DEF 14A of Pursuit Attractions & Hospitality, Inc., Apr 15, 2026

DEF 14A of Pursuit Attractions & Hospitality, Inc.

Filed Apr 15, 2026 · FY20250001193125-26-156063

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  1. Table of Contents

    | Option Exercises and Stock Vested For Fiscal Year Ended December 31, 2025 | 56 | | Non-Qualified Deferred Compensation for Fiscal Year Ended December 31, 2025 | 56 | | Potential Payments Upon Employment Termination or Change in Control | 57 |

  2. Table of Contents

    | Securities Authorized for Issuance Under Equity Compensation Plans | 61 | | CEO Pay Ratio | 62 | | Pay Versus Performance | 63 | | Audit Committee Report for the Year Ended December 31, 2025 | 69 | | Proposal 2: Ratification of the Selection of Deloitte & Touche LLP as our Independent Registered Public Accounting Firm for 2026 | 71 | | Audit Committee Pre-Approval Policy | 71 | | Fees and Services of Independent Registered Public Accounting Firm | 72 | | Proposal 3: Advisory Approval of Named Executive Officer Compensation | 73 | | General Information About the Annual Meeting | 74 | | Who Can Vote | 74 | | Board Recommendations on Proposals | 74 | | Voting Requirements | 75 | | Participation in the Annual Meeting | 75 | | Voting Your Proxy | 76 | | Eliminating Duplicative Proxy Materials | 76 | | Other Business | 77 | | Solicitation of Proxies | 77 | | How to Vote | 77 | | Revoking Your Proxy | 78 | | Submission of Shareholder Proposals and Director Nominations | 79 | | Additional Filings | 80 | | References to “we,” “us,” “our,” “the Company,” and “Pursuit” refer to Pursuit Attractions and Hospitality, Inc. and its subsidiaries. All references to “years,” unless otherwise noted, refer to our fiscal year, which ends on December 31. | |

  3. Director Nominees

    Director Nominees Our Corporate Governance and Nominating Committee recommended, and our Board nominated, incumbent directors Joshua E. Schechter and Jill H. Bright as Class I directors. Each of the director nominees is independent under the New York Stock Exchange (“NYSE”) listing standards, applicable SEC rules and

  4. Director Nominees

    | | Pursuit 2026 PROXY STATEMENT | 10 |

  5. Director Nominees

    regulations, and our Corporate Governance Guidelines. If elected, each nominee has agreed to serve another term. If elected, the terms of Mr. Schechter and Ms. Bright will expire at the 2029 annual meeting.

  6. Director Nominees

    | Board Recommendation The Board recommends that you vote “FOR” the election of these director nominees. |

  7. Director Nominees

    | 11 | Pursuit 2026 PROXY STATEMENT | |

  8. Nominees for Election as Director

    Nominees for Election as Director The following sets forth information regarding each director and director nominee as of April 7, 2026.

  9. Class I Director Nominees for Election for a Term Expiring at the 2029 Annual Meeting of Shareholders

    Class I Director Nominees for Election for a Term Expiring at the 2029 Annual Meeting of Shareholders

  10. Class I Director Nominees for Election for a Term Expiring at the 2029 Annual Meeting of Shareholders

    | Age 63 Director since 2024 Other Directorship: • Interactive Brokers Group, Inc. Pursuit Committees • Human Resources (Chair) • Corporate Governance and Nominating | Jill H. Bright Operating Executive, Crestview Partners | | | Jill H. Bright has been an operating executive at Crestview, a private equity firm, since June 2022. In addition, she has served as Chief Transformation Officer for OneMagnify, a global marketing solutions company, since October 2023. Ms. Bright was the Chief Administrative Officer for LionTree LLC, an M&A advisory firm specializing in the telecom, media and technology sectors, from December 2020 to September 2021. She also served as Executive Vice President of human resources and administration at Sotheby’s, a broker of fine art and rare objects, from July 2017 to March 2020. Ms. Bright previously served on the Board and as the chair of the compensation committee for WOW!, a telecommunications company and cable operator, from September 2017 until its acquisition in December 2025. In April 2022, she was appointed to the Board of Interactive Brokers Group, Inc., an automated global electronic broker. She was on the Board of Service Express, a Michigan-based data services management firm, from August 2020 to July 2024, and of Simulmedia, a New York-based digital advertising company, from August 2020 to September 2023. Previously, Ms. Bright spent more than 20 years at Condé Nast leading the human resources group for over a decade until her appointment as Chief Administrative Officer in 2010. Board Qualifications and Skills Ms. Bright has an MBA from NYU Stern School of Business, and she adds to the Board a wealth of expertise in human resources and organizational effectiveness. |

  11. Class I Director Nominees for Election for a Term Expiring at the 2029 Annual Meeting of Shareholders

    | | Pursuit 2026 PROXY STATEMENT | 12 |

  12. Class I Director Nominees for Election for a Term Expiring at the 2029 Annual Meeting of Shareholders

    | Age 53 Director since 2015 Other Directorships: • Barnwell Industries, Inc. • Lifecore Biomedical, Inc. Pursuit Committees • Audit • Corporate Governance and Nominating | Joshua E. Schechter Chairman of the Board | | | Mr. Schechter has been a member of the Board of Directors of Lifecore Biomedical, Inc. (formerly known as Landec Corporation), a health and wellness commercialization company (NASDAQ: LFCR), since October 2020, is a member of its Audit Committee, and was the chair of its Nominating and Governance Committee from 2022 to 2024. In December 2025, Mr. Schechter was appointed to the Board of Directors of Barnwell Industries, Inc. (NYSE American: BRN) and serves on its Compensation Committee. Mr. Schechter served as a director of Bed Bath & Beyond, Inc. (formerly NASDAQ: BBBY), a retailer of domestic merchandise and home furnishings, from May 2019 through June 2023, and was a member of its Audit Committee. From June 2016 to September 2021, Mr. Schechter was a director, chairman of the board, and member of the Audit, Nominating, and Corporate Governance Committees of Support.com, which subsequently merged with Greenidge Generation Holdings (NASDAQ: GREE), a provider of cloud-based software and services for technology support. From April 2018 to January 2020, Mr. Schechter was a director and chairman of the board of Sunworks, Inc. (formerly NASDAQ: SUNW), a provider of solar power solutions, as well as a member of its Nominating and Corporate Governance and Audit Committees. From April 2018 to June 2019, Mr. Schechter was a director of Genesco Inc. (NYSE: GCO), a footwear retailer, as well as a member of its Strategic Committee. From 2008 to May 2015, he was a director of Aderans Co., Ltd., a multinational company engaged in hair-related business, and Executive Chairman of its holding company, Aderans America Holdings, Inc. From 2001 to 2013, Mr. Schechter was Managing Director of Steel Partners Ltd., a privately owned hedge fund sponsor, and from 2008 to 2013, he was co-President of Steel Partners Japan Asset Management, LP, a private company offering investment services. Board Qualifications and Skills Together with his managerial and public company board experience, Mr. Schechter’s experience in corporate governance matters, capital markets, acquisitions, and other transactions in a variety of industries provides valuable insight to our Board. |

  13. Class I Director Nominees for Election for a Term Expiring at the 2029 Annual Meeting of Shareholders

    | 13 | Pursuit 2026 PROXY STATEMENT | |

  14. Directors Continuing In Office

    Directors Continuing In Office

  15. Class II Directors with a Term Expiring at the 2027 Annual Meeting of Shareholders

    Class II Directors with a Term Expiring at the 2027 Annual Meeting of Shareholders

  16. Class II Directors with a Term Expiring at the 2027 Annual Meeting of Shareholders

    | Age 52 Director since 2020 Other Directorships: • Camping World Holdings • Journey Beyond • Saber Interactive • Congruex Holding • Framestore/Company 3 • Hornblower Holdings • Digicomm • The Gersh Agency Pursuit Committees • Human Resources | Brian P. Cassidy President and Partner, Crestview Partners | | | Brian Cassidy joined Crestview in 2004 and is president and a partner of the firm, a member of its Investment Committee, and the head of Crestview’s media strategy. Prior to Crestview, Mr. Cassidy worked in private equity at Boston Ventures, investing in the media, entertainment and business services industries. He also worked as the acting Chief Financial Officer of a Boston Ventures’ portfolio company, ec-Content. Previously, Mr. Cassidy was an investment banking analyst at Alex, Brown & Sons, where he advised companies in the consumer and business services sectors on capital markets and M&A transactions. He is currently a member of the board of directors of Camping World Holdings (since March 2011), where he serves as a member of the Compensation Committee, and previously served as a member of the Governance Committee (2016 through 2020) and Audit Committee (2016). Mr. Cassidy serves as a member of the board of directors of Journey Beyond (since July 2024), Saber Interactive (since September 2024), Congruex Holdings (since November 2017), Framestore/Company 3 (since November 2020), Hornblower Holdings (since April 2018), Digicomm (since August 2022), and The Gersh Agency (since April 2023). Mr. Cassidy was a member of the board of directors of WOW! from December 2015 until its acquisition in December 2025 and was a member of its Nominating and Corporate Governance Committee since 2018. In addition, he was previously involved with TenCate Grass, Charter Communications, Cumulus Media, Insight Communications, Interoute Communications, NEP Group, OneLink Communications, ICM Partners, Industrial Media, and ValueOptions. Board Qualifications and Skills Mr. Cassidy brings to our Board deep experience within the media, entertainment and business services sectors, along with expertise in mergers and acquisitions, corporate finance, and capital markets. |

  17. Class II Directors with a Term Expiring at the 2027 Annual Meeting of Shareholders

    | | Pursuit 2026 PROXY STATEMENT | 14 |

  18. Class II Directors with a Term Expiring at the 2027 Annual Meeting of Shareholders

    | Age 57 Director since 2017 Other Directorships: • LCI Industries • Avnet • ISAAC Instruments Pursuit Committees • Audit (Chair) • Corporate Governance and Nominating | Virginia L. Henkels Former Executive Vice President, Chief Financial Officer, and Treasurer, Swift Transportation Company | | | Ms. Henkels served as Executive Vice President, Chief Financial Officer, and Treasurer of Swift Transportation Company, a then-publicly traded transportation services company, where she led numerous capital market transactions, including its 2010 initial public offering, during her tenure from 2008 to 2017. She held various finance and accounting leadership positions with increasing responsibilities since 2004 at Swift Transportation and from 1990 to 2002 at Honeywell International, Inc. (NYSE: HON), a worldwide diversified technology and manufacturing company, including an expatriate international assignment. Ms. Henkels was most recently Chief Financial Officer and Secretary of Empowerment & Inclusion Capital I Corp. (formerly NYSE: EPWR.U), a special-purpose acquisition company from October 2020 to February 2023. Ms. Henkels has served as a director of LCI Industries (NYSE: LCII), a supplier of engineered components to the recreation and industrial products markets, since September 2017, where she serves as the Audit Committee Chair and a member of the Compensation Committee and Risk Committee; Avnet (NYSE: AVT), leading global technology distributor and solutions provider, since August 2024, where she serves on the Audit Committee and the Corporate Governance Committee; and, since March 2023, as a director of ISAAC Instruments, a privately held solutions provider of fleet management technology. From September 2018 through November 2021, Ms. Henkels served as a director and a member of the Audit, Compensation, and Nominating and Governance Committees of Echo Global Logistics, Inc. (formerly NASDAQ: ECHO), a provider of technology-enabled transportation and supply chain management services. Board Qualifications and Skills Ms. Henkels is currently a member of the National Association of Corporate Directors and the Women’s Corporate Director organizations. She is a former CPA and brings to our Board extensive experience in finance, accounting, capital markets, and investor relations as well as experience in strategy development, risk management, mergers and acquisitions, audit, corporate culture, and corporate governance. |

