Sec Form 4 Filing - Crestview Partners IV GP, L.P. @ VIAD CORP - 2024-12-31

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Crestview Partners IV GP, L.P. 2. Issuer Name and Ticker or Trading Symbol VIAD CORP [ VVI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O CRESTVIEW PARTNERS, 590 MADISON AVENUE, 42ND FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 12/31/2024 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 12/31/2024 C( 1 ) 6,674,234 A $ 21.25 ( 1 ) 6,674,234 I See Footnotes ( 3 ) ( 4 ) ( 5 ) Common Stock 22,469 ( 2 ) I See Footnotes ( 3 ) ( 4 ) ( 5 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares 5.5% Series A Convertible Preferred Stock ( 1 ) ( 1 ) 12/31/2024 C( 1 ) 135,000 ( 1 ) ( 1 ) ( 1 ) Common Stock ( 1 ) ( 1 ) 0 I See Footnotes ( 3 ) ( 4 ) ( 5 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Crestview Partners IV GP, L.P. C/O CRESTVIEW PARTNERS 590 MADISON AVENUE, 42ND FLOOR NEW YORK, NY10022 X X Crestview IV VC TE Holdings, LLC C/O CRESTVIEW PARTNERS 590 MADISON AVENUE, 42ND FLOOR NEW YORK, NY10022 X X Crestview IV VC Holdings, L.P. C/O CRESTVIEW PARTNERS 590 MADISON AVENUE, 42ND FLOOR NEW YORK, NY10022 X X Crestview IV VC CI Holdings, L.P. C/O CRESTVIEW PARTNERS 590 MADISON AVENUE, 42ND FLOOR NEW YORK, NY10022 X X Crestview Advisors, L.L.C. C/O CRESTVIEW PARTNERS 590 MADISON AVENUE, 42ND FLOOR NEW YORK, NY10022 X X Signatures /s/ See Signatures Included in Exhibit 99.1 12/31/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Crestview IV VC TE Holdings, LLC, Crestview IV VC Holdings L.P. and Crestview IV VC CI Holdings, L.P. (collectively, the "Crestview Funds") hold, in the aggregate, 135,000 shares of 5.5% Series A Convertible Preferred Stock of the Issuer, par value $0.01 per share ("Preferred Stock"). In accordance with the terms of the Certificate of Designations for the Preferred Stock, effective as of December 31, 2024, the Issuer has elected to exercise its right to cause the mandatory conversion of the Preferred Stock into shares of Common Stock of the Issuer, par value $1.50 per share ("Common Stock") at a conversion price of $21.25 per share. The settlement date for such mandatory conversion is January 3, 2025. ( 2 )Represents restricted stock units ("RSUs") with respect to Common Stock granted to Brian P. Cassidy under the 2017 Viad Corp Omnibus Incentive Plan. Mr. Cassidy has assigned all rights, title and interest in the RSUs (including the shares of Common Stock thereunder) granted to him to Crestview Advisors, L.L.C. Includes unvested RSUs with respect to 3,376 shares. ( 3 )Crestview Partners IV GP, L.P. may be deemed to have beneficial ownership of the shares of Preferred Stock (and, following conversion thereof, the underlying shares of Common Stock) held by the Crestview Funds. Crestview Partners IV GP, L.P. exercises voting and dispositive power over the shares of Preferred Stock (and, following conversion thereof, the underlying shares of Common Stock) held by the Crestview Funds, which decisions are made by the investment committee of Crestview Partners IV GP, L.P. and the chairman of such investment committee. ( 4 )Mr. Cassidy is a member of the Issuer's board of directors. Mr. Cassidy is a Partner of Crestview, L.L.C. (which is the general partner of Crestview Partners IV GP, L.P.) and Crestview Advisors, L.L.C. (which provides investment advisory and management services to investment funds owning interests in the Crestview Funds). ( 5 )Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein.

Remarks: Exhibit 99.1 - Joint Filer Statement

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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