Chad Hollingsworth
Live Nation EntertainmentAbout Chad Hollingsworth
Chad Hollingsworth, age 48, has served as an independent director of Live Nation since 2020 and is Chair of the Compensation Committee. He is Senior Vice President, Corporate Strategy at Liberty Media (since 2024; previously SVP Corporate Development since 2016) and was nominated to Live Nation’s board pursuant to the Liberty Stockholder Agreement .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Liberty Media Corporation | SVP, Corporate Strategy; previously SVP, Corporate Development | SVP Strategy since 2024; SVP Corporate Development since 2016; joined 2007 | Strategic growth for sports/live entertainment; transaction execution |
| Live Nation Entertainment, Inc. | Director | Since June 2020 | Chair, Compensation Committee |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Rocky Mountain PBS | Director | Not disclosed | Colorado-based nonprofit |
| Invest in Kids | Director | Not disclosed | Colorado-based nonprofit |
Board Governance
- Committee assignments: Hollingsworth chairs Compensation; other committee memberships listed below .
- Independence: Board determined Hollingsworth is independent under NYSE and company standards in 2021–2024 .
- Attendance: The board met four times, and all directors attended ≥75% of board/committee meetings in 2021, 2022, 2023, and 2024 .
- Executive sessions: Non-management executive sessions were presided over by the non-executive chairman (Maffei in 2021–2023; Mays in 2024) .
- Compensation Committee responsibilities include oversight of executive compensation, equity plans, shareholder engagement on pay, risk in pay programs, human capital/DEI, and clawback policy administration .
| Director Committee Matrix (current per 2025 proxy) | Audit | Nominating & Governance | Compensation | Executive |
|---|---|---|---|---|
| Chad Hollingsworth | ✓ (Chair) |
Fixed Compensation
Director pay structure (non-employee directors): $100,000 annual cash retainer; committee member retainers: Audit $21,000, Compensation $15,000, Nominating & Governance $10,000; additional chair retainers: Audit $18,000, Compensation $15,000, Nominating & Governance $10,000; annual restricted stock grant $200,000; non-executive chair receives extra $60,000 cash (electable in stock) and $120,000 restricted stock; no meeting fees .
| Hollingsworth Director Compensation ($) | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Fees Earned or Paid in Cash | $0 | $108,750 | $120,000 | $127,500 | $130,000 |
| Stock Awards (grant-date fair value, ASC 718) | $241,571 | $148,004 | $134,103 | $205,663 | $188,362 |
| Total | $241,571 | $256,754 | $254,103 | $333,163 | $318,362 |
Notes: In 2020, the board temporarily reduced cash compensation by 35% and paid fees in restricted stock due to COVID-19, restoring regular plan in January 2021 .
Performance Compensation
- Director equity is time-based restricted stock; no performance-based metrics (e.g., PSUs) are used for director awards. Awards vest in full on the first anniversary of grant (off-cycle awards vest on the first anniversary of on-cycle grants) .
- Clawback policy referenced in governance and administered by Compensation Committee; applies to compensation erroneously awarded due to financial restatements .
- Hedging and pledging: Company prohibits hedging of company securities; pledging requires preapproval .
| Director Equity Plan Features | Value/Terms | Evidence |
|---|---|---|
| Annual director RS grant (policy value) | $200,000 in restricted stock | |
| Vesting | One-year cliff vest | |
| Performance metrics on director equity | None disclosed (time-based RS only) | |
| Clawback policy | Present; administered by Compensation Committee | |
| Hedging/Pledging | No hedging; pledging only with preapproval |
Other Directorships & Interlocks
| Entity | Relationship | Potential Conflict/Interlock Consideration |
|---|---|---|
| Liberty Media Corporation | Hollingsworth is SVP; Liberty is a ~30% beneficial owner and has board nomination rights; Hollingsworth was nominated pursuant to the Liberty Stockholder Agreement | Major shareholder influence on board composition; Liberty’s rights include nominating up to two directors, with one independent; Liberty has waived committee representation rights; Live Nation limits Liberty’s voting above 35% via agreement |
| Liberty-affiliated transactions | Ticketing/venue arrangements and advertising/sponsorship with Liberty-related entities | Related-party exposure monitored by Audit Committee; transactions at arm’s length; revenue/expense disclosed (see Related Party table) |
Expertise & Qualifications
- Senior-level corporate strategy and corporate development background at Liberty; focus on sports and live entertainment investments .
