David Barry
About David W. Barry
David W. Barry, 62, is President & CEO of Pursuit Attractions and Hospitality, Inc. (NYSE: PRSU) and a member of the Board; he became CEO effective December 31, 2024 after serving as President of the Pursuit segment since June 2015 . In 2024, PRSU completed the GES divestiture, rebranded to Pursuit, and reported Legacy Pursuit segment revenue growth despite Jasper wildfire disruptions; Barry’s 2024 bonus was tied primarily to Legacy Pursuit EBITDA and EBITDA margin, which delivered below-target results (EBITDA 79.3% of target; margin 0%), yielding a 67.9% of target payout for him . Company-level (Legacy Viad) EBITDA met/exceeded target (104.6%) and Say-on-Pay support was ~95% in 2024, indicating shareholder approval of compensation design heading into the standalone Pursuit era .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Pursuit (Legacy Pursuit Segment), then Pursuit Attractions & Hospitality, Inc. | President (Legacy Pursuit) → President & CEO (Company) | 2015–Dec 2024; CEO since Dec 31, 2024 | Led Pursuit platform through growth and the 2024 separation from GES into a focused attractions/hospitality company . |
| Trust Company of America | Chief Executive Officer & President | 2011–2015 | Led an independent RIA custodian, bringing financial services leadership experience prior to Pursuit . |
| Alpine/CMH | Chief Executive Officer | 2007–2011 | Operated a helicopter skiing company; deepened hospitality/adventure experience . |
| Intrawest Corporation (now Alterra) | COO, U.S. Resort Operations | 2004–2007 | Oversaw U.S. resort operations for a major mountain resort/adventure company . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| None disclosed in proxy | — | — | The proxy lists external directorships for other directors; none are listed for Barry . |
Fixed Compensation
| Item | 2023 | 2024 | 2025 (CEO Offer Terms) |
|---|---|---|---|
| Base Salary | $600,000 | $600,000 (chose stock in lieu of COLA) | $750,000 effective upon CEO appointment |
| Target Bonus % | 65% (unchanged reference in 2024 table) | 65% (MIP) | 100% of base salary |
| Actual Bonus | — | $263,640 (67.9% of target) | — |
Performance Compensation
2024 Annual Incentive (MIP) Design and Outcomes (Barry focus: Legacy Pursuit)
| Metric (Weight) | Threshold | Target | Maximum | Actual | Achievement | Notes |
|---|---|---|---|---|---|---|
| EBITDA (60%) | $99.9m | $111.0m | $122.1m | $106.4m | 79.3% | Legacy Pursuit segment performance drove Barry’s plan . |
| EBITDA Margin (20%) | 28.0% | 30.0% | 32.0% | 26.2% | 0.0% | Margin miss resulted in zero payout on this component . |
| Strategic Objectives (20%) | — | — | 125% cap | — | 100% (Barry) | Strategic themes: drive performance, margin improvement, talent . |
| Weighted Payout | — | — | — | — | 67.9% total for Barry | Company-wide MIP weights: 60% EBITDA, 20% margin, 20% strategic . |
| Individual MIP Result (2024) | Target % of Salary | Weighted Achievement | Actual Payout |
|---|---|---|---|
| David W. Barry | 65.0% | 67.9% | $263,640 |
Long-Term Incentives
| Grant Year | Vehicle | Grant/Target | Terms |
|---|---|---|---|
| 2024 | PSUs (at target) | 38,261 units | 3-year performance (Jan 1, 2024–Dec 31, 2026) vs Russell 2000 relative TSR; 0–200% payout scale; capped at 100% if absolute TSR negative . |
| 2024 | RSUs | 16,398 units | Vests in equal annual installments on each of the first three anniversaries of Mar 1, 2024 . |
| 2025 (planned) | LTI (mix) | $3,000,000 aggregate (~70% performance, ~30% time-based) | Award to be granted as CEO, subject to HR Committee approval; performance-based portion expected . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 77,374 shares as of March 25, 2025; <1% of outstanding (28,199,647 shares) . |
| Unvested RSUs (other) | Does not include 32,551 unvested RSUs noted for Barry in ownership footnote . |
| Outstanding 2024 RSUs | 16,398 unvested; market value $697,079 at 12/31/2024 . |
| Outstanding 2024 PSUs | Up to 76,522 shares shown at “maximum” for disclosure (payout contingent on relative TSR at 2024–2026 end); value illustration $3,252,950 at 12/31/2024 pricing . |
| Options | No options listed for Barry in outstanding awards table . |
| Pledging/Hedging | Prohibited for directors and executives; no shares are pledged “to our knowledge” . |
| Ownership Guidelines | CEO: 5x base salary; Barry exceeded guidelines as of Dec 31, 2024 . |
| Retention/Clawbacks | Clawbacks cover short- and long-term incentives and a Dodd-Frank compliant recoupment policy is in place . |
| Stock Retention Policy | Executives generally may not sell vested stock until ownership guidelines are met (tax sales permitted) . |
Employment Terms
- CEO Offer Letter (effective at closing Dec 31, 2024): base salary $750,000; target annual bonus 100% of salary (0–200% payout based on metrics); 2025 LTI award of $3,000,000 (~70% performance-based; ~30% time-based), subject to HR Committee approval; standard benefits .
