Timothy Hartnett
Lead Independent Director at PRKS
Board
About Timothy Hartnett
Timothy J. Hartnett, age 59, has been an independent director of United Parks & Resorts Inc. (PRKS) since December 2020 and was elected Lead Director in June 2022, reflecting a governance role distinct from management and the Chair position . He is a CPA (inactive) with a B.A. in Accounting from Boston College and an MBA in Finance from Columbia Business School, and previously led global private equity initiatives at PwC, bringing deep finance and audit expertise to the board . The Board affirms his independence under NYSE standards and designates him an “audit committee financial expert,” bolstering investor confidence in oversight of financial reporting and controls .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PricewaterhouseCoopers | Global Private Equity leader and other roles | 1998–2013 | Finance/accounting expertise foundational to audit oversight |
| HRS Management (family office) | CEO | 2013–2016 | Operational/financial leadership |
| White Fall Advisors | CEO | 2016–Present | Financial/operational advisory experience |
| New Roc Management | CEO | 2018–Present | Asset management and operations for HNW family |
External Roles
| Organization | Capacity | Tenure | Notes |
|---|---|---|---|
| Public company boards | — | — | No other public company directorships disclosed in PRKS proxy biography |
| Advisory/Private roles | CEO, White Fall Advisors; CEO, New Roc Management | 2016–Present; 2018–Present | Consulting/advisory and asset management focus |
Board Governance
- Committee assignments: Audit Committee member; not listed on Compensation, Nominating & Corporate Governance, or Revenue Committees .
- Chair roles: Lead Director since June 2022, responsible for oversight of management and optimal board functioning; separate CEO and Chair roles maintained .
- Expertise: Audit committee financial expert per SEC rules, based on PwC experience and CPA credentials (inactive) .
- Independence: Board determined Hartnett is independent for board and committee service under NYSE standards .
- Engagement/attendance: Board held 12 meetings and 41 total board+committee meetings in 2024; the proxy flags two other directors for <75% attendance, not Hartnett, indicating he met expectations amid a high meeting cadence .
- Special committee leadership: Chaired a special committee of independent directors formed June 24, 2025 to evaluate Hill Path’s request for additional share repurchases—membership included Gray, Lipman, Maruyama, Moloney, Narang—underscoring independence and process rigor .
Fixed Compensation
| Component (FY 2024) | Amount ($) | Detail |
|---|---|---|
| Annual retainer | 220,000 | Lead Director retainer level |
| Audit Committee fee | 25,000 | Member fee |
| Special committee fees | 165,000 | Service on special committees |
| Meeting fees | 0 | Company policy |
| Cash paid | — | Elected equity in lieu of cash |
- Total director compensation (FY 2024): $633,239 in stock awards; no cash paid, indicating full equity election for alignment .
- Outside Director Compensation Policy allows annual equity election (DSUs or RSUs) in lieu of cash; awards value determined by quarterly payment and prior-day closing price .
Performance Compensation
- Directors do not receive performance-based bonuses, options, or PSU targets; equity is granted as DSUs/RSUs under the Outside Director Compensation Policy, vesting 100% the day before the next annual meeting, with acceleration upon change-in-control .
| Performance Metric Category | Disclosed Ties to Director Pay | Notes |
|---|---|---|
| Financial metrics (Revenue, EBITDA, TSR) | None disclosed for directors | Director equity awards are time-based (DSUs/RSUs) |
| ESG or strategic KPIs | None disclosed for directors | — |
| Options/Strike/Expiration | Not part of director pay | — |
Other Directorships & Interlocks
| Person | Other Public Company Boards | Interlocks/Committee Roles | Notes |
|---|---|---|---|
| Timothy J. Hartnett | None disclosed | — | Reduces external conflicts risk |
| Hill Path influence context | Hill Path can designate up to three directors; one designee on each committee; Board granted one-time waiver to add Aayushi Dalal; governance protections include voting limits and special committee approvals | — | Hartnett is not affiliated with Hill Path; chaired independent Special Committee on repurchases |
Expertise & Qualifications
- Financial/Audit: CPA (inactive); Audit Committee Financial Expert designation; extensive financial leadership at PwC and multiple advisory CEO roles .
- Education: B.A. Accounting, Boston College; MBA Finance, Columbia Business School .
- Board qualifications: Independence; financial literacy; experience across sectors; unique skills in finance and accounting per Board evaluation .
Equity Ownership
| Metric | As of Apr 15, 2025 | As of Aug 11, 2025 |
|---|---|---|
| Beneficial ownership (shares) | 10,903; <1% outstanding | 10,903; <1% outstanding |
| DSUs outstanding (not included in “beneficial ownership”) | 47,382 | 55,522 |
| Unvested DSUs at 12/31/2024 | 4,294 | — |
| Compliance with director stock ownership guidelines | All outside directors in compliance as of 12/31/2024 | — |
| Hedging/Pledging policy | Hedging prohibited; pledging limited and requires approval | — |
- Director stock ownership guideline: minimum of 5x annual cash retainer (exclusive of committee fees); retention of 50% of net after-tax shares until compliance—Company states all outside directors were in compliance as of 12/31/2024 .
- No pledging disclosures for Hartnett; Company policy restricts pledging and prohibits hedging .
Governance Assessment
- Strengths:
- Lead Director role and Audit Committee Financial Expert status signal strong oversight capability and independent check-and-balance on management and Hill Path influence .
- Full equity election (no cash) and sizeable DSU holdings indicate alignment with shareholder outcomes and long-term incentives .
- Chaired independent Special Committee on contentious share repurchases, reflecting robustness of conflict-management procedures amid controlling shareholder dynamics .
- Potential risks/red flags:
- Significant controlling-shareholder framework (Hill Path) with committee presence and designee rights; mitigated by voting limitations, special committee approvals, and disinterested stockholder approval requirements, but remains a governance consideration for minority investors .
- High frequency of board/committee sessions: while engagement is high, proxy notes two directors below 75% aggregate attendance due to elevated meeting volume; Hartnett not flagged, but board workload suggests sustained governance demands .
- Overall implication: Hartnett’s finance credentials, independence, and leadership as Lead Director and special committee chair are positives for audit rigor and conflict management in a controlled company context; his equity-heavy pay structure and DSU accumulation support investor-aligned incentives .