UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934 (Amendment No.    )

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

CEDAR FAIR, L.P.

Unitholders will also transact such other business as may properly come before the meeting.

Due to public health concerns regarding the coronavirus outbreak(COVID-19), this year’s annual meeting will be a “virtual meeting” of unitholders. You will not be able to attend the annual meeting physically. You will be able to attend the annual meeting, as well as vote and submit your questions, during the live webcast by visitingwww.virtualshareholdermeeting.com/FUN2020 and entering the16-digit control number included on your proxy card. Further details regarding the virtual meeting format can be found in theVirtual Meeting Considerations section.

Your vote is important and we encourage you to vote promptly, even if you plan to attend the annual meeting.promptly. You may vote your units via the Internet, a toll-free telephone number or you may sign, date and mail the proxy card in the envelope provided. If you attend the annual meeting, virtually, you may revoke the proxy and electronically vote in person on all matters brought before the annual meeting.

Each holder of record of limited partner units as of the record date is entitled to cast one vote per unit on each of the proposals. Should you have any questions, you may contact Cedar Fair’s Investor Relations Department at (419)627-2233.

By Order of the Board of Directors,

One Cedar Point Drive

Sandusky, Ohio 44870-5259

April 7, 20202022

TABLE OF CONTENTS

2020 PROXY STATEMENT SUMMARYProxy Meeting Summary

This summary highlights information contained elsewhere in this proxy statement. This summary is part of the proxy statement but does not contain all of the information that you should consider. Please carefully read the entire proxy statement before voting.

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2021 Business Highlights

Focused on our mission to make people happy by providing fun, immersive, and memorable experiences, we are one of the largest regional amusement park operators in the world with 13 properties in our portfolio consisting of amusement parks, water parks and complementary facilities. Our 2021 financial and operating results exceeded our initial expectations following a highly disrupted 2020 operating season caused by the effects of the 2019COVID-19 pandemic. Our 2021 results were driven by greater consumer demand resulting in higher attendance than initially anticipated, particularly in the second half of 2021, and record in-park per capita spending. This resulted in Adjusted EBITDA for 2021 totaling $325 million. As a result, we made progress towards our goal of reducing our outstanding debt obtained in response to the negative effects of the COVID-19 pandemic by redeeming $450 million of unsecured senior notes in December 2021 with cash on hand.

See Item 7. Management’s Discussion and Analysis of Financial Condition and Operating HighlightsResults of Operations on pages 20-21 of the Company’s Form 10-K for fiscal 2021 for additional information regarding attendance, in-park per capita spending and Adjusted EBITDA, including how we define and use those measures and a reconciliation of Adjusted EBITDA from net (loss) income. See Note 5 to our Consolidated Financial Statements in the Company’s Form 10-K for fiscal 2021 for a reconciliation of in-park and out-of-park revenues.

The COVID-19 pandemic had a material impact on our business in 2020, had a continuing negative impact in 2021, and may have a longer-term negative effect. Beginning on March 14, 2020, we closed our properties for several months. We ultimately resumed partial operations at 10 of our 13 properties in 2020, operating in accordance with local and state operating guidelines. Due to soft demand trends and capacity-restriction mandates upon reopening in 2020, park operating calendars were adjusted for the remainder of 2020, including reduced operating days per week, reduced operating hours within each operating day, and earlier closure of certain parks than in a typical operating year. We delayed the opening of our U.S. properties for the 2021 operating season until May 2021 and opened our Canadian property in July 2021. Upon opening in 2021, we operated with capacity restrictions, guest reservations, and other COVID-19 related operating protocols in place. We removed most capacity restrictions, guest reservation requirements and other COVID-19 related operating protocols at our U.S. properties beginning in July 2021. Canada’s Wonderland operated with capacity restrictions, guest reservations, and other COVID-19 related operating protocols in place throughout 2021. We adjusted our park operating calendars in 2021 to respond to changes in guest demand, labor availability and any state and local operating restrictions. We currently anticipate returning to full park operating calendars for the 2022 operating season at all of our parks, but we may continue to adjust future park operating calendars for 2022 as we respond to changes in guest demand, labor availability and any state and local operating restrictions.

