UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~May~~July 221, 2025

Pursuit Attractions and Hospitality, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-11015	36-1169950
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1401 17th Street
Suite 1400
Denver, Colorado		80202
(Address of principal executive offices)		(Zip Code)


1401 17th Street
Suite 1400
Denver, Colorado				80202
(Address of principal executive offices)				(Zip Code)

Registrant’s telephone number, including area code: (602) 207-1000

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		~~Trading Symbol~~TradingSymbol(s)		Name of each exchange on which registered
Common Stock, $1.50 Par Value		PRSU		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 51.~~02.~~01 ~~Departure~~Entry ofinto ~~Directors~~a orMaterial ~~Certain~~Definitive ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Agreement.

On ~~May~~July 221, 2025, ~~the Board of Directors (the “Board”) of~~ Pursuit Attractions and Hospitality, Inc. (the “Company”) ~~appointed~~entered ~~Michael~~into ~~Bosco~~a toShare ~~serve~~Purchase asAgreement (the ~~Company’s~~“Purchase ~~Senior~~Agreement”) ~~Vice~~with ~~President,~~the ~~Chief~~shareholders ~~Accounting~~of ~~Officer,~~Inversiones ~~effective~~Turísticas ~~July 1~~Arenal, ~~2025~~S.A. (~~the~~ “~~Effective Date~~ITA”). ~~Mr. Bosco~~named ~~will succeed Leslie Striedel~~therein, ~~Chief~~pursuant ~~Accounting~~to ~~Officer~~which of the Company, ~~who,~~acquired asall ~~previously~~of ~~disclosed,~~the isissued ~~stepping~~and ~~down~~outstanding ~~from~~shares ~~her~~of ~~role~~ITA at (the ~~Company,~~“Acquisition”). ~~effective~~ITA asis ofthe ~~June 30,~~owner ~~2025.~~and ~~Mr. Bosco~~operator ~~will~~of ~~commence~~Tabacón ~~his~~Thermal ~~employment~~Resort ~~with~~and ~~the~~Spa ~~Company~~in ~~on June 16~~Arenal, ~~2025~~Costa ~~(the “Employment Commencement Date”)~~Rica.

~~Mr. Bosco,~~The ~~39,~~purchase ~~most~~price ~~recently~~for ~~served~~the inAcquisition ~~various~~was ~~roles~~$111.0 million ofin ~~increasing responsibility at Vail Resorts~~cash, ~~Inc.~~subject ~~(NYSE:~~to ~~MTN)~~post-closing ~~from~~adjustments ~~November~~for ~~2009~~indebtedness, todeferred ~~May 2025~~revenue, ~~including~~working ~~Vice~~capital ~~President~~ and ~~Assistant~~amounts ~~Controller~~retained ~~(October~~in ~~2022~~an toescrow ~~May~~account ~~2025),~~to ~~Senior~~secure ~~Director~~post-closing ofindemnification ~~Financial~~claims ~~Reporting,~~and ~~Technical~~liabilities ~~Accounting,~~of ~~Capital~~the ~~Assets,~~Company ~~Treasury &~~arising ~~SOX~~out ~~Compliance~~of ~~(October~~breaches ~~2020~~of ~~to October 2022)~~representations, warranties and ~~Senior~~covenants ~~Director~~by ofITA ~~Financial~~and ~~Reporting~~other ~~(October~~specified ~~2019~~matters toin ~~October~~the ~~2020).~~Purchase MrAgreement. ~~Bosco~~ ~~earned~~The aCompany ~~Master’s~~funded ~~Degree~~the inpurchase ~~Accounting~~price ~~Science~~for ~~from~~the ~~Northern~~Acquisition ~~Illinois~~with ~~University~~borrowings ~~and~~under ~~has~~its anrevolving ~~Active~~credit ~~Certified Public Accountant license issued by the State of Colorado~~facility.

~~Mr. Bosco’s~~The ~~compensation~~Purchase ~~will~~Agreement ~~include:~~contains ~~(i) an~~customary ~~annual base salary of $285~~representations,~~000;~~ ~~(ii)~~warranties anand ~~annual~~covenants 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~~Company orand ~~the Human Resources Committee thereof; (iii)~~ITA athat ~~2025~~are ~~long-term equity incentive award with an aggregate grant value of $142~~subject,~~500~~ onin ~~the~~some ~~Employment Commencement Date~~cases, ~~approximately 50% of which will be subject~~ to ~~performance-based~~specified ~~vesting~~exceptions and ~~approximately~~qualifications ~~50%~~contained ~~of which will be subject to time-based vesting (with eligibility annually thereafter to receive long-term equity incentive awards~~ in ~~an aggregate~~the ~~target~~Purchase ~~amount~~Agreement. ~~equal~~In ~~to 50% of annual base salary~~addition, ~~as determined by~~ the ~~Board~~Company’s orrecourse ~~Human~~against ~~Resources Committee of~~ the ~~Board~~ITA inshareholders ~~its~~following ~~sole~~closing ~~discretion);~~with ~~(iv) a~~respect ~~new~~to ~~hire~~indemnification ~~restricted~~claims ~~stock~~is ~~unit~~subject ~~award~~to ~~with an aggregate grant value of $100~~deductibles,~~000~~ oncaps ~~the~~and ~~Employment~~other ~~Commencement~~limitations ~~Date;~~set ~~and~~forth ~~(v) participation~~ in the ~~Company’s~~Purchase ~~employee benefit and welfare plans~~Agreement.