  19. Class II Directors with a Term Expiring at the 2027 Annual Meeting of Shareholders

    | 15 | Pursuit 2026 PROXY STATEMENT | |

  20. Class III Directors with a Term Expiring at the 2028 Annual Meeting of Shareholders

    Class III Directors with a Term Expiring at the 2028 Annual Meeting of Shareholders

  21. Class III Directors with a Term Expiring at the 2028 Annual Meeting of Shareholders

    | Age 67 Director since 2022 Other Directorships: • Cintas Corporation • Cotton Patch Café Pursuit Committees • Corporate Governance and Nominating (Chair) • Human Resources | Beverly K. Carmichael Former EVP – Chief People, Culture & Resource Officer, Red Robin Gourmet Burgers, Inc. | | | From December 2017 to April 2019, Ms. Carmichael served as EVP – Chief People, Culture & Resource Officer of Red Robin Gourmet Burgers, Inc. (NASDAQ: RRGB), a chain of casual dining restaurants. She was also the SVP, Chief People Officer of Cracker Barrel Old Country Store, Inc. (NASDAQ: CBRL), a chain of restaurants and gift stores, from January 2014 to December 2017. She has held similar positions with both Southwest Airlines Co. (NYSE: LUV) and Ticketmaster. Ms. Carmichael has also practiced law with Manatt, Phelps, and Phillips, LLP, one of the nation’s leading law firms, and is an active member of the bars of California and Texas. In January 2024, Ms. Carmichael joined the Board of Directors of Cintas Corporation (NASDAQ: CTAS), a global leader in workplace products and services where she serves on the Compensation Committee and the Nominating and Governance Committee. Since January 2022, Ms. Carmichael has served on the Board of Directors of Cotton Patch Café, a privately-owned restaurant chain serving scratch-made, Texas-inspired food. From March 2023 through March 2024, Ms. Carmichael served on the Board of Directors of ezCater, a trusted provider of corporate food solutions. Beginning in March 2022, Ms. Carmichael served on the Board of Directors of Blue Apron (formerly NYSE: APRN), an ingredient-and-recipe meal kit company, and was a chair of its People, Culture & Compensation Committee, and a member of its Nominating and Corporate Governance Committee, until it was acquired by Wonder Group in November 2023. Previously, she served as a member of the Board of Directors of Leaf Group (formerly NYSE: LEAF), a brand-driven consumer internet company, from July 2018 until it was acquired by Graham Holdings Company (NYSE: GHC) in June 2021, and was chair of its Compensation Committee and a member of its Nominating and Corporate Governance and Audit Committees. Board Qualifications and Skills Ms. Carmichael brings to our Board a combination of depth of experience with world-class hospitality companies and a background in employment law and human resources, which reinforces our focus on one of our most important resources—our people. |

  22. Class III Directors with a Term Expiring at the 2028 Annual Meeting of Shareholders

    | | Pursuit 2026 PROXY STATEMENT | 16 |

  23. Class III Directors with a Term Expiring at the 2028 Annual Meeting of Shareholders

    | Age 72 Director since 2018 Other Directorship: • Ogunquit Playhouse Pursuit Committees • Audit • Human Resources | Denise M. Coll Former President, North America Starwood Hotels & Resorts | | | Ms. Coll served as a member of the Board of Trustees of LaSalle Hotel Properties (formerly NYSE: LHO), a real estate investment trust, from 2013 until it was sold in December 2018. Prior to joining LaSalle, she served as President, North America Division of Starwood Hotels & Resorts Worldwide, Inc., a subsidiary of Marriott International, Inc. (NASDAQ:MAR), a multinational diversified hospitality company. Ms. Coll led Starwood’s largest division with over 500 hotels, from 2007 to 2013, and was Senior Vice President, Operations – North American Division, from 2005 to 2007. Prior to that, she served as Senior Vice President of Seaport Companies, a Boston-based hotel company, from 2003 to 2004, and Chief Operating Officer from 1998 to 2003. Ms. Coll was also Senior Vice President & Area Director of Operations for ITT Sheraton Corporation-North America Division, an international hotel company, from 1995 to 1998, and prior to that, she held various positions within the Sheraton organization with increasing responsibility from 1980 to 1994. She was a member of the Board of Directors of Enlivant, one of the nation’s largest owners and operators of senior living communities, from 2014 through 2023. Ms. Coll is also a Trustee of Simmons College, member of its Finance committee, and Chair of its Facilities Committee, and has also been a member of the National Association of Corporate Directors since 2014. She is a member of the board of directors of the Ogunquit Playhouse, a member of its Nominating and Governance Committee and Educational Task Force, and Vice Chair of its Facilities Committee. She is also Chair of the Board of Trustees of the University of Massachusetts Amherst Foundation and on the Advisory Board of South Boston Catholic Academy. Board Qualifications and Skills Ms. Coll is respected as one of the most successful and seasoned operators in our industry and brings to the Board more than 40 years of experience in the hospitality industry and a strong background in hotel operations, brand creation and management. |

  24. Class III Directors with a Term Expiring at the 2028 Annual Meeting of Shareholders

    | 17 | Pursuit 2026 PROXY STATEMENT | |

  25. Class III Directors with a Term Expiring at the 2028 Annual Meeting of Shareholders

    | Age 63 Director since 2024 | David W. Barry President & Chief Executive Officer | | | Mr. Barry has served as our President and Chief Executive Officer since December 2024. Prior to that, Mr. Barry was President of Pursuit from June 2015 to December 2024. Before joining the Company, Mr. Barry served as Chief Executive Officer and President of Trust Company of America, an independent registered investment adviser custodian, from 2011 to June 2015. From 2007 to 2011, Mr. Barry served as Chief Executive Officer of Alpine/CMH, a helicopter skiing company. Prior to that, Mr. Barry was Chief Operating Officer for all United States resort operations of Intrawest Corporation (formerly NYSE: IDR) (now Alterra Mountain Company), a North American mountain resort and adventure company, from 2004 to 2007. Board Qualifications and Skills Mr. Barry brings to the Board extensive public company and hospitality industry experience. |

  26. Class III Directors with a Term Expiring at the 2028 Annual Meeting of Shareholders

    | | Pursuit 2026 PROXY STATEMENT | 18 |

  27. DIRECTOR COMPENSATION

    DIRECTOR COMPENSATION

  28. Director Compensation

    Director Compensation Each non-employee director receives compensation for service on our Board and any of its committees. Directors who are also Pursuit officers or employees receive no special or additional remuneration for service on the Board nor do they serve on any Board committees. Mr. Barry is the only officer-director who served on the Board during 2025. Our directors are subject to the stock ownership guidelines described under the heading “Stock Ownership Guidelines” in the CD&A section of this Proxy Statement. The Human Resources Committee regularly reviews the Company’s director compensation program to ensure that it remains competitive in order to retain and attract highly qualified candidates to serve on our Board. This table shows the components of our non-employee directors’ annual compensation for their Board service during 2025.

  29. Director Compensation

    | Compensation Components | ($) | | | Annual Retainer | 65,000 | 1 | | Audit Committee Chair Retainer | 25,000 | 1,2 | | Corporate Governance and Nominating Committee Chair Retainer | 15,000 | 1,2 | | Human Resources Committee Chair Retainer | 20,000 | 1,2 | | Independent Chairman Retainer | 100,000 | 1,2 | | Committee Member Retainers | | | | • Audit | 25,000 | 1 | | • Human Resources | 20,000 | 1 | | • Corporate Governance & Nominating | 15,000 | 1 | | Per Meeting Fee for each Board meeting beyond 8 meetings | 1,500 | | | Annual Restricted Stock Unit (RSU) Grant | 125,000 | 3 |

  30. Director Compensation

    1. All cash retainers are paid quarterly in arrears. 2. Committee chairs receive both the retainer for serving as chair and the retainer for their service as a member of such committee. Additionally, the independent chairman receives both the retainer for serving as independent chairman and the annual retainer. 3. The annual RSU grant is approved each February and vests in full one year from the date of grant. Upon termination, directors who meet certain criteria will receive full vesting of the award. The following table shows 2025 non-employee directors’ compensation:

  31. Director Compensation

    | Name | Fees Earned or Paid in Cash ($) | Stock Awards1 ($) | All Other Compensation ($) | Total ($) | | (a) | (b) | (c) | (g) | (h) | | Jill H. Bright | 120,000 | 125,015 | — | 245,015 | | Beverly K. Carmichael | 115,000 | 125,015 | — | 240,015 | | Brian P. Cassidy 2 | 85,000 | 125,015 | — | 210,015 | | Denise M. Coll | 110,000 | 125,015 | — | 235,015 | | Virginia L. Henkels | 130,000 | 125,015 | — | 255,015 | | Joshua E. Schechter | 205,000 | 125,015 | — | 330,015 |

  32. Director Compensation

    1. In accordance with our non-employee director compensation policy, on March 1, 2025, each of our non-employee directors received 3,149 RSUs with a grant date fair value of $39.70 per unit. As of December 31, 2025, each of our non-employee directors held 3,149 RSUs that had not yet vested (as noted below, Mr. Cassidy held his unvested RSUs on behalf of Crestview Advisors, L.L.C.). The grant date fair value of the RSU awards was determined in accordance with FASB ASC 718. See Note 3, “Share-Based Compensation” to the consolidated financial statements included in our 2025 Annual Report on Form 10-K for the assumptions made in determining these values. The stock awards reported in this table for Mr. Cassidy represent RSUs held on behalf of Crestview Advisors, L.L.C. in respect of his service as a non-employee director.