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Board of Directors

Board Composition

On July 1, 2019, we completed the acquisition of two iconic water parks and one resort in Texas, Schlitterbahn Waterpark and Resort New Braunfels and Schlitterbahn Waterpark Galveston. The acquisition advances our strategy to increase our presence in growing and attractive markets, further diversifying our portfolio of parks and leveraging our management expertise. The 2019 financial results include results from the operations of the Schlitterbahn parks from the acquisition date, including $42.5 million of net revenues and 705,000 guest visits.

We also introduced major attractions in 2019, including two thrill-packed roller coasters in unique themed areas at Canada’s Wonderland and Carowinds, a new, immersive experience attraction at Cedar Point, our flagship park, and a 145,000 sq. ft. indoor sports and competition facility also at Cedar Point. In addition, we introduced new immersive events, including extending the operating season at Canada’s Wonderland for a new WinterFest holiday event, bringing the total to seven of our amusement parks with winter holiday events. We also introduced Grand Carnivale, aone-of-a-kind immersive evening spectacular featuring a high-spirited parade and night street party, at four of our parks, and Monster Jam^® Thunder Alley^™, a new interactivein-park experience in partnership with Feld Entertainment, at three of our parks. Lastly, we added to our resort offerings in 2019. We introduced the first Carowinds hotel, a franchise of SpringHill Suites by Marriott, strengthening our appeal for amulti-day guest experience. We also completed the acquisition of Sawmill Creek Resort near Cedar Point in July 2019, growing our portfolio of resort properties at our flagship park.

Board Overview and Governance Highlights

Diversity

Board committees are composed entirely of independent directors

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Director Nominees

The Board is asking you to vote for each of the nominees listed below to serve as Class I Directors of the general partner for three-year terms expiring at the annual meeting in 20232025 and until their respective successors are duly elected and qualified. The Board believes that the attributes, skills and qualifications that Ms. France and Messrs. Ouimet and Zimmerman have developed through their extensive leadership experience across finance, hospitality, leisure, entertainment and consumer-facing industries, and their unique insights and perspectives make them exceptionally qualified to serve on the Board. The table below provides only select information about each nominee. Please see the section captionedProposal One. Election of Directors starting on page 89 for detailed information about the background and qualifications of each Director nominee.

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Continuing Directors

The table below provides select information about each of our Directors whose terms will continue following the annual meeting and who are not up forre-election this year. Please see the detailed information about the background and qualifications of each of these continuing Directors on pages 10-13.11-14.

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Executive Compensation Advisory Vote

The Board is asking for your advisory approval of the compensation of our named executive officers. We provide this opportunity annually, and we anticipate holding the next unitholder advisory vote on the compensation of our named executive officers at our 20212023 annual meeting. Please seeProposal Three. Advisory Vote on Our Named Executive Officer Compensation on page 1516 and the detailed information regarding our named executive officer compensation in theCompensation Discussion and Analysis section and the executive compensation tables and related narratives included in this proxy statement on pages 21-59.22-69.

A majority of our named executive officer compensation is contingent on corporate performance. In 2019:

Our program focuses on total direct compensation opportunities - i.e., the combination of base salary, annual cash incentive awards and long-term incentive compensation. See theElements of 2019 Executive Compensationsection of our Compensation Discussion and Analysis for a detailed discussion of these and the other elements of our compensation program. We seek to balance our executives’ compensation among the different elements and look to the relationship of cash and equity incentives to each executive’s salary in setting pay. The mix and relative levels of the compensation elements is position dependent, may varyyear-to-year, and is illustrated in theCompensation Mix sections.

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THE ANNUAL MEETINGThe Annual Meeting

This proxy statement is furnished in connection with the solicitation of proxies from the limited partner unitholders of Cedar Fair, L.P. (the “Partnership” or the “Company”) by the Board of Directors of its general partner, Cedar Fair Management, Inc. (“CFMI”), for use at the annual meeting. We intend to mail a printed copy of this proxy statement and proxy card to our unitholders of record entitled to vote at the annual meeting on or about April 7, 2020.2022.

