James J. Savina
About James J. Savina
James J. Savina (age 51) serves as General Counsel and Corporate Secretary of Travel + Leisure Co., a role he has held since June 2018 after joining Wyndham Worldwide in April 2018; prior leadership includes GC & Corporate Secretary at Kraft Heinz (2015–2018), and Deputy GC/Chief Compliance Officer at Kraft Foods Group (2013–2015), with earlier roles at Avon, Energy Future Holdings, and Jones Day . Company pay-versus-performance disclosures show Adjusted Diluted EPS of 5.75 in 2024 (vs. 5.70 in 2023 and 4.52 in 2022) and a Company TSR increase from 2023 to 2024 (value of $100 investment to $118.50), reflecting alignment of executive compensation with Adjusted EPS and Adjusted EBITDA outcomes .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| The Kraft Heinz Company | General Counsel & Corporate Secretary | 2015–2018 | Played a central role in the Kraft–Heinz merger; led the combined company’s legal department |
| Kraft Foods Group | SVP, Deputy General Counsel, Chief Compliance Officer; other roles | 2013–2015 | Compliance leadership and senior legal operating roles |
| Avon Products | Executive Director, Global Legal Investigations & Legal Operations | Not disclosed | Led global investigations and legal operations |
| Energy Future Holdings | Senior Counsel & Director of Claims and Legal Administration | Not disclosed | Senior legal counsel and claims administration |
| Jones Day | Associate | Not disclosed | Foundational legal training at international law firm |
External Roles
No external public company board service disclosed for Savina in the 2025 Proxy Statement .
Fixed Compensation
Multi-year summary (actuals reported):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | 552,502 | 575,633 | 597,765 |
| Non-Equity Incentive Plan Compensation ($) | 480,851 | 288,158 | 550,507 |
| Stock Awards ($) | 1,199,937 | 2,299,949 | 1,799,918 |
| All Other Compensation ($) | 127,933 | 137,559 | 152,328 |
| Total ($) | 2,361,223 | 3,347,561 | 3,100,518 |
2024 target compensation framework:
| Element | Value |
|---|---|
| Base Salary | $603,103 |
| Target Annual Cash Incentive | 85% of salary ($512,637) |
| LTIP Target Fair Value | $1,800,000 |
| Target Total Direct Compensation | $2,915,740 |
Perquisites and tax treatment (2024):
- Company automobile: $26,154; financial planning: $14,113; 401(k) match: $20,700; deferred compensation company match: $68,896; executive physical: $3,860; aggregate tax gross-ups: $18,605 (auto $14,229; financial planning $4,376) .
Performance Compensation
Annual Incentive (2024):
| Metric | Weighting | Target ($) | Actual ($) | Payout % | Vesting/Payment |
|---|---|---|---|---|---|
| Adjusted EBITDA (corporate/business unit) | 100% (weighting increased from 90% to 100% in 2024) | 509,729 | 550,507 | 108.0% | Paid in 2025 per plan |
Long-Term Incentives (granted 3/12/2024):
| Instrument | Metric | Grant Date | Quantity | Grant-Date Fair Value | Vesting |
|---|---|---|---|---|---|
| RSUs | Time-based | 3/12/2024 | 29,873 | $1,349,961 | Ratable over 4 years on each anniversary of March 15, 2024 |
| PSUs (2024–2026 cycle) | Adjusted Diluted EPS (3-year) | 3/12/2024 | Target 9,957; Max 19,914 | $449,957 (target) | Cliff vest after 3-year period ending 12/31/2026; 0–200% payout tiers |
Recent PSU outcomes:
- 2022 PSU cycle (2012 LTIP grant dated 3/1/2022) vested based on cumulative Adjusted Diluted EPS through 12/31/2024 and paid at maximum performance (200%) .