  33. Director Compensation

    | 27 | Pursuit 2026 PROXY STATEMENT | |

  34. Director Compensation

    The following table shows the amount of Pursuit common stock beneficially owned at April 7, 2026, unless otherwise noted, by our 5% or greater shareholders and by our NEOs, directors and executive officers and directors as a group. Information with respect to beneficial ownership is based on information furnished to us by each director, executive officer, or shareholder who holds more than 5% of our outstanding common stock, and Schedules 13G or 13D filed with the SEC, as the case may be. We have determined beneficial ownership in accordance with SEC rules, and the information is not necessarily indicative of beneficial ownership for any other purpose. To our knowledge, none of the common stock owned by these individuals is subject to any pledge. Unless otherwise indicated, each of the named individuals has sole voting and investment power with respect to the shares shown, other than property rights of spouses. In computing the number of shares beneficially owned by a person and the percentage ownership of that person, shares of our common stock subject to options held by that person that are exercisable as of April 7, 2026, or will become exercisable within 60 days thereafter, and shares of our common stock underlying RSU awards that will vest and convert into common stock within 60 days after April 7, 2026, are deemed outstanding, while such shares are not deemed outstanding for purposes of computing percentage ownership of any other person.

  35. Director Compensation

    | | Pursuit 2026 PROXY STATEMENT | 28 |

  36. Director Compensation

    Unless otherwise indicated, the address of each beneficial owner listed in the table below is c/o Pursuit Attractions and Hospitality, Inc., 1401 17th Street, Suite 1400, Denver, Colorado 80202.

  37. Director Compensation

    | Name | Number of Shares Beneficially Owned1 | Percent of Shares Beneficially Owned1 | | 5% Holders | | | | Crestview Partners IV GP, L.P. and affiliated entities 590 Madison Avenue, 42nd Floor, New York, NY 10022 | 6,693,327 2 | 24.4% | | BlackRock, Inc. 50 Hudson Yards, New York, NY 10001 | 3,148,403 3 | 11.5% | | River Road Asset Management, LLC 462 S. 4th St., Ste. 2000, Louisville, KY 40202 | 1,887,193 4 | 6.9% | | Victory Capital Management, Inc. 15935 La Cantera Parkway, San Antonio, TX 78256 | 1,798,218 5 | 6.6% | | The Vanguard Group 100 Vanguard Blvd, Malvern, PA 19355 | 1,547,486 6 | 5.6% | | Allspring Global Investments Holdings, LLC 1415 Vantage Park Drive, Charlotte, NC 28203 | 1,448,622 7 | 5.3% | | Directors 8,9 | | | | Jill H. Bright | 6,311 | * | | Beverly K. Carmichael | 15,186 | * | | Brian P. Cassidy 10 | - | * | | Denise M. Coll | 19,062 | * | | Virginia L. Henkels | 24,243 | * | | Joshua E. Schechter | 56,848 | * | | Named Executive Officers 8,9 | | | | David W. Barry | 88,828 | * | | Michael "Bo" Heitz | 2,485 | * | | Ellen M. Ingersoll 11 | 74,040 | * | | Samuel Auck | 11,862 | * | | Michael L. Bosco | 226 | * | | Leslie Striedel 12 | 25,540 | * | | Catherine Tang 13 | - | * | | All Executive Officers and Directors as a Group (11 persons total) | 225,082 | * |

  38. Director Compensation

    * Less than 1%. 1. Based on 27,449,264 shares of our common stock outstanding on April 7, 2026. This information is based on a filing by the Crestview Parties on December 31, 2024, with the SEC, on Schedule 13D/A reporting ownership as of December 31, 2024. Crestview Partners IV GP, L.P. (“Crestview GP”), as the general partner of the private investment funds that are members of the Crestview Parties, had shared voting and dispositive power over 6,693,327 shares of common stock, (ii) Crestview IV VC TE Holdings, LLC had shared voting and dispositive power over 215,214 shares of common stock, (iii) Crestview IV VC Holdings, L.P. had shared voting and dispositive power over 6,264,355 shares of common stock, (iv) Crestview IV VC CI Holdings, L.P. had shared voting and dispositive power over 194,665 shares of common stock and (v) Crestview Advisors, L.L.C. (“Crestview Advisors”) had shared voting and dispositive power over 19,093 shares of common stock. The shares beneficially owned by Crestview Advisors includes shares underlying vested RSUs awarded to Brian P. Cassidy and former preferred directors appointed by the Crestview Parties that have assigned their right, title and interest in RSUs granted to them in connection with their service as director to Crestview Advisors.

  39. Director Compensation

    | 29 | Pursuit 2026 PROXY STATEMENT | |

  40. Director Compensation

    The information is based on a filing by BlackRock, Inc. on April 17, 2025, with the SEC, on Schedule 13G/A. The firm’s filing reported that, as of March 31, 2025, it and its affiliated companies in the aggregate have sole voting power over 3,124,124 shares of common stock and sole dispositive power over 3,148,403 shares of common stock. 4. The information is based on a filing by River Road Asset Management, LLC on May 8, 2025, with the SEC, on Schedule 13G/A. The firm’s filing reported that, as of March 31, 2025, it has sole voting power over 1,567,101 shares of common stock and sole dispositive power over 1,887,193 shares of common stock. 5. The information is based on a filing by Victory Capital Management, Inc. on October 30, 2025, with the SEC, on Schedule 13G/A. The firm’s filing reported that, as of September 30, 2025 it has sole voting power over 1,788,118 shares of common stock and sole dispositive power over 1,798,218 shares of common stock. 6. The information is based on a filing by The Vanguard Group (“Vanguard”) on July 29, 2025, with the SEC, on Schedule 13G. The firm’s filing reported that, as of June 30, 2025, Vanguard and its affiliated companies in the aggregate had shared voting power over 14,411 shares, sole dispositive power over 1,510,881 shares and shared dispositive power over 36,605 shares. On March 27, 2026, Vanguard filed a subsequent Schedule 13G/A reporting that due to an internal realignment it no longer has, or is deemed to have, beneficial ownership over shares of our common stock that is beneficially owned by various Vanguard subsidiaries and/or business divisions. Vanguard also reported that certain subsidiaries or business divisions that formerly had, or were deemed to have, beneficial ownership with Vanguard, will report beneficial ownership separately (on a disaggregated basis). However, none of such subsidiaries and/or business divisions have filed a Schedule 13G reporting updated beneficial ownership of our common stock and, as such, for the purposes of this “Security Ownership of Certain Beneficial Owners and Management” section, we have included ownership information as reported on the Schedule 13G filed on July 29, 2025. 7. The information is based on a filing by Allspring Global Investments Holdings, LLC on April 15, 2025, with the SEC, on Schedule 13G/A. The firm’s filing reported that, as of March 31, 2025, it has sole voting power over 1,402,305 shares and sole dispositive power over 1,448,622 shares. 8. Includes, for Ms. Henkels, 24,243 shares of common stock owned by the Henkels Family Living Trust, for which Ms. Henkels has sole voting and investment power; and for Ms. Ingersoll, 121,290 shares of common stock owned by the Ellen M. Ingersoll Family Trust, for which Ms. Ingersoll has sole voting and investment power. 9. Does not include unvested RSUs for our directors, NEOs, or executive officers. 10. Per footnote 2, Mr. Cassidy has assigned all rights, title and interest in the shares issued on conversion of equity awards granted to them to Crestview Advisors. 11. Effective March 17, 2025, Ms. Ingersoll ceased to be a Section 16 reporting person. The information regarding her beneficial ownership is as of March 17, 2025 (including RSU awards that were earned within 60 days of March 17, 2025), and reflects 62,265 vested non-qualified stock options and prorated vesting of 4,500 RSUs that were granted to Ms. Ingersoll before March 31, 2024, which were earned based on the time Ms. Ingersoll was in service with the Company from the relevant grant date through March 31, 2025. 12. Effective June 30, 2025, Ms. Striedel ceased to be a Section 16 reporting person. The information regarding her beneficial ownership is as of June 30, 2025 (including RSU awards that were earned as of June 30, 2025), and reflects accelerated vesting in full of 9,452 retention RSUs granted to Ms. Striedel in March 2024 and prorated vesting of 1,219 RSUs that were granted to Ms. Striedel before June 30, 2024, which were earned based on the time Ms. Striedel was in service with the Company from the relevant grant date through June 30, 2025. Effective September 30, 2025, Ms. Tang ceased to be a Section 16 reporting person. The information regarding her beneficial ownership is as of September 30, 2025, and reflects the forfeiture of all of her outstanding equity awards upon her departure on October 31, 2025.

  41. Director Compensation

    | | Pursuit 2026 PROXY STATEMENT | 30 |

  42. Short-Term (Annual) Incentives

    Short-Term (Annual) Incentives Our Management Incentive Plan, or MIP, is an annual, cash-based incentive program. The Human Resources Committee approves the performance measures, as well as threshold, target, and maximum financial performance levels for each measure. The threshold financial performance level is the minimum financial performance level required for any MIP payout on the financial component, while the maximum represents the financial performance level at which the maximum financial incentive payout may be achieved. The financial performance targets are established considering both the prior fiscal year’s operating results and current fiscal year projections, as well as the macroeconomic environment. The strategic objectives are established on an annual basis to align with the Company’s long-term strategy to create shareholder value. The Human Resources Committee selected Adjusted EBITDA (as defined below) and strategic objectives as the performance measures for the 2025 MIP. Adjusted EBITDA was chosen because it is a highly visible and important measure of the Company’s financial performance that is relied upon by investors. The Human Resources Committee also developed strategic objectives to ensure that our NEOs continued to pursue important objectives in furtherance of Company growth and alignment with the Company’s strategy to create long-term shareholder value.

  43. Short-Term (Annual) Incentives

    | | Pursuit 2026 PROXY STATEMENT | 38 |

  44. Short-Term (Annual) Incentives

    The Human Resources Committee receives periodic reports from the management team to assess progress against both the financial and strategic objectives. Following the conclusion of the fiscal year, the Human Resources Committee reviews the Company’s performance under each measure against the pre-established targets. Based on this review and a qualitative assessment of the Company’s performance, the Human Resources Committee may approve payouts as calculated under the MIP or, considering various factors it deems appropriate, reduce the calculated payout, which may include determining that no payout is warranted under the plan. The performance measures for the 2025 MIP were weighted as follows: • 75% based on Adjusted EBITDA; and • 25% based on strategic objectives. Actual 2025 Adjusted EBITDA performance (i) at the threshold level would earn a payout for that component of 50% of target, (ii) at the target level would earn a payout for that component of 100% of target, and (iii) at the maximum level would earn a payout for that component of 200% of target (for Mr. Barry); 185% of target (for Mses. Ingersoll and Striedel); or 175% of target (for all other NEOs). For Adjusted EBITDA performance between the threshold and target levels, or between the target and maximum levels, the payout percentage would be interpolated on a linear basis. The Human Resources Committee established the Adjusted EBITDA targets under the 2025 MIP in March 2025, and in February 2026, the Human Resources Committee certified actual Adjusted EBITDA performance against the targets, in each case as shown below:

  45. Short-Term (Annual) Incentives

    | | Target Financial Achievement Levels 1 | | | | | | Financial Goal 2 | Threshold | Target | Maximum | Actual Results | Achievement | | Adjusted EBITDA | $92.7 | $103.0 | $113.3 | $105.9 | 128.2% |

  46. Short-Term (Annual) Incentives

    1. All dollar amounts are shown in millions of U.S. dollars ($) unless indicated as a percentage (%). For purposes of evaluating achievement, we converted the financial results to U.S. dollars at the same fixed exchange rates used when establishing the target achievement levels to eliminate any benefit or detriment related to exchange rate variances. Adjusted EBITDA is a non-GAAP financial measure and means earnings from continuing operations before interest expense and interest income, income taxes, depreciation, amortization, restructuring charges, impairment losses and recoveries, and income/loss attributable to non-controlling interests. The Adjusted EBITDA performance goals exclude specific items that are identified at the beginning of the plan cycle, certain items that are of a non-operating nature, and other items for which Management does not want to create an incentive. These items include acquisition and divestiture transaction-related and integration expenses, attraction start-up costs, the results of any acquisitions that were not contemplated in the plan (including from Tabacón Thermal Resort, which the Company acquired on July 1, 2025), and certain other specified items.

