Pursuit Attractions & Hospitality, Inc.
For the period ended Dec 31, 2024. Filed Mar 17, 2025.
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FY2024 · Filed Mar 17, 2025
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Item 15. Exhibits and Financial Statement Schedules
ial Statement Schedules
(a)
Financial Statements and Schedules
See Index to Financial Statements and Financial Statement Schedule at Item 8 of this 2024 Form 10-K.
(b)
Exhibit Index
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber · Exhibit Description · Form · PeriodEnding · Exhibit · Filing Date | ||||||
| 2.1 | Equity Purchase Agreement, dated as of October 20, 2024, by and among Viad Corp and TL Voltron Purchaser, LLC. | 8-K | 2.1 | 10/21/2024 | ||
| 3.1 | Restated Certificate of Incorporation of Viad Corp, as amended through July 1, 2004 (SEC File No. 001-11015; SEC Film No. 04961107). | 10-Q | 6/30/2004 | 3.A | 8/9/2004 | |
| 3.2 | Amendment to the Restated Certificate of Incorporation of Pursuit Attractions and Hospitality, Inc. | 8-K | 3.1 | 1/3/2025 | ||
| 3.3 | Amended and Restated Bylaws of Pursuit Attractions and Hospitality, Inc. | 8-K | 3.2 | 1/3/2025 | ||
| 3.4 | Certificate of Designations of 5.5% Series A Convertible Preferred Stock. | 8-K | 3.1 | 8/5/2020 | ||
| 4.1 | Registration Rights Agreement, dated August 5, 2020, by and among Viad Corp, Crestview IV VC TE Holdings, LLC, Crestview IV VC Holdings, L.P., and Crestview IV VC CI Holdings, L.P. | 8-K | 4.1 | 8/5/2020 | ||
| 4.2 | * | Description of Pursuit Attractions and Hospitality, Inc.’s Securities. | ||||
| 10.1 | +* | 2017 Pursuit Attractions and Hospitality, Inc. Omnibus Incentive Plan, amended and restated effective May 24, 2022. | ||||
| 10.2 | + | Form of Incentive Stock Option Agreement, effective as of August 26, 2020, pursuant to the 2017 Viad Corp Omnibus Incentive Award Plan. | 10-Q | 9/30/2020 | 10.7 | 11/6/2020 |
| 10.3 | + | Form of Management Incentive Plan (MIP) Administrative Guidelines, effective February 27, 2018, pursuant to the 2017 Viad Corp Omnibus Incentive Plan, effective as of May 18, 2017. | 10-K | 12/31/2017 | 10.B4 | 2/28/2018 |
| 10.4 | + | Form of Management Incentive Plan, effective as of February 27, 2018, pursuant to the 2017 Viad Corp Omnibus Incentive Plan, effective as of May 18, 2017. | 10-K | 12/31/2017 | 10.B5 | 2/28/2018 |
| 10.5 | + | Form of Restricted Stock Units Agreement, by and between Viad Corp and each of Steven W. Moster and Ellen M. Ingersoll, dated February 16, 2021. | 8-K | 10.1 | 2/17/2021 | |
| 10.6 | + | Form of Restricted Stock Units Agreement - Non-Employee Directors (Crestview), effective as of February 24, 2022, pursuant to the 2017 Viad Corp Omnibus Incentive Plan. | 10-Q | 3/31/2022 | 10.3 | 5/6/2022 |
| 10.7 | + | Form of Restricted Stock Units Agreement - Non-Employee Directors (Others), effective as of February 24, 2022, pursuant to the 2017 Corp Omnibus Incentive Plan. | 10-Q | 3/31/2022 | 10.4 | 5/6/2022 |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber · Exhibit Description · Form · PeriodEnding · Exhibit · Filing Date | ||||||
| 10.8 | + | Form of Stock Option Agreement, effective as of August 26, 2020, pursuant to the 2017 Viad Corp Omnibus Incentive Plan. | 10-K | 12/31/2022 | 10.B9 | 2/28/2023 |
| 10.9 | + | Form of Restricted Stock Units Agreement, effective as of May 26, 2022, pursuant to the Amended and Restated 2017 Corp Omnibus Incentive Plan. | 10-K | 12/31/2022 | 10.B10 | 2/28/2023 |
| 10.10 | + | Form of Restricted Stock Units Agreement, effective as of February 23, 2021, pursuant to the 2017 Corp Omnibus Incentive Plan. | 10-K | 12/31/2022 | 10.B11 | 2/28/2023 |