Option and Stock Vested (2024 activity):
| Date | RSUs/PSUs Vested (#) | Value Realized ($) |
|---|---|---|
| 3/10/2024 | 23,596 | 1,067,483 |
Equity Ownership & Alignment
Ownership and awards as of 12/31/2024:
| Category | Detail |
|---|---|
| Beneficial Ownership | 92,107 shares; less than 1% of class; 67,063,541 shares outstanding |
| RSUs Unvested (by grant) | 4,661 (3/3/2021); 8,511 (3/1/2022); 20,004 (3/7/2023); 29,873 (3/12/2024) |
| PSUs Outstanding | 11,348 (2012 LTIP cycle vested at 200%) ; 6,964 (2023 cycle at threshold basis as of 12/31/2024) ; 19,914 (2024 cycle at maximum basis as of 12/31/2024) |
| Options (Exercisable) | 27,839 @ $44.38 expiring 3/7/2029; 37,826 @ $41.04 expiring 3/4/2030 |
| Ownership Guidelines | Other executive officers: 2x base salary; compliance period five years; as of 12/31/2024, all NEOs exceeded requirements |
| Hedging/Pledging | Prohibited for directors and executive officers under Insider Trading Policy |
Vesting schedules and key terms:
| Award Type | Grant Date | Quantity | Vesting Schedule |
|---|---|---|---|
| RSUs | 3/3/2021 | 4,661 | Ratable over 4 years on each anniversary of March 10, 2021 |
| RSUs | 3/1/2022 | 8,511 | Ratable over 4 years on each anniversary of March 10, 2022 |
| RSUs | 3/7/2023 | 20,004 | Ratable over 4 years on each anniversary of March 10, 2023 |
| RSUs | 3/12/2024 | 29,873 | Ratable over 4 years on each anniversary of March 15, 2024 |
| PSUs | 3/1/2022 | 11,348 | 3-year performance period ended 12/31/2024; paid at 200% |
| PSUs | 3/7/2023 | 6,964 | 3-year performance period ends 12/31/2025; amount shown reflects threshold basis as of 12/31/2024 |
| PSUs | 3/12/2024 | 19,914 | 3-year performance period ends 12/31/2026; amount shown reflects maximum basis as of 12/31/2024 |
| Options | 3/7/2019 | 27,839 | Vested ratably over 4 years; strike $44.38; expire 3/7/2029 |
| Options | 3/4/2020 | 37,826 | Vested ratably over 4 years; strike $41.04; expire 3/4/2030 |
Insider selling pressure context:
- As of 12/31/2024, in-the-money options existed (strikes $41.04–$44.38 vs. closing price $50.45), with expirations in 2029–2030, which can create optionality to exercise/sell as expirations approach . Savina did not report option exercises in 2024; RSU/PSU vesting occurred on 3/10/2024 (23,596 shares; $1,067,483) .
Employment Terms
Employment letter (effective June 1, 2018): Base salary initially $475,000; target annual incentive 75% of salary; equity grants as determined by the Committee; standard executive benefits .
Severance (termination without cause):
- Lump sum equal to 200% of current base salary plus highest annual incentive in the prior three years (capped at current target), plus up to 18 months COBRA reimbursement; time-based equity vesting accelerated for awards vesting within one year; options/SARs remain exercisable up to 2 years (or original expiry); PSUs vest pro rata following performance period (subject to goal achievement) based on employed portion plus 12 months; subject to release .
Change-in-control and acceleration:
- Under the 2006 Equity and Incentive Plan, all grants (RSUs/PSUs/options) fully vest upon change-in-control; PSUs deemed achieved at target; acceleration also applies upon death or disability .
Potential payments (assumed event on 12/31/2024):
| Termination Event | Cash Severance ($) | Continuation of Medical Benefits ($) | Acceleration of Equity Awards ($) | Total ($) |
|---|---|---|---|---|
| Death or Disability | — | — | 5,374,741 | 5,374,741 |
| Termination without Cause | 2,231,481 | 63,564 | 2,756,891 | 5,051,936 |
| Qualifying Termination Following Change-in-Control | 2,231,481 | 63,564 | 5,374,741 | 7,669,786 |
Clawback policy:
- Adopted 10/2/2023 (approved 8/8/2023); requires recovery of erroneously awarded incentive compensation in the event of accounting restatements (“Big R” and “little R”), covering Section 16 officers for the preceding three fiscal years, regardless of misconduct .
Hedging/pledging:
- Insider Trading Policy prohibits hedging and pledging of Travel + Leisure Co. securities by directors and executive officers .
Investment Implications
- Pay-for-performance alignment: Annual incentive tied 100% to Adjusted EBITDA, with PSUs measured on 3-year Adjusted Diluted EPS—linking cash and equity payouts to profitability and EPS growth; Savina’s 2024 bonus paid at 108% of target (actual $550,507 vs. $509,729 target) reflecting plan achievement .
- Retention vs. supply: Significant unvested RSUs (63,049 excluded from 60-day ownership count) and outstanding PSUs provide retention hooks, while in-the-money options expiring 2029–2030 present optionality for future exercises that can add supply; Savina reported no option exercises in 2024, with vesting primarily from RSUs/PSUs .
- Change-in-control economics: Single-trigger equity acceleration upon change-in-control (PSUs at target) combined with double-trigger severance cash can increase realized pay in sale scenarios—a consideration for event-driven investors assessing transaction incentives .
- Governance and risk signals: Presence of perquisite tax gross-ups ($18,605 in 2024) is shareholder-unfriendly relative to evolving norms; clawback and anti-hedging/pledging policies mitigate downside governance risks; ownership guideline compliance (≥2x salary for other executive officers) supports alignment .
- Performance backdrop: Company TSR rose from 2023 to 2024 and Adjusted Diluted EPS remained strong (5.75 in 2024), consistent with proxy narrative linking compensation actually paid to EPS and stock performance—supportive for incentive credibility and execution confidence .