  47. Short-Term (Annual) Incentives

    | 39 | Pursuit 2026 PROXY STATEMENT | |

  48. Short-Term (Annual) Incentives

    As noted above, strategic objectives for the 2025 MIP were established and approved by the Human Resources Committee. The strategic objectives component of the 2025 MIP could be earned at up to 125% of target for that component, and actual payouts could scale with over-achievement of financial targets. The applicable strategic objectives for our NEOs in 2025 were based on guest satisfaction and team member engagement (each weighted 50%), which are critical performance metrics for our business. At its meeting in February 2026, our Human Resources Committee reviewed performance against each of the strategic objectives. The achievement percentages for the strategic objectives below were calculated using the actual results of each strategic objective within a range as determined by the Human Resources Committee based on historical data. As a result of those discussions, our Human Resources Committee determined strategic objective achievement levels for 2025 as set forth below:

  49. Short-Term (Annual) Incentives

    | Strategic Objective | Weighting | Achievement | | 2025 Net Promoter Score: Measure of guest loyalty, satisfaction, and likelihood to recommend a company’s products or services | 50% of Strategic Component | 125.0% | | 2025 Team Member Engagement: Measure of how motivated people are to put in extra effort for their organization and a sign of how committed they are to staying | 50% of Strategic Component | 70.0% |

  50. Short-Term (Annual) Incentives

    Considering both our financial and strategic objectives, the formula for calculating a payout under our 2025 MIP was: Accordingly, based on achievement levels for financial and strategic objectives approved by our Human Resources Committee and described above, incentive target opportunities for our NEOs in 2025 (expressed as a percentage of base salary) and actual payouts under the 2025 MIP were as follows:

  51. Short-Term (Annual) Incentives

    | Name | Target (%) | Weighted Achievement (%) | Actual ($) | | David W. Barry | 100.0 | 120.6 | 904,501 | | Michael "Bo" Heitz | 75.0 | 120.6 | 364,486 | | Ellen M. Ingersoll 1 | 60.0 | 120.6 | 89,184 | | Samuel Auck | 45.0 | 120.6 | 169,213 | | Michael L. Bosco 2 | 35.0 | 120.6 | 77,335 | | Leslie S. Striedel 1 | 40.0 | 120.6 | 88,038 | | Catherine Tang 3 | 55.0 | - | - |

  52. Short-Term (Annual) Incentives

    1. Mses. Ingersoll and Striedel each received a prorated payout under the 2025 MIP based on actual performance pursuant to the terms of their respective transition agreements. See “Other Compensation Actions” below. 2. Mr. Bosco’s payout under the 2025 MIP was prorated based on his June 16, 2025 start date with the Company. Ms. Tang was not eligible to receive a payout under the 2025 MIP given the termination of her employment in October 2025.

  53. Short-Term (Annual) Incentives

    | | Pursuit 2026 PROXY STATEMENT | 40 |

  54. Short-Term (Annual) Incentives

    The Human Resources Committee believes that incentive decisions for 2025 MIP payments reflected the Company’s improvement in year-over-year financial performance and strategic execution, and are consistent with our pay for performance compensation philosophy.

  55. Long-Term Incentives

    Long-Term Incentives

  56. 2025 LTI Awards

    2025 LTI Awards In 2025, Pursuit’s first full year as a standalone public company, the Human Resources Committee approved a long-term incentive program for our NEOs consisting of a mix of RSU and PSU awards. The RSU awards vest in annual installments over three years, subject to each NEO’s continued service with us on each vesting date, and the PSUs vest based on the Company’s relative TSR performance against constituents within the Russell 2000 Index (the “2025 PSUs”) between January 1, 2025 and December 31, 2027 (the “2025 PSU Performance Period”). The Human Resources Committee believes that this program reflects our pay-for-performance philosophy. The 2025 PSUs will scale in value only to the extent that the Company’s TSR compares favorably to the TSR of other Russell 2000 Index companies, and the value of the RSUs is tied directly to the value of our common stock, ensuring that NEO compensation moves in line with the returns experienced by our shareholders. In designing the program, our Human Resources Committee was advised by Korn Ferry, its independent compensation advisor since September 2023, who provided guidance on long-term incentive compensation trends among similarly situated public companies. The award mix for 2025 reflects a tiered approach to performance accountability that the Human Resources Committee viewed as particularly appropriate given Pursuit’s transition to an independent, publicly traded company. Messrs. Barry and Heitz, as our President and Chief Executive Officer and Chief Financial Officer, respectively, received awards consisting of 70% PSUs and 30% RSUs, while the other NEOs who participated in the program received awards evenly split between PSUs and RSUs. In each case, the ultimate value of an award will be determined by our common stock price at the time of vesting or at the end of the 2025 PSU Performance Period, as applicable, directly linking executive pay to long-term value creation. The 2025 LTI awards are shown in the table below:

  57. 2025 LTI Awards

    | Name 1 | PSUs (at Target) (#) 2 | RSUs (#) 3 | | David W. Barry | 50,444 | 21,619 | | Michael "Bo" Heitz | 6,726 | 3,603 | | Samuel Auck | 2,928 | 2,928 | | Michael L. Bosco | 2,584 | 2,584 | | Catherine Tang 4 | 3,975 | 3,975 |

  58. 2025 LTI Awards

    1. Mses. Ingersoll and Striedel were not eligible to receive equity awards in 2025. 2. Relative TSR is a goal measured by our performance relative to other Russell 2000 Index constituents. The Human Resources Committee selected the Russell 2000 Index for the relative TSR goal because it provides an appropriate comparator to measure how our stock price is performing relative to the stock prices of companies in the same stock market index and with similar market capitalizations. For the 2025 PSUs, TSR for the Company and each Russell 2000 Index constituent is based on: (a) the average closing stock price during the 20 consecutive trading days prior to and including December 31, 2024 (“Initial Stock Price”); (b) dividends paid between January 1, 2025, and December 31, 2027 (“Dividends Paid”); and (c) the average closing stock price during the 20 consecutive trading days prior to and including December 31, 2027 (“Ending Stock Price”). We calculate TSR for Pursuit and each Russell 2000 Index constituent as follows: (Ending Stock Price + Dividends Paid – Initial Stock Price) / Initial Stock Price. 3. Mr. Heitz, Mr. Bosco, and Ms. Tang also received new-hire RSU grants when they commenced employment with the Company (in late 2024 for Mr. Heitz and in 2025 for Mr. Bosco and Ms. Tang). See the “Other Compensation Actions” section for additional information. Ms. Tang forfeited her 2025 equity awards in their entirety in connection with her termination of employment on October 31, 2025.

  59. 2025 LTI Awards

    | 41 | Pursuit 2026 PROXY STATEMENT | |

  60. 2025 LTI Awards

    The relative TSR performance levels for the 2025 PSU Performance Period and the corresponding potential payouts of the 2025 PSUs (as a percentage of target) are as follows:

  61. 2025 LTI Awards

    | Relative TSR Performance – Russell 2000 Index | Achievement Percentage of the Relative TSR Performance Goal | | 75th percentile or above | 200% | | 55th percentile | 100% | | 25th percentile | 50% | | Below 25th percentile | 0% |

  62. 2025 LTI Awards

    Notwithstanding the foregoing, to the extent that the Company’s absolute TSR over the 2025 PSU Performance Period is negative, the number of 2025 PSUs earned will not exceed 100% of target, even if the Company’s relative TSR performance exceeds the 55th percentile.

  63. Vesting of 2023 PSUs

    Vesting of 2023 PSUs In 2023, Mses. Ingersoll and Striedel received PSU awards that were eligible to vest based on Viad’s relative TSR performance against constituents within the Russell 2000 Index over the performance period beginning January 1, 2023 and ending December 31, 2025 (the “2023 PSUs”). Mr. Barry participated in a different long-term incentive program in 2023 and our other NEOs were either not in service with the Company or not eligible to receive the 2023 PSUs at the time that those awards were granted. As described above with respect to the 2025 PSUs, between 0% (for relative TSR performance below the 25th percentile as compared to the peer group) and 200% (for relative TSR performance at or above the 75th percentile compared to the peer group) of the target number of 2023 PSUs - 24,124 for Ms. Ingersoll and 5,578 for Ms. Striedel - could be earned based on actual performance. In February 2026, the Human Resources Committee determined that Viad’s relative TSR performance during the 2023-2025 performance period was at approximately the 61st percentile as compared to the peer group, resulting in an overall achievement percentage of 131.3% of target. Mses. Ingersoll and Striedel each remained eligible to receive a prorated payout of the 2023 PSUs following their respective terminations of employment, based on their time in service during the performance period, and accordingly, vested in 23,266 and 6,022 PSUs, respectively.

  64. CFO Transition and Compensation Arrangements

    Mr. Heitz commenced employment with the Company on December 16, 2024 as Chief Financial Officer of the Legacy Pursuit Segment. Mr. Heitz’s compensation in the role of Chief Financial Officer of the Legacy Pursuit Segment included: (i) an annual base salary of $400,000; (ii) an annual cash incentive bonus with a target bonus opportunity of 75% of annual base salary, with the actual amount earned ranging from 0% to 175% of target based on actual achievement against performance metrics to be established by the Board or the Human Resources Committee; (iii) a 2025 long-term equity incentive award consisting of RSUs and PSUs with an aggregate grant value of $500,000 on January 2, 2025, described above under “Long-Term Incentives - 2025 LTI Awards”; (iv) a new hire award of 5,525 RSUs with an aggregate grant value of $250,000 on December 16, 2024; vesting in three equal annual installments subject to Mr. Heitz’s continued service with the Company through each applicable vesting date; and (v) participation in the Company’s employee benefit and welfare plans. The foregoing compensation package remained unchanged when Mr. Heitz commenced service as the Company’s Chief Financial Officer in 2025, with the exception of a cost-of-living increase in his base salary for 2025 to $403,960.

