Hamish Dodds
About Hamish A. Dodds
Independent director at Dave & Buster’s Entertainment, Inc. since 2017; age 68. Former President & CEO of Hard Rock International (2004–Feb 2017) with prior senior roles across beverages (PepsiCo; cbc/CabCorp) and earlier finance/operations roles in retail and shipping. Education: B.A. Business Studies, Robert Gordon University (Scotland); Honorary Doctorate (2011). Professional credentials include Fellow Member of the Chartered Management Accountants and service on the U.S. Advisory Board of IESE Business School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hard Rock International | President & Chief Executive Officer | Mar 2004–Feb 2017 | Led global brand spanning restaurants, hotels, casinos; expertise: leadership, strategy, operations, finance, global franchising, entertainment, gaming, F&B |
| cbc (The Central American Bottling Corporation / CabCorp) | Chief Executive Officer; Non-executive Director | CEO 2002–2003; NED 2003–2010 | Leadership, strategy, board governance; global distribution; F&B |
| PepsiCo, Inc. | Division President/GM and various management/financial roles (Latin America, Europe, MENA) | 1989–2002 | Accounting, finance, operations across beverages; global scope |
| The Burton Group (now Arcadia Group); Overseas Containers, Ltd. | Multiple management and financial positions | 1982–1989 | Accounting, finance; consumer goods/retail; logistics |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Dave & Buster’s Entertainment, Inc. | Director | Apr 2017–present | Independent director |
| Pier 1 Imports, Inc. | Director | Apr 2010–Sep 2020 | Public board service (ended 2020) |
| Fogo de Chão (private) | Director | Oct 2018–Oct 2023 | Private company board |
| IESE Business School (U.S. Advisory Board) | Member | n/a | Advisory role |
| Chartered Management Accountants | Fellow Member | n/a | Professional credential |
| Education | B.A. Business Studies; Honorary Doctorate | Robert Gordon University; 2011 | Education/recognition |
Board Governance
- Independence and financial expertise: Board affirms Dodds is independent; as an Audit Committee member, he is deemed financially literate and an “audit committee financial expert” under SOX/SEC rules .
- Committee assignments (FY2024): Audit Committee (Member); Finance Committee (Chair). Board context: Board met 8 times; Audit 5; Compensation 7; Nominating & Corporate Governance 4; Finance 14 .
- Attendance: In FY2024, no director attended fewer than 75% of aggregate Board and applicable committee meetings; all directors attended the June 20, 2024 annual meeting .
- Finance Committee scope: Oversees indebtedness, capital structure objectives, investment programs, audits major capex (real estate, new store development), and partners with management and the Compensation Committee on annual operating goals; chaired by Dodds; 14 meetings in FY2024 indicating high engagement cadence .
- Risk oversight: Audit Committee (of which Dodds is a member) oversees major financial risks and the Company’s Compliance Program and cybersecurity program, receiving structured updates and third-party assessments .
Fixed Compensation (Director)
| Fiscal Year | Fees Earned/Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| 2024 | 105,000 | 145,218 (RSUs, 4/24/2024 grant; 1-yr vest) | 250,218 |
| 2023 | 105,000 | 128,061 (RSUs, 4/24/2023 grant; 1-yr vest) | 233,061 |
| 2022 | 105,000 | 139,981 (RSUs; 1-yr vest) | 244,981 |
Director fee structure (FY2024) – applies to non-employee directors:
| Component | Amount ($) |
|---|---|
| Annual Cash Stipend | 75,000 |
| Equity Grant Value (annual RSUs) | 150,000 (value basis) |
| Board Chair Fee | 75,000 |
| Lead Independent Director Fee | 50,000 |
| Audit Committee Chair Fee | 25,000 |
| Compensation Committee Chair Fee | 20,000 |
| Finance Committee Chair Fee | 20,000 |
| Nominating & Corporate Governance Chair Fee | 20,000 |
| Non-chair Member Fee (per standing committee) | 10,000 |
Notes:
- Deferrals: In FY2024, only Chambers and Storms deferred 100% of cash fees; Dodds is not listed as deferring cash. Chambers, Mandel, and Storms deferred 100% of their 2024 RSUs; Dodds is not listed as deferring stock units .