Virtual Meeting ConsiderationsTime and Place

Due to public health concerns regarding the coronavirus outbreak (COVID-19), theThe annual meeting will take place virtually via live webcastbe held atwww.virtualshareholdermeeting.com/FUN2020 the Charlotte Marriott SouthPark, 2200 Rexford Road, Charlotte, North Carolina on Wednesday, May 13, 202018, 2022 at 2:9:00 p.m.a.m. (EDT). You will notAttendees must present a personal form of identification, and if you hold units through a brokerage account, bank or other nominee, you must present a recent statement or other proof of ownership to be able to attend the annual meeting physically. We intend to resume holding our annual meeting at a physical location for our 2021 annual meeting.

Attending the Annual Meeting

To listen and participate, visitwww.virtualshareholdermeeting.com/FUN2020 and enter the16-digit control number included on your proxy card. The live webcast will start at 2:00 p.m. (EDT). You can vote and submit questions while attending the meeting online. You may log in 15 minutes before the start of the annual meeting to test your Internet connectivity.

Submitting Questions

You may log in 15 minutes before the start of the annual meeting to submit questions online. You will be able to submit questions during the annual meeting as well. Once you have logged into the webcast atwww.virtualshareholdermeeting.com/FUN2020, simply type your question in the “ask a question” box and click “submit”.

Voting at the Annual Meeting

You will be able to vote during the annual meeting by providing your16-digit control number when you log into the webcast atwww.virtualshareholdermeeting.com/FUN2020.

Technical Difficulties

If you encounter any difficulties accessing the virtual meeting during thecheck-in or meeting time, please call the technical support line number that will be posted on the Virtual Shareholder Meeting login page.admitted.

Matters to be Considered

The limited partners will also be asked to vote on any other matters that may be properly raised at the annual meeting. It is not anticipated that any other matters will be raised at the annual meeting.

Important Notice Regarding the Availability of Proxy Materials for the Unitholder Meeting

To Be Held on May 13, 202018, 2022

The proxy statement and our annual report on Form10-K are available free of charge at http://ir.cedarfair.com.

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Any proxy given on the accompanying form or through the Internet or telephone may be revoked by the person giving it at any time before it is voted. Proxies may be revoked, or the votes reflected in the proxy changed, by submitting a properly executed later-dated proxy to our Corporate Secretary, at One Cedar Point Drive, Sandusky, Ohio, 44870, before the vote is taken at the annual meeting, or by participating in the virtual annual meeting and voting. Attendance at the virtual annual meeting will not cause your previously granted proxy to be revoked unless you vote at the meeting. If your units are voted through your broker or other nominee, you must follow directions received from your broker or other nominee to change your voting instructions.

If you have more questions about the proposals, or if you would like additional copies of this document, you shouldmay call or write:

Morrow Sodali, LLC

470 West Avenue

Stamford, CT 06902

Please call: (203)658-9400 or

Call toll free at: (800)662-5200

Email: FUN.info@morrowsodali.comFUN.info@investor.morrowsodali.com

Web address: www.morrowsodali.com

Record Date; Voting Rights; Quorum; Vote Required

CFMI has fixed the close of business on March 25, 202021, 2022 as the record date for unitholders entitled to notice of and to vote at the annual meeting. Only holders of record of units on the record date are entitled to notice of the annual meeting and to vote at the annual meeting. Each holder of record of limited partner units as of the record date is entitled to cast one vote per unit on each of the proposals.

A majority of the units entitled to vote at the annual meeting present, either virtuallyin person or represented by proxy, will constitute a quorum for the transaction of any business. In case a quorum is not present, the meeting may be adjourned without notice other than an announcement at the time of the adjournment of the date, time and place of the adjourned meeting. The nominees receiving the greatest number of votes cast for the election of Directors by the units represented at the annual meeting, either virtuallyin person or by proxy, will be elected. The affirmative vote of a majority of the units represented at the annual meeting, either virtuallyin person or by proxy, is required to confirm the Audit Committee’s appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2020.