  65. CAO Transition and Compensation Arrangements

    CAO Transition and Compensation Arrangements Effective July 1, 2025, Mr. Bosco succeeded Ms. Striedel as Chief Accounting Officer of the Company. Ms. Striedel entered into a transition agreement with the Company effective as of December 31, 2024 (the “Striedel Transition Agreement”). Ms. Striedel’s termination of employment on June 30, 2025 constituted a termination without cause for purposes of the Striedel Transition Agreement and she received the following benefits: (i) cash severance of $379,575, (ii) certain continued health and welfare benefits for approximately eleven months following her termination with a value of approximately $5,644, (iii) executive physical examination benefits with a value of approximately $28,663, and (iv) a prorated MIP payment of $88,038 for 2025 based on actual Company performance. Ms. Striedel’s remaining outstanding unvested RSUs vested on her termination date on a pro rata basis (based on the percentage of time from the grant date to the termination date); provided, however, that 9,452 retention RSUs awarded to Ms. Striedel in 2024 vested in full on the termination date. Additionally, her remaining outstanding unvested PSUs vested or will vest upon the lapse of the relevant vesting period on a pro rata basis (based on the percentage of time from the start of the performance period to the termination date). Mr. Bosco commenced employment with the Company on June 16, 2025. Mr. Bosco’s compensation in the role of Chief Accounting Officer included: (i) an annual base salary of $285,000; (ii) an annual cash incentive bonus with a target bonus opportunity of 35% of annual base salary, with the actual amount earned ranging from 0% to 175% of target based on actual achievement against performance metrics to be established by the Board or the Human Resources Committee; (iii) a 2025 annual long-term equity incentive award consisting of RSUs and PSUs with an aggregate grant value of $142,500 on June 16, 2025, described above under “Long-Term Incentives - 2025 LTI Awards”; (iv) a new hire award of 3,627 RSUs with an aggregate grant value of $100,000 on June 16, 2025, vesting in three equal annual installments subject to Mr. Bosco’s continued service with the Company through each applicable vesting date; and (v) participation in the Company’s employee benefit and welfare plans.

  66. CLO New-Hire and Transition Arrangements

    CLO New-Hire and Transition Arrangements Ms. Tang commenced employment with the Company on March 24, 2025. Ms. Tang’s compensation in the role of Chief Legal Officer included: (i) an annual base salary of $400,000; (ii) an annual cash incentive bonus with a target bonus opportunity of 55% of annual base salary, with the actual amount earned ranging from 0% to 175% of target based on actual achievement against performance metrics to be established by the Board or the Human Resources Committee; (iii) a 2025 annual long-term equity incentive award consisting of RSUs and PSUs with an aggregate grant value of $300,000 on March 24, 2025, described above under “Long-Term Incentives—2025 LTI Awards”; (iv) a new-hire award of 2,649 RSUs with an aggregate grant value of $100,000 on March 24,

  67. CLO New-Hire and Transition Arrangements

    2025, vesting in three equal annual installments subject to Ms. Tang’s continued service with the Company through each applicable vesting date; and (v) participation in the Company’s employee benefit and welfare plans. Ms. Tang ceased serving as Chief Legal Officer and Corporate Secretary on September 30, 2025, and was subsequently terminated by us without cause on October 31, 2025. In connection with Ms. Tang’s termination, she received certain continued health and welfare benefits for the two months following her termination with a value of approximately $5,465 and forfeited all outstanding equity awards.

  68. Post-Employment Compensation

    Post-Employment Compensation Certain termination events will trigger post-employment payments and benefits for our NEOs, including a change in control, termination for cause, involuntary termination not for cause, and death or disability. These are discussed under “Potential Payments upon Employment Termination or Change in Control” in the Executive Compensation section of this Proxy Statement. Our Human Resources Committee believes that severance benefits are important from a retention perspective to provide some level of protection to our NEOs who may be terminated, including in connection with a change in control, and that the amounts are reasonable and maintain the competitiveness of our executive compensation and retention program. Further, our Human Resources Committee believes that this structure helps ensure, in the event of a possible change in control, that the NEOs will be available (without concern for their personal financial situations) to perform their regular duties and to advise management and the Board as to whether the change in control proposal would be in our or our shareholders’ best interests. We may also call upon our NEOs to assist in the change in control implementation and transition, and to perform other appropriate actions. Severance benefits also provide an economic means for the NEOs to transition from Pursuit employment.

  69. Compensation Decision-Making Process

    Short-term (annual) incentive opportunities, performance goals, the achievement of performance targets, and payment of incentive awards; • Long-term incentive awards, performance goals, the achievement of performance targets, and any payment of long-term incentive awards; and • Any special or supplemental compensation or benefits. The Human Resources Committee approves, and the other independent members of the Board ratify, all elements of our CEO’s compensation. Base salary adjustments, if any, are generally effective on or around April 1 of each year for our CEO and other NEOs. At its regular quarterly February 2025 meeting, the Human Resources Committee approved RSU and PSU awards to executive officers (as discussed in the CD&A subsection “2025 LTI Awards”). In March 2025, the Human Resources Committee approved financial targets and strategic objectives for the 2025 MIP.

  70. Compensation Comparator Group

    Compensation Comparator Group After consultation with Korn Ferry in February 2025, the Human Resources Committee selected a comparator group that was used for making 2025 executive officer compensation decisions, which was significantly different from the compensation peer group used in prior years in light of the GES Sale and Pursuit becoming a standalone organization. In selecting the comparator group, we focused on the following criteria: • Business Relevance. The comparator group for 2025 was comprised primarily of leisure and hospitality services companies. • Revenue Comparability. Companies considered for the 2025 comparator group generally generated annual revenues between approximately one-half and three times the Company’s annual revenue. We believe the 2025 comparator group was relevant in gauging our compensation actions. The compensation comparator group ultimately referenced by the Human Resources Committee included the following companies whose businesses were comparable with the Company’s business:

  71. Compensation Comparator Group

    | 2025 Comparator Group | | | | | Company Name | Ticker Symbol | Company Name | Ticker Symbol | | Full House Resorts, Inc. | FLL | Playa Hotels & Resorts | PLYA | | Golden Entertainment, Inc. | GDEN | Soho House & Co | SHCO | | Lindblad Expeditions Holdings, Inc. | LIND | Summit Hotel Properties, Inc. | INN | | Lucky Strike Entertainment | LUCK | Target Hospitality Corp. | TH | | Monarch Casino & Resort, Inc. | MCRI | Xenia Hotels & Resorts, Inc. | XHR |

  72. Compensation Comparator Group

    The Human Resources Committee has the discretion to change the comparator group from time to time to help ensure that it provides a reasonable point of comparison for our executive officer compensation program. Such changes may reflect changes in our business, or changes at comparator group companies.

  73. Compensation Comparator Group

    | 47 | Pursuit 2026 PROXY STATEMENT | |

  74. Clawback Provisions For Detrimental Conduct

    Clawback Provisions For Detrimental Conduct In order to protect the Company, short- and long-term incentive compensation is subject to forfeiture and reimbursement (i.e., clawback) provisions related to the following conduct: • an officer or employee knowingly or grossly negligently engaged in misconduct that caused a misstatement of our financial statements, or in misconduct, which constituted a material violation of our Code of Ethics or certain other policies; • an officer or employee was aware of and failed to report another officer or employee who was participating in misconduct that caused or could cause a misstatement of our financial statements, or materially violated our Code of Ethics or certain other policies; and • an officer or employee acted significantly contrary to our best interests. All of our NEOs’ and other key employees’ short- and long-term incentive compensation is subject to these clawback provisions. The clawback provisions also relate to violations of certain restrictions on competitive activities following employment termination. In November 2023, our Human Resources Committee approved an Incentive Compensation Recoupment Policy, which is applicable to the Company’s executive officers and requires the recoupment of Recoverable Incentive Compensation in the event of an Accounting Restatement (as those terms are defined in the policy). This policy conforms to SEC and NYSE rulemaking consistent with the Dodd-Frank Wall Street Reform and Consumer Protection Act.

  75. Summary Compensation Table

    Summary Compensation Table

  76. For Fiscal Years Ended 2025, 2024, and 2023

    | Name and Principal Position | Year | Salary ($) | Bonus ($) | Stock Awards 1 ($) | Option Awards ($) | Non-Equity Incentive Plan Compensation 2 ($) | Change in Pension Value and Nonqualified Deferred Compensation Earnings 3 ($) | All Other Compensation 4 ($) | Total ($) | | (a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) | | David W. Barry 5 | 2025 | 729,809 | — | 3,723,854 | — | 904,501 | 17 | 14,180 | 5,372,361 | | President and Chief | 2024 | 600,000 | — | 2,819,469 | — | 263,640 | 163 | 23,449 | 3,706,721 | | Executive Officer | 2023 | 600,000 | — | — | — | 339,504 | 277 | 27,966 | 967,747 | | Michael "Bo" Heitz 6,7 | 2025 | 391,561 | — | 526,514 | — | 364,486 | — | 12,765 | 1,295,326 | | Chief Financial Officer | | | | | | | | | | | Ellen M. Ingersoll 6,8 | 2025 | 121,354 | — | — | — | 89,184 | — | 531,089 | 741,627 | | Former Chief | 2024 | 488,816 | — | 1,204,979 | — | 284,800 | 66 | 400,748 | 2,379,409 | | Financial Officer | 2023 | 469,027 | — | 1,139,794 | — | 416,600 | 180 | 328,892 | 2,354,493 | | Samuel Auck 9,10 | 2025 | 303,478 | — | 280,151 | — | 169,213 | — | 8,970 | 761,812 | | Chief Platform Officer | | | | | | | | | | | Michael L. Bosco 11,12 | 2025 | 147,981 | — | 250,850 | — | 77,335 | — | 5,352 | 481,518 | | Chief Accounting Officer | | | | | | | | | | | Leslie Striedel 11,13 | 2025 | 179,692 | — | — | — | 88,038 | — | 420,710 | 688,440 | | Former Chief Accounting Officer | 2024 | 361,987 | — | 628,614 | — | 140,600 | — | 27,052 | 1,158,253 | | Catherine Tang 14 | 2025 | 246,154 | — | 476,030 | — | — | — | 5,563 | 727,747 | | Former Chief Legal | | | | | | | | | | | Officer and | | | | | | | | | | | Corporate Secretary | | | | | | | | | |