Performance Compensation (Director)
- Structure: Annual time-based RSUs; typical vesting one year from grant. FY2024 RSU awards granted on April 24, 2024 with aggregate grant date fair value $145,218 (value based on closing price at grant; units based on closing price at approval date). Dodds had 2,723 unvested RSUs outstanding at FY2024 year-end, consistent with the standard annual grant size. Directors generally have optional deferral under the Director Deferred Compensation Plan .
- Prior year context: FY2023 RSU fair value $128,061; as of Feb 4, 2024, non-employee directors (including Dodds) each had 3,739 unvested RSUs outstanding from the prior cycle; vesting one year from award .
Performance metric table (director equity):
| Element | Metric | Weighting | Period | Payout Curve |
|---|---|---|---|---|
| Annual Director RSUs | Time-based service vesting | 100% | 1 year | N/A – no performance criteria disclosed |
Other Directorships & Interlocks
| Company/Organization | Type | Role | Tenure | Potential Interlock Notes |
|---|---|---|---|---|
| Dave & Buster’s Entertainment, Inc. | Public | Director | 2017–present | Current board |
| Pier 1 Imports, Inc. | Public | Director | 2010–2020 | Prior public company board; no disclosed related-party ties to PLAY |
| Fogo de Chão | Private | Director | 2018–2023 | Prior private board; distinct restaurant segment; no disclosed related-party ties to PLAY |
Expertise & Qualifications
- Core skills cited by the Company: leadership, strategy, operations, finance, global, franchising, entertainment, gaming, food & beverage; accounting/finance experience and global distribution from PepsiCo/cbc .
- Audit Committee financial expert designation (by Board determination) .
- Professional and academic affiliations: Fellow Member, Chartered Management Accountants; IESE Business School U.S. Advisory Board .
Equity Ownership
| Holder | Shares Beneficially Owned (Apr 21, 2025) | % Outstanding | Unvested RSUs at FY2024 YE | Options (Exercisable/Unexercisable) |
|---|---|---|---|---|
| Hamish A. Dodds | 39,456 | <1% (asterisked in table) | 2,723 | None |
Director stock ownership guidelines:
- Requirement: Own company stock equal to 5x annual cash retainer (5×$75,000) within 5 years of initial appointment; if not in compliance at measurement, 50% of new equity awards (net of taxes) cannot be sold until compliant .
Governance Assessment
- Strengths
- Deep sector-relevant operating background (entertainment, gaming, F&B) and global finance experience; designated Audit Committee financial expert, reinforcing financial oversight quality .
- High committee engagement as Finance Committee Chair (14 meetings in FY2024) with direct oversight of leverage, capital structure, and major capex; material to investor risk/return assessment .
- Independence affirmed; Audit/Compensation Committee independence standards met; no reportable related-party transactions in FY2024; consistent with clean conflicts profile .
- Attendance solid at the Board level (no director <75%); full annual meeting attendance in 2024, supporting engagement .
- Watch items
- Director compensation equity value increased from $128,061 (FY2023) to $145,218 (FY2024) following a policy change to $150,000 annual equity grants; not a red flag, but monitor total pay levels versus peers and equity mix trends .
- Ownership guideline exists (5× retainer); individual compliance status is not disclosed—monitor future proxies for explicit compliance statements .
- Red flags
- None disclosed related to conflicts, related-party transactions, loans, or option repricings; Audit Committee independence and financial expertise affirmed .
Summary: Dodds brings highly relevant operating and financial expertise and chairs a high-velocity Finance Committee central to PLAY’s capital allocation and growth agenda. Independence, audit financial expertise, and absence of related-party exposures support investor confidence; compensation is standard for role with time-based RSUs and transparent fee structure, with increasing Finance Committee activity indicating robust oversight .