James Chu
About James K. Chu
James K. Chu is Head of Owner Relations at Hyatt Hotels Corporation, effective July 1, 2025, after serving as Executive Vice President and Chief Growth Officer; he has been with Hyatt for more than 18 years, with prior leadership roles overseeing global development, franchising, and select service strategy (previously at Wyndham International) . He is 61 years old, per Hyatt’s FY2024 Form 10-K, and his remit has focused on development, owner relations, transactions, and product/design strategy—key drivers of Hyatt’s brand footprint expansion . Relevant performance context for incentive alignment: 2024 Adjusted Compensation EBITDA was $1,189 million (driving EIP Financial component payouts), the 2022–2024 PSU program paid at 134% of target, and current PSUs are tied to multi-year net rooms growth and Adjusted Compensation EBITDA with a relative TSR modifier .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Hyatt Hotels Corporation | Head of Owner Relations | 2025–present | Focused engagement with owners; alignment of development pipeline and owner returns . |
| Hyatt Hotels Corporation | EVP, Chief Growth Officer | 2022–2025 | Oversaw global development, owner relations, transactions, product/design; accelerated brand footprint growth . |
| Hyatt Hotels Corporation | EVP, Global Franchising & Development | 2021–2022 | Led franchising and development globally to support pipeline and asset-light growth . |
| Hyatt Hotels Corporation | Global Head of Development | 2018–2021 | Directed global development—key lever for net rooms growth . |
| Hyatt Hotels Corporation | Global Head of Select Service & Franchise Strategy | 2016–2018 | Strengthened Hyatt Place/House growth platform and franchise strategy . |
| Wyndham International | Various roles (GM, VP Sales, SVP Business Development) | Pre-2005 | Commercial and development leadership foundation in hospitality . |
Fixed Compensation
| Metric | 2024 |
|---|---|
| Base Salary (year-end $) | $767,500 |
| Target Bonus (% of salary) | 100% (EVP) |
| Actual Annual Incentive Paid ($) | $582,400 |
| All Other Compensation ($) | $40,775 (401k match $13,800; DCP $19,500; insurance $1,235; perqs $6,240) |
Performance Compensation
2024 Annual Incentive Plan (EIP) outcomes (Chu)
| Component | Weight | Target/Goal | Actual | Payout (% of target) | Payout ($) |
|---|---|---|---|---|---|
| Financial Performance (Adjusted Compensation EBITDA) | 60% | Target: $1,287m; Threshold $1,094m; Max $1,544m | $1,189m | 75% (interpolated per scale) | $344,454 |
| Strategic Priorities (dashboard) | 20% | Company 4-priority dashboard | Assessed by Committee | 65% | $99,775 |
| Individual Business Goals (IBGs) & Discretion | 20% | Chu IBGs (growth trajectory, luxury/lifestyle acceleration, high-return new markets) | Committee assessment | 90% | $138,150 |
| Total | — | — | — | 76% of year-end salary | $582,400 |
2024 Long-Term Incentive (LTIP) target mix and values (Committee design)
| Instrument | Target value ($) | Mix |
|---|---|---|
| PSUs (2024–2026 cycle) | 600,000 | 40% |
| SARs | 450,000 | 30% |
| RSUs | 450,000 | 30% |
2024 Grants of Plan-Based Awards (as granted)
| Award | Grant date | Quantity | Exercise/Base | Grant date FV ($) |
|---|---|---|---|---|
| PSUs (target; 2024–2026) | 5/15/2024 | 3,818 | — | 633,215 |
| SARs | 3/19/2024 | 6,537 | $157.11 | 449,942 |
| RSUs | 3/19/2024 | 2,864 | — | 449,963 |
- PSU performance design: Three-year relative net rooms growth and three-year Adjusted Compensation EBITDA, with a relative TSR modifier through Dec 31, 2026; service-based vesting through performance period; CIC/qualifying termination exceptions as disclosed .
- Vesting schedules: RSUs and SARs generally vest in four equal annual installments beginning March 16 following grant; PSUs vest based on performance at period end (2024 PSUs end 12/31/2026; 2023 PSUs end 12/31/2025) .
- Realized outcomes: 2022–2024 PSUs paid at 134% of target (value reported in 2024 “Stock Vested”) .
- Program change: 2020 PSUs were terminated by mutual agreement on April 2, 2025 .