  77. For Fiscal Years Ended 2025, 2024, and 2023

    1. The amounts shown under column (e) do not reflect actual payouts, but rather, they represent the grant date fair value of long-term incentives awarded to the NEOs, comprising RSUs and PSUs awarded to all our NEOs in 2025. The grant date fair value of the RSU and PSU awards were computed in accordance with FASB ASC 718 as discussed in our 2025 Form 10-K, in Notes 1 and 3 to the Consolidated Financial Statements and are incorporated herein by reference. 2. The amounts shown under column (g) represent incentive cash awards accrued under the MIP. All awards were made pursuant to the 2017 Pursuit Attractions and Hospitality, Inc. Omnibus Incentive Plan (the “2017 Plan”), each of which was paid in March of the following year. The 2025 performance targets and achievement levels are discussed in the CD&A of this Proxy Statement. 3. The amounts shown under column (h) for Mr. Barry represent above-market earnings under the Supplemental 401(k) Plan. 4. The aggregate incremental cost of perquisites is the actual cost we incurred as a result of providing those items unless otherwise stated. 5. The amount reported under column (i) for Mr. Barry in 2025 includes: (i) a $14,000 matching contribution under the 401(k) Plan; and (ii) $180 in life insurance premiums. 6. Effective March 17, 2025, Michael “Bo” Heitz succeeded Ms. Ingersoll as the Company’s Chief Financial Officer, which is described in more detail in the CD&A subsection “Other Compensation Actions – CFO Transition and Compensation Arrangements.” Mr. Heitz was not an NEO in 2023 or 2024 and thus, only 2025 compensation information is shown for him in this table. 7. The amount reported under column (i) for Mr. Heitz in 2025 includes: (i) a $12,585 matching contribution under the 401(k) Plan; and (ii) $180 in life insurance premiums. The amount reported under column (i) for Ms. Ingersoll in 2025 includes: (i) a $4,627 matching contribution under the 401(k) Plan; (ii) $52 in life insurance premiums; and (iii) $526,410 of cash severance payments, certain continued health and welfare benefits, and executive physical examination benefits under the Ingersoll Transition Agreement, which is described in more detail in the CD&A subsection “Other Compensation Actions - CFO Transition and Compensation Arrangements.”

  78. For Fiscal Years Ended 2025, 2024, and 2023

    | | Pursuit 2026 PROXY STATEMENT | 52 |

  79. For Fiscal Years Ended 2025, 2024, and 2023

    Mr. Auck was appointed as an executive officer, effective February 26, 2025. Mr. Auck was not an NEO in 2023 or 2024 and thus, only 2025 compensation information is shown for him in this table. 10. The amount reported under column (i) for Mr. Auck in 2025 includes: (i) a $8,790 matching contribution under the 401(k) Plan; and (ii) $180 in life insurance premiums. 11. Effective July 1, 2025, Mr. Bosco succeeded Ms. Striedel as the Company’s Chief Accounting Officer which is described in more detail in the CD&A subsection “Other Compensation Actions – CAO Transition and Compensation Arrangements.” Mr. Bosco was not an NEO in 2023 or 2024 and thus, only 2025 compensation information is shown for him in this table. Additionally, Ms. Striedel was not an NEO in 2023 and thus, only 2024 and 2025 compensation information is shown for her in this table. 12. The amount reported under column (i) for Mr. Bosco in 2025 includes: (i) a $5,262 matching contribution under the 401(k) Plan; and (ii) $90 in life insurance premiums. 13. The amount reported under column (i) for Ms. Striedel in 2025 includes: (i) a $6,738 matching contribution under the 401(k) Plan; (ii) $90 in life insurance premiums; and (iii) $413,882 of cash severance payments, certain continued health and welfare benefits, and executive physical examination benefits under the Striedel Transition Agreement, which is described in more detail in the CD&A subsection “Other Compensation Actions – CAO Transition and Compensation Arrangements.” 14. Ms. Tang commenced employment with the Company on March 24, 2025 and terminated employment with the Company on October 31, 2025. In connection with Ms. Tang’s departure, her equity awards reported under column (e) were forfeited prior to vesting. The amount reported under column (i) for Ms. Tang in 2025 includes: (i) $98 in life insurance premiums; and (ii) continued health and welfare benefits with a value of approximately $5,465, as described in more detail under the CD&A subsection “Other Compensation Actions - CLO New-Hire and Transition Arrangements.” Ms. Tang was not an NEO in 2023 or 2024 and thus, only 2025 compensation information is shown for her in this table.

  80. Grants Of Plan-Based Awards for Fiscal Year Ended December 31, 2025

    Grants Of Plan-Based Awards for Fiscal Year Ended December 31, 2025 The following table gives the estimated future payouts for awards granted in 2025 under equity incentive and non-equity incentive plans, and the number of shares or units underlying awards granted in 2025:

  81. Grants Of Plan-Based Awards for Fiscal Year Ended December 31, 2025

    | | | Estimated Future Payouts Under Non-Equity Incentive Plan Awards1 | | | Estimated Future Payouts Under Equity Incentive Plan Awards2 | | | All Other Stock Awards: Number of Shares of Stock or | Grant Date Fair Value of Stock and Option | | Name | Grant Date | Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target (#) | Maximum (#) | Units (#)3 | Awards ($)4 | | (a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (l) | | Barry | | 375,000 | 750,000 | 1,500,000 | | | | | | | RSU5 | 1/2 | | | | | | | 21,619 | 899,999 | | 2025 PSU5 | 1/2 | | | | 25,222 | 50,444 | 100,888 | | 2,823,855 | | Heitz | | 151,485 | 302,970 | 530,198 | | | | | | | RSU5 | 1/2 | | | | | | | 3,603 | 149,993 | | 2025 PSU5 | 1/2 | | | | 3,363 | 6,726 | 13,452 | | 376,521 | | Ingersoll6 | | 147,900 | 295,800 | 547,230 | | | | | | | Auck | | 70,448 | 140,895 | 246,566 | | | | | | | RSU5 | 3/1 | | | | | | | 2,928 | 116,242 | | 2025 PSU5 | 3/1 | | | | 1,464 | 2,928 | 5,856 | | 163,909 | | Bosco7 | | 49,875 | 99,750 | 174,563 | | | | | | | RSU5 | 6/16 | | | | | | | 6,211 | 171,237 | | 2025 PSU5 | 6/16 | | | | 1,292 | 2,584 | 5,168 | | 79,613 | | Striedel6 | | 73,000 | 146,000 | 270,100 | | | | | | | Tang8 | | 110,000 | 220,000 | 385,000 | | | | | | | RSU5 | 3/24 | | | | | | | 6,835 | 250,024 | | 2025 PSU5 | 3/24 | | | | 2,051 | 4,101 | 8,202 | | 226,006 |

  82. Grants Of Plan-Based Awards for Fiscal Year Ended December 31, 2025

    1. The amounts shown in column (c) reflect the threshold payment level under the 2025 MIP. The amounts in column (d) reflect the target payment level under the 2025 MIP. The amounts shown in column (e) reflect the maximum payment level under the 2025 MIP. For more information regarding the 2025 MIP, please see the CD&A subsection “Short-Term (Annual) Incentives.” Actual payout results are reflected in column (g) of the Summary Compensation Table. 2. Columns (f), (g), and (h) report the estimated threshold, target, and maximum payouts as of the grant date for the 2025 PSU awards. These PSU awards may be earned based on the Company’s TSR performance relative to the TSR performance of other constituents of the Russell 2000 Index over the three-year performance period beginning January 1, 2025, and ending December 31, 2027. If threshold, target, or maximum performance is attained over the performance period, 50%, 100%, or 200% of the target number of PSUs, respectively, may be earned. If actual performance falls between threshold and maximum, the number of shares earned would be calculated using linear interpolation. To the extent that the Company’s absolute TSR over the same period is negative, the number of 2025 PSUs earned will not exceed 100% of target, even if the Company’s relative TSR exceeds the target level of performance. 3. Column (i) reports the number of RSUs granted in 2025. The RSUs vest in equal annual installments on each of the first three anniversaries of the grant date. 4. Column (l) reports grant date fair value computed in accordance with FASB ASC 718. The actual value realized by the NEOs for the RSUs and PSUs will not be determined until the time of vesting. Assumptions made in the valuation of stock awards under this column (l) are discussed in our 2025 Form 10-K, in Notes 1 and 3 to the Consolidated Financial Statements and are incorporated herein by reference. 5. RSU and PSU awards will be paid, if earned, in Pursuit common stock. 6. Mses. Ingersoll and Striedel each received a prorated payout under the 2025 MIP based on actual performance pursuant to the terms of the Ingersoll Transition Agreement and the Striedel Transition Agreement, respectively. See “Other Compensation Actions” above. 7. Mr. Bosco’s payout under the 2025 MIP was prorated commensurate with his employment start date on June 16, 2025. 8. Ms. Tang was no longer employed by the Company as of December 31, 2025 and accordingly, was ultimately not eligible to receive a payout under the 2025 MIP. Additionally, her equity awards were forfeited on October 31, 2025, prior to vesting. For a description of all other material terms of the awards described in the table above, including a description of the effect of a termination of employment or a change in control on the vesting or payout of these awards, please refer to the “Short-Term (Annual) Incentives” and “Long-Term Incentives” subsections of the CD&A section of this Proxy Statement and the “Potential Payments Upon Employment Termination or Change in Control” section below.

  83. Grants Of Plan-Based Awards for Fiscal Year Ended December 31, 2025

    | | Pursuit 2026 PROXY STATEMENT | 54 |

  84. Outstanding Equity Awards at Fiscal Year Ended December 31, 2025

    Outstanding Equity Awards at Fiscal Year Ended December 31, 2025 The table below includes all of the NEOs’ outstanding options and unvested stock awards as of December 31, 2025, including awards subject to performance conditions:

  85. Outstanding Equity Awards at Fiscal Year Ended December 31, 2025

    | | Stock Awards | | | | | Name | Number of Shares or Units of Stock That Have Not Vested (#) 1 | Market Value of Shares or Units of Stock That Have Not Vested ($) 1,2 | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($) 2 | | (a) | (g) | (h) | (i) | (j) | | Barry | | | | | | 2024 PSU | — | — | 38,261 | 1,288,630 | | 2025 PSU | — | — | 50,444 | 1,698,954 | | RSU | 32,551 | 1,096,318 | — | — | | Heitz | | | | | | 2025 PSU | — | — | 6,726 | 226,532 | | RSU | 9,128 | 307,431 | — | — | | Ingersoll 3 | | | | | | 2024 PSU | — | — | 6,241 | 210,197 | | Auck | | | | | | 2025 PSU | — | — | 2,928 | 98,615 | | RSU | 4,185 | 140,951 | — | — | | Bosco | | | | | | 2025 PSU | — | — | 2,584 | 87,029 | | RSU | 6,211 | 209,186 | — | — | | Striedel 4 | | | | | | 2024 PSU | — | — | 1,775 | 59,782 | | Tang 5 | — | — | — | — |