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PROPOSAL ONE. ELECTION OF DIRECTORSProposal One. Election of Directors

The Board of Directors of CFMI currently is comprised of nine directors. The Directors are divided into three classes: Class I, Class II, and Class III, and each class consists of three Directors. The terms of the Directors in Class IIII expire at this annual meeting. Our current Class IIII Directors are GinaLouis Carr, D. France, MatthewScott Olivet, and Carlos A. Ouimet, and Richard A. Zimmerman.Ruisanchez.

At this meeting, GinaLouis Carr, D. France, MatthewScott Olivet, and Carlos A. Ouimet and Richard A. ZimmermanRuisanchez are nominated by the Board for election as Class IIII Directors to serve for three-year terms expiring at the annual meeting in 20232025 and until their respective successors are duly elected and qualified. The Nominating and Corporate Governance Committee has recommended, and the Board of Directors unanimously has approved, the nomination of Ms. FranceMessrs. Carr, Olivet and Messrs. Ouimet and ZimmermanRuisanchez to whom we refer in this proxy statement as the Board’s nominees.

The Board believes that the attributes, skills and qualifications that Ms. FranceMessrs. Carr, Olivet and Messrs. Ouimet and ZimmermanRuisanchez have developed through their extensive leadership experience across finance, hospitality, leisure, entertainment, media, consumer goods and consumer-facing industries, and their unique insights and perspectives make them exceptionally qualified to serve on the Board. Ms. FranceMessrs. Carr, Olivet and Ruisanchez will qualify as an “independent” directordirectors under the NYSE rules and our Corporate Governance Guidelines.

Each nominee has agreed to stand for election and has consented to being named in this proxy statement and to serve if elected. While the Partnership has no reason to believe that any of its nominees will be unable or unwilling to serve as a Director at the time of the annual meeting, in the unlikely event that any of them does not stand for election, the Board may reduce the number of Directors standing for election, or the proxies may use the accompanying proxy to vote for a replacement nominee recommended by the Board, whether or not any other nominations are properly made at the meeting. The nominees who receive the greatest number of votes cast for the election of Directors at the annual meeting by the units present, either virtuallyin person or by proxy, and entitled to vote will be elected. Set forth below is biographical and other information about the Board’s nominees and the continuing Directors, including information concerning the particular experience, qualifications, attributes and skills that led the Nominating and Corporate Governance Committee and the Board to determine that each should serve as a Director.

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The Board of Directors unanimously recommends a vote FOR these nominees.

Nominees recommended by the Board for election as Class IIII Directors to serve until 2023:

Louis Carr Director since: 2020    |    Audit Committee		CEDAR FAIR, L.P. | 2020 Proxy Statement / 9

Carlos A. Ruisanchez
Director since: 2019    |    Audit Committee    Director since:2019    Compensation Committee    Age:49  Committees:          Audit
Carlos A. Ruisanchez is a seasoned executive with extensive strategy, finance and senior management experience in the hospitality industry, including casinos, hotels, restaurants and entertainment businesses. He is theco-founder of Sorelle Capital Management, Sorelle Entertainment and Sorelle Hospitality, a series of firms focused on investing in and helping grow companies with entrepreneurs in the hospitality sectors and related real estate ventures.consumer sectors. Mr. Ruisanchez also serves as an independent director of Southwest Gas Holdings (NYSE: SWX). Prior to Sorelle, he served as president and chief financial officer and board member of Pinnacle Entertainment, Inc. (NASDAQ: PNK), a leading regional gaming entertainment company, until its sale in October 2018. Mr. Ruisanchez joined Pinnacle in August 2008 as its executive vice president, strategic planning and development. He became Pinnacle’s chief financial officer in 2011, president and chief financial officer in 2013, and board member in 2016. During his tenure at Pinnacle, Mr. Ruisanchez, in addition to leading all of Pinnacle’s finance and analytic functions, led all merger, acquisition and divestiture activities, new development representing billions of dollars of transactions. Prior to joining Pinnacle, he worked at Bear, Stearns & Co. Inc., an investment banking firm, since 1997 and most recently served as senior managing director responsible for corporate clients in the gaming, lodging and leisure industries, as well as financial sponsor banking relationships. Mr. Ruisanchez has served as a Director since 2019 and is a member of the Audit Committee.and Compensation Committees. Mr. Ruisanchez’s extensive experience as a senior executive in the finance and entertainment industries provides the Board of Directors with expertise in operations, accounting, corporate finance, real estate, corporate governance, regulatory and risk assessment issues.