- Board service experience and deal execution expertise cited by Live Nation as qualifications .
Equity Ownership
| Beneficial Ownership (as of record date) | 2022 (Apr 18) | 2023 (Apr 11) | 2024 (Apr 19) | 2025 (Apr 16) |
|---|---|---|---|---|
| Common Stock | 4,481 | 6,182 | 7,822 | 10,266 |
| Exercisable Options | — | — | — | — |
| Restricted Stock Unvested | 1,701 | 1,640 | 2,444 | 2,115 |
| Other | — | — | — | — |
| Total Beneficial Ownership | 6,182 | 7,822 | 10,266 | 12,381 |
| Ownership % of LYV outstanding | <1% | <1% | <1% | <1% |
Alignment policies: Robust stock ownership guidelines; prohibition on hedging; pledging requires preapproval .
Compensation Committee Analysis
- Composition (2024–2025): Hollingsworth (Chair), Iovine, Mays, Watkins; each member independent .
- Meeting frequency: Compensation Committee met twice during 2023 .
- Scope: Oversees CEO and executive pay, equity plans, shareholder engagement on pay, risk assessments, human capital/DEI, and clawback policy .
Say-on-Pay & Shareholder Feedback
| Year | Result | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|---|
| 2023 | Not approved | 92,314,797 | 106,777,716 | 51,600 | 6,362,544 |
| 2024 | Approved | 132,040,068 | 78,643,171 | 44,562 | 5,583,417 |
| 2025 | Approved | 159,767,755 | 56,707,541 | 51,379 | 7,200,625 |
Context: Hollingsworth chaired the Compensation Committee by 2024–2025; say-on-pay outcomes improved versus 2023’s failed advisory vote .
Related Party Transactions
| Year | Counterparty | Revenue Recognized | Expenses Incurred | Notes |
|---|---|---|---|---|
| 2021 | Liberty-affiliated sports franchise; Liberty subsidiary (satellite radio) | ~$7.8 million | ~$1.6 million | Ordinary-course, arm’s-length; ticketing, venue lease, royalties, advertising/sponsorship |
| 2022 | Liberty-affiliated entities | ~$12.1 million | ~$2.4 million | Same categories as above |
| 2024 | Atlanta Braves Holdings (Liberty-affiliated spin structure) | ~$11.1 million | ~$4.8 million | Arm’s-length; ticketing, lease, royalties; satellite radio spin-off noted with ~$0.9 million revenue pre-spin |
Audit Committee oversees related-person transactions under formal policy and charter .
Governance Assessment
- Strengths: Independent status; deep sector strategy experience; Compensation Committee leadership with robust scope (risk, clawback, human capital); board-level ownership and anti-hedging/pledging policies support alignment .
- Shareholder feedback: Notable failed say-on-pay in 2023 followed by approvals in 2024–2025; indicates responsiveness/improvement under the committee’s oversight .
- Attendance: Meets minimum engagement thresholds; all directors ≥75% attendance in recent years .
- RED FLAGS/Potential conflicts: Hollingsworth’s executive role at Liberty and nomination via Liberty Stockholder Agreement while Liberty is a ~30% holder; ongoing transactions with Liberty-affiliated entities create perceived conflicts, mitigated by Audit Committee oversight and arm’s-length treatment .
- Committee independence: Compensation Committee comprised solely of independent directors; no Liberty committee representation rights exercised (revocably waived) .
Overall, Hollingsworth brings strategic and transaction expertise aligned with Live Nation’s core markets, but investors should monitor Liberty-related influences and related-party transaction governance, as well as continued responsiveness to shareholder pay concerns through the Compensation Committee .