Option Exercises and Stock Vested (2024)
| Metric (2024) | Quantity | Value ($) |
|---|---|---|
| Shares acquired on vesting (RSU/PSU) | 27,078 | 3,970,956 |
| SARs exercised | — | — |
Equity Ownership & Alignment
Beneficial Ownership (as of March 24, 2025 record date)
| Holder | Class A shares | % of Class A | % of total common | Notes |
|---|---|---|---|---|
| James K. Chu | 46,900 | <1% | <1% | Executive officers/directors table; SARs not included in share count . |
Outstanding Equity Awards at 12/31/2024 (selected items shown)
RSUs/PSUs (unvested/unearned and market value at $156.98 per share):
| Award | Grant date | Unvested/Unearned (#) | Market value ($) |
|---|---|---|---|
| RSUs | 3/19/2024 | 2,864 | 449,591 |
| PSUs (target; 2024–2026) | 5/15/2024 | 3,818 | 599,350 |
| RSUs | 9/13/2023 | 17,931 | 2,814,808 |
| PSUs (target; 2023–2025) | 5/17/2023 | 5,371 | 843,140 |
| RSUs | 3/21/2023 | 3,021 | 474,237 |
| RSUs | 5/18/2022 | 15,817 | 2,482,953 |
| RSUs | 5/18/2022 | 1,518 | 238,296 |
| PSUs (target; 2020–2025) | 12/9/2020 | 4,534 | 711,747 (terminated Apr 2025) |
SARs (exercisable/unexercisable counts, exercise price, expiration):
| Grant date | Exercisable (#) | Unexercisable (#) | Exercise price | Expiration |
|---|---|---|---|---|
| 3/19/2024 | — | 6,537 | $157.11 | 3/19/2034 |
| 3/21/2023 | 2,317 | 6,953 | $111.71 | 3/21/2033 |
| 5/18/2022 | 3,734 | 3,737 | $79.03 | 5/18/2032 |
| 3/24/2022 | 2,784 | 2,784 | $95.06 | 3/24/2032 |
| 3/24/2021 | 5,256 | 1,752 | $80.46 | 3/24/2031 |
| 3/24/2020 | 22,635 | — | $48.66 | 3/24/2030 |
| 3/20/2019 | 11,747 | — | $71.67 | 3/20/2029 |
| 3/21/2018 | 9,465 | — | $80.02 | 3/21/2028 |
| 3/22/2017 | 12,232 | — | $52.65 | 3/22/2027 |
Additional disclosure: SARs that are or become exercisable within 60 days after March 24, 2025 include tranches at exercise prices of $52.65, $80.02, $71.67, $48.66, $80.46, $95.06, $79.03, $111.71, and $157.11, with quantities per price level specified in footnote (19) .
Ownership policies and alignment
- Executive stock ownership guidelines: CEO 6x salary; EVPs (incl. Chu) 3x salary; 5-year compliance window; all NEOs met guidelines as of Dec 31, 2024; 20% net-share hold until achieving guideline; maintain at least 20% of required value in owned shares thereafter .
- Anti-hedging/anti-pledging: Hedging prohibited; pledging generally prohibited except limited, pre-approved cases with demonstrated capacity to repay without resort to pledged securities .
- No disclosure of any pledged shares by Chu in the proxy’s ownership tables .
Employment Terms
| Item | Plan terms / Amounts |
|---|---|
| Severance & CIC structure | Double-trigger only: severance benefits require qualifying termination; no single-trigger equity acceleration . |
| Cash severance (Without Cause) | $1,446,100 |
| Cash severance (CIC + Qualifying Termination) | $3,070,000 |
| Annual incentive in year of termination (Retirement/Voluntary) | $582,400 |
| Annual incentive (CIC + Qualifying Termination) | $767,500 |
| Annual incentive (Death/Disability) | $582,400 |
| Clawback | NYSE Rule 10D-1 compliant clawback for erroneously awarded incentive-based compensation; additional company recovery policy for misconduct; applies to current/former executives . |
| Tax gross-ups | Company states it does not provide excise tax gross-ups (except limited relocation/expatriate cases) . |
Additional Governance and Shareholder Context
- 2025 Say-on-Pay: Approved on an advisory basis (For: 568,359,857; Against: 650,927; Abstain: 126,009; Broker non-votes: 4,353,301) .
- Compensation oversight: Talent & Compensation Committee (independent directors; relied on Korn Ferry in 2024) .
- Dual-class structure context (company position): cited as supporting long-term strategy and net rooms growth; not specific to Chu, but informs incentive focus on multi-year metrics .
Investment Implications
- Pay-for-performance alignment: Chu’s cash incentive was formulaically tied to Adjusted Compensation EBITDA (60%) with strategic priorities (20%) and IBGs (20%); 2024 total payout at 76% of year-end salary indicates calibration against mixed outcomes (Adj. Comp EBITDA at $1,189m; strategic priorities at 65%; IBGs at 90%) .
- Equity-heavy incentives and vesting cadence: 2024 LTI target mix 40% PSUs / 30% SARs / 30% RSUs with four-year ratable vesting for time-based awards and a 3-year PSU cycle; near-term supply from annual RSU/SAR vesting around March 16 and PSU final vesting in Dec 2026; 2020 PSUs were terminated in Apr 2025, reducing potential overhang from that cycle .
- Ownership alignment and risk controls: Chu meets 3x salary ownership guideline; anti-hedging and anti-pledging policies, plus clawback, meaningfully mitigate misalignment and risk-taking; no pledging is disclosed for Chu .
- Role transition implications: Shift to Head of Owner Relations (effective July 1, 2025) sharpens focus on owner engagement and franchise economics, areas that tie directly to net rooms growth and fee-based EBITDA—key PSU metrics—potentially reinforcing long-term growth alignment .
- Shareholder support: Strong Say-on-Pay approval provides external validation of program design during the period covering Chu’s NEO service .
Note: We attempted to retrieve Form 4 insider trading data for additional insights on selling patterns, but the insider-trades service returned an authorization error during this session. The above analysis relies on Hyatt’s 2025 DEF 14A, 8-Ks, and FY2024 10-K disclosures.