| 10.11 | + | Form of Performance Stock Unit Agreement pursuant to the 2017 Viad Corp Omnibus Incentive Plan. | 10-Q | 3/31/2024 | 10.2 | 5/3/2024 |
| 10.12 | + | Forms of Viad Corp Executive Severance Plans (Tier I and II), amended and restated for Code Section 409A as of January 1, 2005. | 8-K | 10.B | 8/29/2007 | |
| 10.13 | + | Form of Viad Corp Executive Severance Plan (Tier I-2013) effective as February 27, 2013. | 8-K | 10.B | 3/5/2013 | |
| 10.14 | + | Amendment No. 1 to Viad Corp Executive Severance Plan (Tier I), effective as of February 26, 2014. | 8-K | 10 | 3/4/2014 | |
| 10.15 | + | Severance Agreement (No Change in Control) between Viad Corp and Derek P. Linde, effective as of June 3,2024. | 8-K | 10.1 | 6/3/2024 | |
| 10.16 | + | Offer Letter, dated as of October 20, 2024, between Viad and David Barry. | 8-K | 10.1 | 10/21/2024 | |
| 10.17 | + | Amended and Restated Severance Agreement (No Change in Control) by and between Viad Corp and David Barry, dated as of October 20, 2024. | 8-K | 10.2 | 10/21/2024 | |
| 10.18 | + | Form of Incentive Bonus Agreement. | 8-K | 10.3 | 10/21/2024 | |
| 10.19 | + | Severance Agreement (No Change in Control) between Viad Corp and Steven W. Moster, effective as of December 3, 2014. | 8-K | 10.B | 12/5/2014 | |
| 10.20 | Transition Agreement, dated December 30, 2024, between Viad Corp and Steven W. Moster. | 8-K | 10.1 | 12/31/2024 | ||
| 10.21 | + | Viad Corp Supplemental Pension Plan, amended and restated as of January 1, 2005 for Code Section 409A. | 8-K | 10.A | 8/29/2007 | |
| 10.22 | + | Viad Corp Defined Contribution Supplemental Executive Retirement Plan, effective as of January 1, 2013. | 8-K | 10.E | 3/5/2013 | |
| 10.23 | + | Executive Officer Pay Continuation Policy adopted February 7, 2007. | 8-K | 10.A | 2/13/2007 | |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber · Exhibit Description · Form · PeriodEnding · Exhibit · Filing Date | ||||||
| 10.24 | + | Viad Corp Directors’ Matching Gift Program, effective as of February 18, 1999. | 10-K | 12/31/2018 | 10.H1 | 2/27/2019 |
| 10.25 | + | Form of Indemnification Agreement between Viad Corp and Directors of Viad Corp, as approved by Viad Corp stockholders on October 16, 1987. | 10-K | 12/31/2008 | 10.1 | 2/27/2009 |
| 10.26 | Investment Agreement, dated August 5, 2020, by and among Viad Corp, Crestview IV VC TE Holdings, LLC, Crestview IV VC Holdings, L.P., and Crestview IV VC CI Holdings, L.P. | 8-K | 10.1 | 8/5/2020 | ||
| 10.27 | Stockholders Agreement, dated August 5, 2020, by and among Viad Corp, Crestview IV VC TE Holdings, LLC, Crestview IV VC Holdings, L.P., and Crestview IV VC CI Holdings, L.P. | 8-K | 10.2 | 8/5/2020 | ||
| 10.28 | + | Form of Indemnification Agreement. | 8-K | 10.4 | 8/5/2020 | |
| 10.29 | + | Form of Crestview Designee Indemnification Agreement. | 8-K | 10.5 | 8/5/2020 | |
| 10.30 | # | $500,000,000 Credit Agreement among Viad Corp, Bank of America, N.A., and other lenders party thereto, dated as of July 30, 2021. | 8-K | 10.1 | 8/2/2021 | |
| 10.31 | First Amendment, among the Company, the other loan parties party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, which amends the Credit Agreement, dated as of July 30, 2021, among the Company, Bank of America, N.A., as administrative agent, and the lenders party thereto from time to time. | 8-K | 10.1 | 3/24/2022 | ||
| 10.32 | Second Amendment, dated as of March 28, 2023, among the Company, the other loan parties thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, which amends the Credit Agreement, dated as of July 30, 2021 (as amended by the First Amendment, dated as of March 23, 2022), among the Company, Bank of America, N.A., as administrative agent, and the lenders party thereto from time to time. | 8-K | 10.1 | 3/31/2023 | ||