  86. Outstanding Equity Awards at Fiscal Year Ended December 31, 2025

    1. For columns (g) and (h), RSU awards vest pursuant to the terms of the applicable agreements, which generally vest in equal annual installments on each of the first three anniversaries of the grant date. 2. For columns (h) and (j), the market value of shares (or units) was computed by multiplying the number of shares (or units) by $33.68, the closing market price of our common stock at December 31, 2025. In calculating the number of PSU awards and their value in this table, we are required by SEC rules to compare our performance through 2025 under the PSU grants against the threshold, target, and maximum performance levels for the grants and to report in these columns the applicable potential share number and payout amount. If the performance is between levels, we are required to report the potential payout at the next highest level. Accordingly, we have reported both the outstanding 2024 PSU and 2025 PSU awards in the table at their target levels based on performance against the goals through December 31, 2025. 3. Upon Ms. Ingersoll’s departure on March 31, 2025, Ms. Ingersoll’s remaining outstanding unvested RSUs were earned on a pro rata basis (based on the percentage of time from the grant date to the termination date). Additionally, her 2023 PSUs vested upon the lapse of the relevant vesting period on December 31, 2025 on a pro rata basis (based on the percentage of time from the start of the performance period to March 31, 2025) based on actual performance. Ms. Ingersoll’s 2024 PSUs will vest upon the lapse of the relevant vesting period on a pro rata basis (based on the percentage of time from the start of the performance period to March 31, 2025) based on actual performance. 4. Upon Ms. Striedel’s departure on June 30, 2025, Ms. Striedel’s remaining outstanding unvested RSUs were earned on a pro rata basis (based on the percentage of time from the grant date to the termination date); provided, however, that the grant of 9,452 retention RSUs awarded to Ms. Striedel in 2024 vested in full on June 30, 2025. Additionally, her 2023 PSUs vested upon the lapse of the relevant vesting period on December 31, 2025 on a pro rata basis (based on the percentage of time from the start of the performance period to June 30, 2025) based on actual performance. Ms. Striedel’s 2024 PSUs will vest upon the lapse of the relevant vesting period on a pro rata basis (based on the percentage of time from the start of the performance period to June 30, 2025) based on actual performance. Upon Ms. Tang’s departure on October 31, 2025, Ms. Tang forfeited all of her outstanding equity awards.

  87. Outstanding Equity Awards at Fiscal Year Ended December 31, 2025

    | 55 | Pursuit 2026 PROXY STATEMENT | |

  88. Stock Vested for Fiscal Year Ended December 31, 2025

    Stock Vested for Fiscal Year Ended December 31, 2025 This table shows RSU and PSU awards that vested during 2025:

  89. Stock Vested for Fiscal Year Ended December 31, 2025

    | | Stock Awards | | | Name (a) | Number of Shares Acquired on Vesting (#) | Value Realized on Vesting1 ($) | | Barry | | | | RSU | 5,466 | 217,000 | | Heitz | — | — | | Ingersoll 2 | | | | 2023 PSUs | 23,266 | 808,726 | | RSU | 12,829 | 484,797 | | Auck | | | | RSU | 2,664 | 90,977 | | Bosco | — | — | | Striedel 3 | | | | 2023 PSUs | 6,022 | 209,325 | | RSU | 13,725 | 426,288 | | Tang 4 | — | — |

  90. Stock Vested for Fiscal Year Ended December 31, 2025

    1. The value realized upon the vesting of RSUs is the closing price of Pursuit’s common stock on the date of vesting multiplied by the number of shares that vested. 2. Upon Ms. Ingersoll’s departure on March 31, 2025, Ms. Ingersoll’s remaining outstanding unvested RSUs were earned on a pro rata basis (based on the percentage of time from the grant date to the termination date). Additionally, her 2023 PSUs vested upon the lapse of the relevant vesting period on December 31, 2025 on a pro rata basis (based on the percentage of time from the start of the performance period to March 31, 2025). 3. Upon Ms. Striedel’s departure on June 30, 2025, Ms. Striedel’s remaining outstanding unvested RSUs were earned on a pro rata basis (based on the percentage of time from the grant date to the termination date); provided, however, that the grant of 9,452 retention RSUs awarded to Ms. Striedel in 2024 vested in full on June 30, 2025. Additionally, her 2023 PSUs vested upon the lapse of the relevant vesting period on December 31, 2025 on a pro rata basis (based on the percentage of time from the start of the performance period to June 30, 2025). 4. Upon Ms. Tang’s departure on October 31, 2025, Ms. Tang forfeited all of her outstanding awards.

  91. Non-Qualified Deferred Compensation for Fiscal Year Ended December 31, 2025

    Non-Qualified Deferred Compensation for Fiscal Year Ended December 31, 2025 This table shows the amounts contributed to non-qualified deferred compensation plans during 2025:

  92. Non-Qualified Deferred Compensation for Fiscal Year Ended December 31, 2025

    | Name | Aggregate Earnings in Last Fiscal Year ($)1,2 | Aggregate Withdrawals / Distributions ($) | Aggregate Balance at Last Fiscal Year End ($) | | (a) | (b) | (c) | (d) | | Barry | | | | | Supplemental 401(k) Plan3 | 335 | — | 5,908 | | Ingersoll | | | | | Defined Contribution SERP2 | 728,656 | (5,984,490) | — |

  93. Non-Qualified Deferred Compensation for Fiscal Year Ended December 31, 2025

    1. Interest on each participant’s account balance is paid at an annual rate equal to the yield as of January 1, April 1, July 1, and October 1 on the Merrill Lynch Taxable Bond Index-Long Term Medium Quality (A3) Industrial Bonds, or such other rate as the Human Resources Committee may determine in a manner consistent with the requirements of Section 409A of the Code and related regulations. If the deferred compensation account is to be paid in installments, the interest is credited quarterly prior to the end of each installment period. If the deferred compensation account is not paid in installments, the interest is credited quarterly prior to the end of the participant’s deferral period. “Defined Contribution SERP” refers to the Pursuit Attractions and Hospitality, Inc. Defined Contribution Supplemental Executive Retirement Plan, which we established in 2013. There were no contributions in 2025. Our contributions under the Defined Contribution SERP in prior years were made only for the benefit of the account of Ms. Ingersoll, the plan’s sole participant. The Defined Contribution SERP provided annual contributions to Ms. Ingersoll’s account, and such contribution amounts were based on a formula that was intended to achieve an

  94. Non-Qualified Deferred Compensation for Fiscal Year Ended December 31, 2025

    | | Pursuit 2026 PROXY STATEMENT | 56 |

  95. Non-Qualified Deferred Compensation for Fiscal Year Ended December 31, 2025

    income replacement target at retirement. Ms. Ingersoll had a phantom account where hypothetical investment returns were deposited or credited, and assumed the investment risks and rewards by selecting from among a set of investment options we provided. As noted above, upon her separation, Ms. Ingersoll elected a lump sum payment from the Defined Contribution SERP and it was fully liquidated in September 2025. Refers to the Pursuit Attractions and Hospitality, Inc. Supplemental 401(k) Plan, which is a U.S.-based retirement program. Payments under the Supplemental 401(k) Plan are made only to participants who are U.S. citizens between the ages of 55 and 65.

  96. Potential Payments Upon Employment Termination or Change In Control

    Potential Payments Upon Employment Termination or Change In Control Certain termination events will trigger post-termination payments and benefits for our NEOs under our Severance Plan, related participation agreements and equity award agreements, as described in more detail below. Amounts that could be payable to Messrs. Barry, Heitz, Auck, and Bosco, our NEOs who remained in service as of December 31, 2025, under such arrangements are described in the narrative and set forth in the table below, assuming a qualifying termination date of December 31, 2025 and based on a closing price of $33.68 per share for Pursuit’s common stock on December 31, 2025, the last trading day of the year, except where otherwise indicated. The receipt of certain of the payments and benefits described in this section are subject to the applicable NEO’s compliance with certain restrictive covenant obligations, including non-competition, non-solicitation of employees and non-solicitation of customers ranging from 12 to 18 months following the termination of employment. Mses. Ingersoll, Striedel and Tang departed the Company on March 31, 2025, June 30, 2025 and October 31, 2025, respectively. As such, they are not included in the broader narratives and table below. Instead, the actual payments and benefits that they received in connection with their transitions are described separately in the CD&A under the heading “Other Compensation Actions.”

  97. CEO Pay Ratio

    CEO Pay Ratio As required by Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”), we are providing the following disclosure that compares the annual total compensation of our “median employee” to the annual total compensation of our Principal Executive Officer, David W. Barry. Mr. Barry served as our CEO for the entire 2025 fiscal year through December 31, 2025. The process that we used to determine our median employee in 2025 is summarized below: • To determine our median employee, we used a consistently applied compensation measure (“CACM”) based on payroll records. For U.S. employees, we used 2025 W-2 Box 1 wages (federal taxable wages), and for Canadian employees, we used 2025 T4 Box 14 (employment income). While these measures are not identical, we believe they are the most comparable and practical metrics available within each jurisdiction as the CACM for all employees. • Using the CACM, we determined our median employee as of December 1, 2025. As of that date, and according to the definition provided under Dodd-Frank, we had 1,520 employees. In determining our median employee, we excluded employees from Iceland, which represents 5% or less of our total global headcount. We also excluded approximately 385 employees in Costa Rica, as these employees joined the Company in connection with an acquisition completed during 2025. We believe these exclusions are appropriate and consistent with the applicable rules and provide a reasonable basis for identifying the median employee. From this list, we then determined that our median employee for 2025 was employed as a Maintenance Professional. To determine our 2025 CEO pay ratio, we collected additional elements of pay for our median employee in accordance with the requirements of Item 402(c) of Regulation S-K, which is the same methodology used to determine compensation for our CEO in the Summary Compensation Table in this Proxy Statement. Accordingly, the table below provides the annual total compensation for our median employee and for our CEO for 2025, as well as the ratio of our CEO’s total compensation to that of the median employee.

  98. CEO Pay Ratio

    | CEO Pay Ratio – includes part-time and seasonal employees: | | | 2025 Total Annual Compensation – Median Employee | 33,298 | | 2025 Total Annual Compensation – David W. Barry, CEO | 5,372,361 | | Ratio of CEO Compensation to the Median Employee | 161:1 |

  99. CEO Pay Ratio

    | | Pursuit 2026 PROXY STATEMENT | 62 |

  100. Pay Versus Performance

    Pay Versus Performance As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive compensation actually paid and certain financial performance of the Company. For further information concerning the Company’s variable pay-for-performance philosophy and how the Company’s aligns executive compensation with the Company’s performance, refer to the CD&A.