~~There~~The ~~are~~Purchase noAgreement ~~other~~is ~~arrangements~~filed oras ~~understandings~~Exhibit ~~between~~10.1 Mrto this Current Report on Form 8-K and incorporated herein by reference. ~~Bosco~~ The foregoing summary has been included to provide investors and ~~any~~securityholders ~~other~~with ~~person~~information ~~pursuant~~regarding the terms of the Purchase Agreement, does not purport to ~~which~~be ~~Mr. Bosco~~complete and is ~~being~~subject ~~appointed~~to, asand ~~the~~is ~~Company’s~~qualified ~~Senior~~in ~~Vice~~its ~~President~~entirety by, ~~Chief~~the ~~Accounting~~full ~~Officer.~~text, Mrterms and conditions of the Purchase Agreement. ~~Bosco~~ ~~does~~It is not ~~have~~intended ~~any~~to ~~family~~provide ~~relationship~~any ~~with~~other ~~any~~factual ofinformation about the Company’s ~~directors~~or ITA or ~~executive~~to ~~officers~~modify or supplement any ~~persons~~factual ~~nominated~~disclosures orabout ~~chosen by~~ the Company toin beits apublic ~~director~~reports orfiled ~~executive~~with ~~officer~~the U.S. MrSecurities and Exchange Commission (the “SEC”). ~~Bosco~~ ~~does~~The ~~not~~Purchase ~~have~~Agreement ~~any~~includes ~~direct~~typical orrepresentations, ~~indirect~~warranties ~~interest~~and covenants of the parties thereto made solely for purposes of the Purchase Agreement and which may be subject to important qualifications and limitations agreed to by the parties thereto in ~~any~~connection with the negotiated terms of the transaction and the Purchase Agreement. Moreover, some of those representations and warranties may not be accurate or ~~proposed~~complete ~~transaction~~as ~~required~~of toany specified date, may be ~~reported~~modified ~~under~~in ~~Item~~important ~~404(~~part by the underlying disclosure schedules which are not filed publicly, may be subject to a) contractual standard of ~~Regulation~~materiality ~~S-K~~different from those generally applicable to the Company’s SEC filings or may have been used for purposes of allocating risk among the parties thereto rather than establishing matters as facts.

Item 59.0701 ~~Submission~~Financial ofStatements ~~Matters~~and ~~to a Vote of Security Holders~~Exhibits.

(ad) OnExhibits May 22, 2025, the Company’s annual meeting of shareholders (the “2025 Annual Meeting”) was convened. At the close of business on the record date for the 2025 Annual Meeting, there were 28,199,647 shares of the Company’s common stock outstanding. A total of 27,108,469 shares of the Company’s common stock, or 96.13% of outstanding shares of the Company’s common stock, were represented in person or by proxy at the 2025 Annual Meeting.

(b) The following proposals are described in detail in the Company’s Proxy Statement related to the 2025 Annual Meeting. The final voting results for each of the matters submitted to a shareholder vote at the 2025 Annual Meeting are as follows:


Exhibit Number		Description

10.1#*		Share Purchase Agreement, dated July 1, 2025, by and among Pursuit Attractions and Hospitality, Inc. and the shareholders of Inversiones Turísticas Arenal, S.A. named therein.

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

~~Proposal~~# ~~One:~~Certain ~~Election~~ of ~~Directors~~the exhibits and schedules to this exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Company’s ~~shareholders~~agrees ~~elected~~to ~~all~~furnish ~~director~~a ~~nominees~~copy inof anall ~~uncontested~~omitted ~~election,~~exhibits ~~based~~and onschedules to the ~~following~~SEC ~~voting~~upon ~~results:~~its request.

Nominee and Class / Term	For		Against		Abstain		Broker Non-Votes
David W. Barry (Class III until 2028 annual meeting)		25,694,648		430,470		2,900		980,451
Beverly K. Carmichael (Class III until 2028 annual meeting)		24,921,195		1,204,135		2,688		980,451
Denise M. Coll (Class III until 2028 annual meeting)		25,143,765		981,601		2,652		980,451
Brian P. Cassidy (Class II until 2027 annual meeting)		22,971,426		3,153,323		3,269		980,451
Jill H. Bright (Class I until 2026 annual meeting)		23,493,144		2,627,145		7,729		980,451

*	Pursuant to Item 601(b)(10) of Regulation S-K, portions of this exhibit have been omitted as the registrant has determined that the omitted information is (i) not material and (ii) the type of information that the registrant customarily and actually treats as private or confidential.

Proposal Two: Ratification of the Company’s Independent Registered Public Accounting Firm for 2025. The Company’s shareholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the 2025 fiscal year, based on the following voting results:

For		Against		Abstain
26,685,799		419,312		3,358

Proposal Three: Advisory Approval of Named Executive Officer Compensation. The Company’s shareholders approved, on an advisory basis, the Company’s named executive officer compensation, based on the following voting results:

For		Against		Abstain		Broker Non-Votes
25,591,612		528,948		7,458		980,451

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Pursuit Attractions and Hospitality, Inc.

(Registrant)

Date: May 27, 2025

/s/ Catherine Tang

Date: July 8, 2025

/s/ Catherine Tang

Catherine Tang

Chief Legal Officer & Corporate Secretary

Filing Compare · Pursuit Attractions & Hospitality, Inc.