| 10.33 | Third Amendment, dated as of October 6, 2023, among the Company, Brewster Inc., as a co-borrower, the other loan parties thereto, the lenders party thereto, the revolver increase lenders party thereto, the L/C issuers party thereto, the swing line lender and Bank of America, N.A., as administrative agent, which amends the Credit Agreement, dated as of July 30, 2021 (as amended by the First Amendment, dated as of March 23, 2022, and the Second Amendment, dated as of March 28, 2023), among the Company, Bank of America, N.A., as administrative agent, the swing line lender and the lenders and L/C issuers party thereto from time to time. | 8-K | 10.1 | 10/11/2023 | ||
| 10.34 | Fourth Amendment, dated as of April 26, 2024, among the Company, Bank of America, N.A., and the lenders and letter | 8-K | 10.1 | 4/29/2024 | ||
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber · Exhibit Description · Form · PeriodEnding · Exhibit · Filing Date | ||||||
| of credit issuers party thereto from time to time, which amends the Credit Agreement, dated as of July 30, 2021 (as amended by the First Amendment, dated as of March 23, 2022, the Second Amendment, dated as of March 28, 2023, and the Third Amendment, dated as of October 6, 2023), among the Company, Bank of America, N.A., as administrative agent, and the lenders and letter of credit issuers party thereto from time to time. | ||||||
| 10.35 | Canadian Benchmark Replacement Conforming Changes Amendment, dated June 28, 2024, to the Credit Agreement, dated as of July 30, 2021, among Viad Corp and Bank of America, N.A., as administrative agent. | 10-Q | 6/30/2024 | 10.1 | 8/7/2024 | |
| 10.36 | # | Credit Agreement, dated January 3, 2025, by and among Pursuit Attractions and Hospitality, Inc. and the lenders party thereto. | 8-K | 10.1 | 1/7/2025 | |
| 19.1 | * | Pursuit Attractions and Hospitality, Inc. Insider Trading Policy | ||||
| 21.1 | * | List of Pursuit Attractions and Hospitality, Inc. Subsidiaries. | ||||
| 23.1 | * | Consent of Independent Registered Public Accounting Firm to the incorporation by reference into specified registration statements on Form S-8 of its report contained in this Annual Report. | ||||
| 24.1 | * | Power of Attorney signed by Pursuit Hospitality and Attractions, Inc. Directors. | ||||
| 31.1 | * | Certification of Chief Executive Officer of Pursuit Attractions and Hospitality, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | ||||
| 31.2 | * | Certification of Chief Financial Officer of Pursuit Attractions and Hospitality, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | ||||
| 32.1 | ** | Certifications of Chief Executive Officer and Chief Financial Officer of Pursuit Attractions and Hospitality, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | ||||
| 97 | + | Incentive Compensation Recoupment Policy. | 10-K | 12/31/2023 | 97 | 3/1/24 |
| 101.INS | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document. | |||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Documents. | |||||
| 104 | *** | Cover Page formatted as Inline XBRL and contained in Exhibit 101 | ||||
- Filed herewith.
** Furnished herewith.
- Management contract or compensation plan or arrangement.
Certain of the exhibits and schedules to this exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Company agrees to furnish a copy of all omitted exhibits and schedules to the Securities and Exchange Commission upon its request.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.