Emerald Holding, Inc. Files Definitive Proxy Statement

TL;DR

<b>Emerald Holding, Inc. has filed its Definitive Proxy Statement for the period ending May 21, 2024, detailing executive compensation and equity awards.</b>

AI Summary

Emerald Holding, Inc. (EEX) filed a Proxy Statement (DEF 14A) with the SEC on April 11, 2024. Emerald Holding, Inc. filed a Definitive Proxy Statement (DEF 14A) on April 11, 2024. The filing covers the period ending May 21, 2024. The company's principal executive offices are located at 31910 Del Obispo Street, Suite 200, San Juan Capistrano, CA 92675. Emerald Holding, Inc. was formerly known as Emerald Expositions Events, Inc. and Expo Event Holdco, Inc. The filing includes data related to equity awards and compensation for the fiscal year ending December 31, 2023.

Why It Matters

For investors and stakeholders tracking Emerald Holding, Inc., this filing contains several important signals. This DEF 14A filing is crucial for shareholders to understand executive compensation structures and make informed voting decisions at the upcoming annual meeting. The detailed breakdown of equity awards and their fair values provides insight into the company's incentive programs and potential future dilution.

Risk Assessment

Risk Level: low — Emerald Holding, Inc. shows low risk based on this filing. The filing is a routine DEF 14A, providing standard disclosures on executive compensation and corporate governance without immediate financial or operational red flags.

Analyst Insight

Shareholders should review the executive compensation details and equity award information to assess alignment with company performance and make informed voting decisions.

Key Numbers

• 2024-04-11 — Filing Date (Date the DEF 14A was filed)
• 2024-05-21 — Period of Report (The period covered by the filing)
• 2023-12-31 — Fiscal Year End (The company's fiscal year end)

Key Players & Entities

• Emerald Holding, Inc. (company) — Filer of the DEF 14A
• Emerald Expositions Events, Inc. (company) — Former name of Emerald Holding, Inc.
• Expo Event Holdco, Inc. (company) — Former name of Emerald Holding, Inc.
• San Juan Capistrano, CA (location) — Location of company's principal executive offices

FAQ

Industry Context

Emerald Holding, Inc. operates in the business services sector, specifically focusing on organizing and managing trade shows and events.

Regulatory Implications

The filing is a standard DEF 14A, which is a requirement under the Securities Exchange Act of 1934 for public companies soliciting proxies from shareholders.

What Investors Should Do

1. Review the Summary Compensation Table for details on executive pay.
2. Analyze the equity awards granted and their potential impact on future share count.
3. Understand the proposals to be voted on at the shareholder meeting.

Year-Over-Year Comparison

This is the initial filing analyzed, so no prior filing data is available for comparison.

Key Financial Figures

• $0.01 — d shares of the Company's common stock, $0.01 par value per share, or Series A Prefer
• $6.16 — on the New York Stock Exchange exceeds $6.16 on twenty consecutive trading days endi

Filing Documents

• eex-20240410.htm (DEF 14A) — 1423KB
• img120643192_0.jpg (GRAPHIC) — 22KB
• img120643192_1.jpg (GRAPHIC) — 145KB
• img120643192_2.jpg (GRAPHIC) — 145KB
• img120643192_3.jpg (GRAPHIC) — 147KB
• img120643192_4.jpg (GRAPHIC) — 236KB
• img120643192_5.jpg (GRAPHIC) — 2688KB
• img120643192_6.jpg (GRAPHIC) — 1569KB
• img120643192_7.jpg (GRAPHIC) — 2639KB
• img120643192_8.jpg (GRAPHIC) — 1569KB
• 0000950170-24-043685.txt (&nbsp;) — 23301KB
• eex-20240410.xsd (EX-101.SCH) — 60KB
• eex-20240410_htm.xml (XML) — 209KB

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 29

EXECUTIVE COMPENSATION TABLES

EXECUTIVE COMPENSATION TABLES 38 Securities Authorized For Issuance Under Equity Compensation Plans 54 PROPOSAL 3 APPROVAL OF AN Amendment to the Company's Restated Certificate of Incorporation to limit the liability of certain officers of the Company as permitted by Delaware law 55

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 57 Delinquent Section 16(a) Reports 59 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 60 Policies and Procedures for Related Persons Transactions 60 Stockholders' Agreement 60 Registration Rights Agreement 60 Other Relationships and Transactions 63 OTHER MATTERS 64 Incorporation by Reference 64 Access to Reports and Other Information 64 List of Company Stockholders 64 Other Matters That May Come Before the Annual Meeting 64 Appendix A Reconciliation of Non-GAAP Financial Information A- 1 Appendix B Amendment to the Company's Amended and Restated Certificate of Incorporation B- 1 Emerald Holding, Inc. 100 Broadway, 14 th Floor New York, NY 10005 PROXY STATEMENT FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON MAY 21, 2024 GENER AL INFORMATION We are furnishing this Proxy Statement to you as part of a solicitation by the Board of Directors (the "Board") of Emerald Holding, Inc., a Delaware corporation, of proxies to be voted at our 2024 Annual Meeting of Stockholders and at any reconvened meeting after an adjournment or postponement of the meeting (the "Annual Meeting"). We will hold the Annual Meeting virtually, via live webcast at www.meetnow.global/MRVW45L on May 21, 2024 at 1:00 p.m. (EDT). Unless the context otherwise requires, all references in this Proxy Statement to "Emerald", "the Company", "we", "us", and "our" refer to Emerald Holding, Inc., together with its consolidated subsidiaries. Our mailing address and principal executive office is 100 Broadway, 14 th Floor, New York, NY 10005. Our investor website is located at investor.emeraldx.com. The information contained on, or that can be accessed through, our website is not a part of this Proxy Statement. IMPORTANT NOTICE REGARDING THE INTER NET AVAILABILITY OF PROXY MATERIALS Securities and Exchange Commission ("SEC") rules allow companies to furnish proxy mater

View Full Filing

View this DEF 14A filing on SEC EDGAR