- Non–Change-in-Control Severance: amended to 2x base salary; triggers include involuntary termination without cause, resignation for good reason, death or disability; conditioned on Board resignation and release; no CIC benefits under this agreement .
- Change-in-Control Severance: covered under Executive Severance Plan (Tier I) with double-trigger protection within 36 months post-CIC; no single-trigger payments; no excise tax gross-ups; equity and short-term incentives provide for CIC treatment per plan terms .
- Policies and Controls: Insider trading policy with trading windows and pre-clearance; prohibition on hedging/pledging; robust clawbacks and stock ownership/retention guidelines .
Board Governance and Service
- Board Role: Class III director nominated for a term through the 2028 annual meeting; not independent (all other nominees are independent) . He became a director concurrent with assuming CEO role at closing .
- Board Structure: Independent Chairman (Schechter); roles of CEO and Chair are separate; committees (Audit, Human Resources, Corporate Governance & Nominating) fully independent; executives/employee directors do not serve on committees; Barry is the only officer-director .
- Board Activity: 17 board meetings in 2024; all directors attended >75% of meetings; regular executive sessions of non-management directors at each regular meeting .
- Director Compensation: Employee directors receive no additional pay for board service .
Director Compensation (for context, non-employee program)
- 2024 Non-employee Director Compensation: $65,000 annual cash retainer; committee and chair retainers; Independent Chairman retainer $100,000; RSU grant $125,000 that vests in one year; per-meeting fee after 8 meetings .
Compensation Structure and Peer Benchmarking
- Pay Mix/Philosophy: High proportion at risk; 2024 CEO pay (Moster) ~83% at-risk; Barry’s 2024 target mix: 20% salary, 13% bonus, 67% LTI . Practices include no tax gross-ups, no single-trigger CIC, ownership/retention rules, and clawbacks .
- Metrics: 2024 MIP weighted 60% EBITDA, 20% EBITDA margin, 20% strategic objectives, with formal target/threshold/maximum and linear interpolation; strategic component paid only if threshold financial performance is met .
- Peer Group and Advisor: Korn Ferry is independent advisor (no conflicts); comparator companies include Vail Resorts, SeaWorld, Ryman, Cedar Fair, among others, balancing leisure/hospitality and B2B services relevance to pre-separation business mix .
Related Party Transactions and Risk Indicators
- Related Party Transactions: None since January 1, 2024 .
- Governance Red Flags: Company prohibits hedging/pledging; no CIC excise gross-ups; no single-trigger severance; clawbacks/recoupment in place; Say-on-Pay support ~95% in 2024 .
Investment Implications
- Pay-for-performance alignment: Barry’s 2024 cash incentive paid at 67.9% of target, reflecting Legacy Pursuit EBITDA below target and margin miss (0% on margin component), consistent with discipline on operational outcomes during the wildfire-impacted year .
- Equity orientation and retention: Large PSU weighting (70%) tied to 3-year relative TSR and sizeable unvested equity (e.g., 2024 PSUs and RSUs) reinforces alignment but creates vesting cliffs (Mar 1 anniversaries; Dec 31, 2026 performance test) that could influence trading windows; ownership/retention rules and hedging/pledging bans mitigate forced selling pressure .
- Contractual protections: Non-CIC severance of 2x base salary and double-trigger CIC plan balance retention and change-of-control risk without shareholder-unfriendly features (no single-trigger, no excise gross-up) .
- Governance: CEO-director structure is offset by an independent Chair and fully independent committees, reducing dual-role independence concerns; employee directors do not receive board pay or committee seats .
- Execution track record: Oversaw transition to a pure-play attractions and hospitality company and delivered Legacy Pursuit revenue growth in 2024 despite Jasper wildfire; however, margin underperformance in Legacy Pursuit highlights ongoing execution and efficiency focus areas for 2025+ .