John Scott
SabreAbout John Scott
Independent director of Sabre Corporation since 2020; age 59. Founder and Chairman of Park House (private social club) and a senior hospitality operator/investor with prior CEO roles at Rosewood Hotels & Resorts and Belmond Ltd. He currently serves as Chair of Sabre’s Compensation Committee and is a member of the Nominating & Governance and Executive Committees; the Board has determined he is independent under Nasdaq rules. Board met six times in 2024 and all incumbent directors attended over 75% of meetings; all directors then in office attended the 2024 Annual Meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Belmond Ltd. (formerly Orient-Express Hotels) | President & CEO | 2012–2015 | Led strategic transformation and portfolio refresh including asset sales and renovations. |
| Rosewood Hotels & Resorts | President & CEO | 2003–2011 | Doubled hotels under management; increased EBITDA; built development pipeline. |
| Maritz, Wolff & Co. | Managing Director, Acquisitions & Asset Management | 1996–2003 | Private equity real estate acquisitions/asset management. |
| The Walt Disney Company | Manager, Business Planning & Development | (not dated) | Business development for $100M retail/dining/entertainment project. |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| KSL Capital Partners / Baillie Lodges | Senior Advisor (KSL); Chairman (Baillie Lodges) | Since 2024 | Hospitality/leisure real estate; chair of portfolio company. |
| TPG (Real Estate and Capital Groups) | Senior Advisor | Since 2017 | Focus on global hospitality platform acquisitions and portfolio advice. |
| A&O Hotels | Chairman | (not dated) | European hybrid hotel/hostel platform. |
| Cedar Fair Entertainment (public) | Director | 2010–2020 | Public company board experience. |
| Subway Restaurants (private) | Director | (prior service) | Private company board role. |
| Kimpton Hotels & Restaurants (private) | Director | (prior service) | Private company board role. |
Board Governance
- Committee assignments: Compensation Committee (Chair); Nominating & Governance Committee (Member); Executive Committee (Member). The Compensation Committee met 5x in 2024; Nominating & Governance met 5x; the Executive Committee did not meet in 2024.
- Independence: The Board determined John Scott is independent under Nasdaq rules.
- Attendance: Board met 6x in 2024; all incumbent directors attended >75% of Board and committee meetings; all directors then in office attended the 2024 Annual Meeting.
- Compensation consultant oversight: Korn Ferry engaged by Compensation Committee; also provided other services to Sabre (~$360,000 in 2024); Committee assessed independence and found no conflict.
Fixed Compensation
| Component | Structure | Amount/Terms |
|---|---|---|
| Annual cash retainer (non-employee directors) | Paid quarterly | $90,000 for 2024. |
| Committee chair/member retainers | Paid quarterly | Compensation Chair +$20,000; Compensation member +$10,000; Nominating & Governance member +$10,000; other committee fees per schedule. |
| Chair of the Board retainer | Paid quarterly | Non-executive Chair cash retainer $160,000. |
| Education reimbursement | Annual cap | Up to $5,000 per year for director education; no other perquisites/retirement benefits. |
| 2025 update | Program change | Annual director RSU grant increased from $160,000 to $200,000; Technology Committee Chair cash retainer increased from $15,000 to $20,000. |
| Director-Specific 2024 Cash | Amount |
|---|---|
| Fees Earned or Paid in Cash (John Scott) | $120,000 |
Notes: John Scott’s $120,000 cash aligns with $90,000 base retainer + $20,000 Compensation Chair + $10,000 Nominating & Governance member.
Performance Compensation
| Equity Award Type | Grant Date | Shares/Value | Vesting | Deferral |
|---|---|---|---|---|
| Annual RSU (directors) | Date of Annual Meeting | Target $160,000 value in 2024 | Vests in full on first anniversary of grant. | |
| John Scott RSU grant (2024) | 04/24/2024 | 57,971 RSUs; grant-date fair value included in $160,000 stock awards column | Vests one year from grant (director program) | Receipt deferred under Director Deferral Plan. |
Program features: Directors may defer RSUs under the Non-Employee Directors Compensation Deferral Plan; deferrals distributed in Sabre stock upon end of Board service or change in control.
Other Directorships & Interlocks
| Company | Role | Committee Roles (if disclosed) | Overlap/Interlock Considerations |
|---|---|---|---|
| Cedar Fair Entertainment (public) | Director (2010–2020) | Not disclosed | No Sabre-related interlock disclosed in proxy. |
No related-party transactions involving directors were disclosed; Audit Committee oversees a written related-party transaction policy and reviews director/affiliate transactions at least annually.
Expertise & Qualifications
- Travel and hospitality industry veteran with 25 years of consumer-facing leadership; prior CEO of Rosewood and Belmond.
- M&A and strategic planning experience; portfolio optimization and brand-building with EBITDA growth and development pipelines.
- Skills attributes matrix lists: International, B2B Services, Travel, Hospitality, Marketing/Sales, Operations, Capital Markets, Risk & Strategy.
Equity Ownership
| Metric | Amount/Detail |
|---|---|
| Total beneficial ownership (John Scott) | 154,303 shares (<1% of outstanding). |
| Deferred shares under Director Deferral Plan (included above) | 43,597 shares deferred. |
| RSUs outstanding at 12/31/2024 | 57,971 RSUs (unvested) from 04/24/2024 grant. |
| Ownership guidelines (directors) | Required to own shares equal to 5x annual retainer; includes certain RSUs/DSUs; unvested PSUs and options excluded. |
| Compliance status | As of June 1, 2024, each executive and non-employee director has met their requirement or is on track by the required date. |
| Hedging/Pledging | Directors prohibited from hedging or pledging Sabre stock. |
Director Compensation (2024 Actual)
| Component | John Scott |
|---|---|
| Fees Earned or Paid in Cash ($) | $120,000 |
| Stock Awards ($) | $160,000 |
| Total ($) | $280,000 |
Governance Assessment
- Positives: Independent director with deep sector expertise; Chairs Compensation Committee; strong attendance culture (>75% for all incumbents); explicit ownership guidelines (5x retainer) with compliance/on-track status; hedging/pledging prohibited; director equity eligible for deferral (alignment).
- Oversight strength: Compensation Committee uses an independent consultant (Korn Ferry); Committee assessed and found no conflicts despite Korn Ferry providing other services (~$360k) to Sabre.
- Compensation structure: Balanced cash ($90k base + committee fees) and time-based RSUs ($160k in 2024; increased to $200k for 2025) that vest after one year; no meeting fees/perquisites (other than education) and no retirement benefits.
- Conflicts/related parties: No related-party transactions disclosed involving directors; formal policy overseen by Audit Committee.
- RED FLAGS: None disclosed related to attendance, pledging/hedging, option repricing, or related-party dealings; note that the compensation consultant also provided other services but was evaluated for independence and deemed conflict-free.