  101. Pay Versus Performance

    | | Summary Compensation Table Total for PEO | | Compensation Actually Paid to PEO | | | | Value of Initial Fixed $100 Investment Based on: | | | | | Year | Barry1 | Moster1 | Barry2 | Moster2 | Average Summary Compen- sation Table Total for Non-PEO NEOs3 | Average Compen- sation Actually Paid to Non-PEO NEOs4 | Total Share- holder Return5 | Peer Group Total Share- holder Return6 | Net Income (in millions)7 | Adjusted EBITDA (in millions)8 | | (a) | (b) | (b) | (c) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | | 2025 | 5,372,361 | — | 3,851,719 | — | 782,745 | 437,261 | 93.12 | 73.94 | 22.7 | 105.9 | | 2024 | 3,706,721 | 6,853,062 | 4,145,905 | 9,177,170 | 1,950,150 | 1,642,314 | 117.53 | 98.27 | 368.5 | 198.1 | | 2023 | — | 6,987,373 | — | 10,380,281 | 1,657,102 | 2,439,012 | 100.08 | 93.54 | 16.0 | 148.3 | | 2022 | — | 6,289,986 | — | 2,262,720 | 2,056,095 | (383,561) | 67.43 | 77.31 | 23.2 | 118.8 | | 2021 | — | 6,338,525 | — | 6,499,595 | 1,125,285 | 1,614,890 | 118.30 | 97.09 | (92.7) | 6.3 |

  102. Pay Versus Performance

    1. The dollar amounts reported in column (b) are the amounts of total compensation reported for Messrs. Barry (who served as our principal executive officer (“PEO”) in 2025 and 2024) and Moster (who served as our PEO in 2024, 2023, 2022, and 2021) for each corresponding year in the “Total” column of the Summary Compensation Table. Refer to “Executive Compensation—Summary Compensation Table.” 2. The dollar amounts reported in column (c) represent the amount of “compensation actually paid” to Messrs. Barry and Moster, respectively, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Messrs. Barry and/or Moster during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Mr. Barry’s total compensation for 2025 to determine the compensation actually paid:

  103. Pay Versus Performance

    | Year | Reported Summary Compensation Table Total for PEO | Reported Value of Equity Awards(a) | Equity Award Adjustments(b) | Compensation Actually Paid to PEO | | Barry 2025 | 5,372,361 | (3,723,854) | 2,203,212 | 3,851,719 |

  104. Pay Versus Performance

    (a) The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” column in the Summary Compensation Table for 2025. (b) The equity award adjustments for 2025 include the addition (or subtraction, as applicable) of the following: (i) the year-end fair value of any equity awards granted in 2025 that are outstanding and unvested as of the end of the year; (ii) the amount of change as of the end of 2025 (from the end of 2024) in fair value of any awards granted in prior years that are outstanding and unvested as of the end of 2025; (iii) for awards that were granted and vested in 2025, the fair value as of the vesting date; (iv) for awards granted in prior years that vest in 2025, the amount equal to the change as of the vesting date (from the end of 2024) in fair value; (v) for awards granted in prior years that are determined to fail to meet the applicable vesting conditions during 2025, a deduction for the amount equal to the fair value at the end of 2024; and (vi) the dollar value of any dividends or other earnings paid on stock or option awards in 2024 prior to the vesting date that are not otherwise reflected in the fair value of such award or included in any other component of total compensation for 2025. The valuation assumptions used to calculate fair values did not materially differ from those disclosed as of the grant date of the equity awards. The amounts deducted or added in calculating the equity award adjustments are as follows:

  105. Pay Versus Performance

    | 63 | Pursuit 2026 PROXY STATEMENT | |

  106. Pay Versus Performance

    | Year | Year End Fair Value of Equity Awards Granted in the Year | Change in Fair Value from End of Prior Year to the End of Covered Year of Equity Awards Granted in Prior Years | Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year | Change in Fair Value on the Vesting Date of Equity Awards Granted in Prior Years that Vested in the Year | Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year | Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation | Total Equity Award Adjustments | | Barry 2025 | 2,660,980 | (442,409) | — | (15,359) | — | — | 2,203,212 |

  107. Pay Versus Performance

    The dollar amounts reported in column (d) represent the average of the amounts reported for the Company’s named executive officers (NEOs) as a group (excluding Mr. Barry for 2025 and 2024 and Mr. Moster for 2021 through 2024) (the “Non-PEO NEOs”) in the “Total” column of the Summary Compensation Table in each applicable year. The names of each of the Non-PEO NEOs included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2025, Michael “Bo” Heitz, Ellen M. Ingersoll, Samuel Auck, Michael L. Bosco, Leslie S. Striedel, and Catherine Tang; (ii) for 2024, Ellen M. Ingersoll, Leslie S. Striedel, Derek P. Linde, and Jeffrey A. Stelmach; (iii) for 2023 and 2022, Ellen M. Ingersoll, David W. Barry, Derek P. Linde, and Jeffrey A. Stelmach; and (iv) for 2021, Ellen M. Ingersoll, David W. Barry, Derek P. Linde, and Leslie S. Striedel. 4. The dollar amounts reported in column (e) represent the average amount of “compensation actually paid” to the Non-PEO NEOs as a group, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the Non-PEO NEOs as a group during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to average total compensation for the Non-PEO NEOs as a group for 2025 to determine the compensation actually paid, using the same methodology described above in footnote 2:

  108. Pay Versus Performance

    | Year | Average Reported Summary Compensation Table Total for Non-PEO NEOs | Average Reported Value of Equity Awards | Average Equity Award Adjustments(a) | Average Compensation Actually Paid to Non-PEO NEOs(b) | | 2025 | 782,745 | (255,591) | (89,893) | 437,261 |

  109. Pay Versus Performance

    (a) The amounts deducted or added in calculating the total average equity award adjustments are as follows:

  110. Pay Versus Performance

    | Year | Average Year End Fair Value of Equity Awards Granted in the Year | Average Change in Fair Value from End of Prior Year to End of Covered Year of Equity Awards Granted in Prior Years | Average Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year | Average Change in Fair Value on the Vesting Date of Equity Awards Granted in Prior Years that Vested in the Year | Average Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year | Average Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation | Average Total Equity Award Adjustments | | 2025 | 179,614 | (175,934) | — | (93,573) | — | — | (89,893) |

  111. Pay Versus Performance

    (b) The average “compensation actually paid” to the Non-PEO NEOs as a group does not reflect any adjustments attributable to “service cost” or “prior service cost” for any defined benefit pension plans reported in the Summary Compensation Table for each applicable year. Ms. Ingersoll was the only NEO who participated in a defined benefit pension plan in each covered year. However, the benefits under such plan are frozen and there is no “service cost” or “prior service cost” to report with respect thereto. As such, the amount reported with respect to such benefit in the “Change in Pension and Nonqualified Deferred Compensation” column of the Summary Compensation Table for each applicable year is reflected in the average Summary Compensation Table “Total” and has not been adjusted. 5. Represents Pursuit’s cumulative total shareholder return (“TSR”) per $100 invested from December 31, 2020, through December 31 of each of the respective years shown, calculated in accordance with Item 201(e) of Regulation S-K. 6. Represents the peer group’s cumulative TSR per $100 invested from December 31, 2020, through December 31 of each of the respective years shown (with dividends reinvested, as applicable). The peer group used for this purpose is the S&P SmallCap 600 Hotels, Restaurants & Leisure index, of which Pursuit is a constituent, which is one of the peer groups used for the performance graph included in our 2025 Form 10-K as required under Regulation S-K Item 201(e)(1)(ii). Represents net income (loss) attributable to Pursuit as reported in the Company’s audited financial statements for the applicable year.

  112. Pay Versus Performance

    | | Pursuit 2026 PROXY STATEMENT | 64 |

  113. Pay Versus Performance

    For 2025, represents Adjusted EBITDA, the company-selected measure used for determining our MIP achievement as described in the “Short-Term (Annual) Incentives” section of the CD&A. In December 2024, we completed the GES Sale, whereby Pursuit, which was previously a business segment within Viad, became a standalone attractions and hospitality company. Although Viad historically calculated and presented a segment Adjusted EBITDA measure for Pursuit, such measure did not account for, nor is the Company able to ascertain, the corporate and other overhead costs attributable to Pursuit’s operation as a standalone public company. As a result, it is impracticable to calculate the corresponding Adjusted EBITDA metric for 2020 through 2024 and, for those years, we have instead presented EBITDA, a measure previously used in our MIP that we chose as our company-selected measure prior to 2025. EBITDA is a non-GAAP financial measure and means earnings from continuing operations before interest expense and interest income, income taxes, depreciation, amortization, restructuring charges, impairment losses and recoveries, and income/loss attributable to non-controlling interests. EBITDA excludes specific items that were identified at the beginning of the plan cycle, certain items that are of a non-operating nature, and other items for which management did not want to create an incentive, including acquisition transaction-related and integration expenses, the results of any acquisitions that were not contemplated in the plan, and certain other specified items.

  114. Analysis Of The Information Presented In The Pay Versus Performance Table

    Analysis Of The Information Presented In The Pay Versus Performance Table In accordance with Item 402(v) of Regulation S-K, the Company is providing the following graphs setting forth relationships between information presented in the Pay versus Performance table.

  115. Compensation Actually Paid and TSR

    Compensation Actually Paid and TSR

  116. Compensation Actually Paid and TSR

    | 65 | Pursuit 2026 PROXY STATEMENT | |

  117. Compensation Actually Paid and Net Income

    Compensation Actually Paid and Net Income

  118. Compensation Actually Paid and Adjusted EBITDA*

    Compensation Actually Paid and Adjusted EBITDA* * For 2025, represents Adjusted EBITDA, the company-selected measure used for determining our MIP achievement as described in the “Short-Term (Annual) Incentives” section of the CD&A. In December 2024, we completed the GES Sale, whereby Pursuit, which was previously a business segment within Viad, became a standalone attractions and hospitality company. Although Viad historically calculated and presented a segment Adjusted EBITDA measure for Pursuit, such measure did not account for, nor is the Company able to ascertain, the corporate and other overhead costs attributable to Pursuit’s operation as a standalone public company. As a result, it is impracticable to calculate the corresponding Adjusted EBITDA metric for 2020 through 2024 and, for those years, we have instead presented EBITDA, a measure previously used in our MIP that we chose as our company-selected measure prior to 2025. EBITDA is a non-GAAP financial

  119. Compensation Actually Paid and Adjusted EBITDA*

    | | Pursuit 2026 PROXY STATEMENT | 66 |

  120. Compensation Actually Paid and Adjusted EBITDA*

    measure and means earnings from continuing operations before interest expense and interest income, income taxes, depreciation, amortization, restructuring charges, impairment losses and recoveries, and income/loss attributable to non-controlling interests. EBITDA excludes specific items that were identified at the beginning of the plan cycle, certain items that are of a non-operating nature, and other items for which management did not want to create an incentive, including acquisition transaction-related and integration expenses, the results of any acquisitions that were not contemplated in the plan, and certain other specified items.

  121. Compensation Actually Paid and Adjusted EBITDA*

    | 67 | Pursuit 2026 PROXY STATEMENT | |