | 66,281 shares | As of April 15, 2025 record date |
| Ownership % of outstanding | ~0.014% | 66,281 / 478,702,748 outstanding shares |
| Unvested RSUs included | 25,039 | RSUs scheduled to vest on June 11, 2025 |
| Implied common shares | 41,242 | Beneficial total less included RSUs (66,281 − 25,039) |
| Hedging/pledging | Prohibited | Insider trading policy bars hedging and pledging by directors |
| Stock ownership guidelines | 5× annual cash retainer | Five years to comply; RSUs count; 50% net shares retention until met |
| Compliance status | In compliance with retention; accruing toward guideline | Directors act in accordance with policy; executive officers meet guidelines (director-by-director compliance not explicitly stated) |
Governance Assessment
-
Strengths
- Independent classification with strong finance, strategy, and M&A background; separates Chair and CEO roles with regular executive sessions chaired by independent Chair, supporting board effectiveness .
- Transparent director pay structure and modest cash retainer; time-based RSUs align director incentives with shareholders; hedging/pledging prohibited; stock ownership guidelines with retention promote alignment .
- Attendance meets the 75% guideline; board and committee cadence appears robust (7 Board meetings; 19 aggregate committee meetings) .
-
Risks/Conflicts
- Expedia nomination and significant ownership present perceived influence; while Hart is independent, investors should monitor related-party governance under the Shareholders Agreement (approval rights and nomination mechanics) for potential conflicts in strategic transactions or capital allocation involving Expedia or other controlling holders .
- Lack of committee assignments for Hart reduces direct oversight touchpoints (e.g., audit or compensation), which may limit engagement depth depending on Board needs .
-
Director Pay Signals
- 2024 director compensation for Hart: $85,000 cash + $160,000 RSUs (total $245,000), consistent with peers and GBTG policy; no meeting premiums or committee fees due to non-membership .
- Program revisions in late 2024 set standard RSU grants at $200,000 for directors prospectively, modestly increasing equity alignment without introducing performance gates for directors .
-
RED FLAGS
- Expedia nomination rights and 15.6% ownership could create perceived alignment to a large shareholder’s interests; investors should scrutinize board decisions involving Expedia or related ecosystem partners .
Director Compensation (Detail)
| Component | FY2024 | Vesting/Terms | Source |
|---|---|---|---|
| Cash retainer | $85,000 | Paid quarterly in arrears | |
| RSU grant | $160,000 | Vests at next annual meeting; pro-rata for partial terms | |
| Committee fees | $0 | Not on committees | |
| Meeting premiums | $0 | Premiums only above meeting count thresholds |
Committee Landscape (Board Context)
| Committee | Chair | Members | 2024 Meetings |
|---|---|---|---|
| Audit & Finance | Susan Ward | Ward; James Bush; Kathleen Winters | 9 |
| Compensation | James Bush | Bush; Greg O’Hara; Itai Wallach (replacing Gloria Guevara) | 4 |
| Nominating & Corporate Governance | Greg O’Hara | O’Hara; Ugo Arzani; James Bush | 2 |
| Risk Management & Compliance | Kathleen Winters | Winters; Ugo Arzani; Alexander Drummond; Raymond Joabar; Susan Ward | 4 |
Hart is not a member of any committee .
Related Party & Shareholder Influence (Board Context)
- Shareholders Agreement: American Express, Expedia, and QIA retain nomination rights (Board size and composition), and specified approval rights for certain actions, subject to ownership thresholds; these rights shape governance and decision-making frameworks .
- Principal holders: American Express 33.0%; QIA 18.3%; Expedia 15.6%; Apollo entities 5.4% .
Say-on-Pay & Compensation Governance (Company Context)
- 2024 say-on-pay approval exceeded 99%, indicating broad investor support for GBTG’s compensation practices; independent consultant (Semler Brossy) engagement and clawback policies noted as governance positives .
Notes on Data Availability
- Insider trades: No Form 4 transactions for Eric Hart are disclosed in the proxy; beneficial ownership table provides current holdings and scheduled RSU vesting .
- Director-specific performance metrics: None disclosed for directors; RSU awards are time-based .