Continuing Directors

Class III Directors serving until 2023:

Gina D. France Director since: 2011    |    Audit Committee    Nominating & Corporate Governance Committee
Gina D. France has more than 40 years of strategy, investment banking and corporate finance experience. Currently, Ms. France is president and CEO of France Strategic Partners LLC, a strategy and transaction advisory firm serving corporate clients across the country. Before founding France Strategic Partners in 2003, Ms. France was a Managing Director with Ernst & Young LLP where she led a national client-facing strategy group. She has served as a strategic advisor to over 250 companies throughout the course of her career. Previously, Ms. France was an investment banker with Lehman Brothers in New York and San Francisco. Prior to Lehman Brothers, she served as the International Cash Manager of Marathon Oil Company. Ms. France also serves on the corporate boards of Huntington Bancshares Incorporated (NASDAQ: HBAN), a $174 billion asset regional bank holding company operating in 12 states; CBIZ, Inc. (NYSE: CBZ), an accounting services and employee benefits provider with over 100 offices nationwide; and the Bank of New York Mellon Family of Funds, a mutual fund provider. She has also served on the boards of FirstMerit Corporation prior to its acquisition by Huntington Bancshares and Dawn Food Products, one of the world’s largest manufacturers and distributors of bakery products. Ms. France, who has served as a Director since 2011, is the Chair of the Audit Committee and is a member of the Nominating and Corporate Governance Committee. Ms. France brings to the Board of Directors her leadership experiences in the investment banking, accounting and financial services fields, her expertise in financial reporting and risk oversight, and her experiences as a board member of several nationally recognized companies.

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Class II Directors serving until 2024:

John M. Scott, IIIDaniel J. Hanrahan
Director since:2010Chairman of the Board    Age:54Director since: 2012    Committees:          Compensation          Nominating &          Governance
John M. Scott, III isDaniel J. Hanrahan brings more than 40 years of experience, including from a leisurevariety of sales and marketing, general manager, president and chief executive officer roles across the consumer packaged goods, retail, travel and hospitality executive with more than 25 yearssectors. In January 2020, he was appointed Chairman of broad-based experience across global, multi-channel, multi-brand enterprises.the Board of Directors. He is currently actingserved as a senior advisor to TPG Real Estate Group, the real estate sector of TPG Global, a leading global alternative asset firm. He also serves asnon-executive chairman of one of TPG Real Estate Group’s portfolio companies, A&O Hostels based in Germany. Most recently he served as president and chief executive officer and a director of Belmond Ltd.the Regis Corporation (NYSE: BEL) (previously Orient-Express Hotels Ltd. (NYSE: OEH))RGS), a company engagedglobal leader in ownershipbeauty salons and management of luxury hotel, restaurant, tourist train and cruise businesses,cosmetology, from NovemberAugust 2012 through September 2015.April 2017. Prior to joining Belmond Ltd.,Regis, he served as president and chief executive officerCEO of Rosewood Hotels & Resorts, an international luxury hotelCelebrity Cruises, a cruise line and resort company,division of Royal Caribbean Cruises (NYSE: RCL), from 2003 through August 2011.2007 to 2012. He was promoted to president in 2005 and to CEO in 2007 after his highly successful management of the sales and marketing division for Royal Caribbean. Prior to thatjoining Royal Caribbean, Mr. Hanrahan served in executive-level positions with Polaroid Corporation and Reebok International Ltd. In 2004, he was named one of the managing“Top 25 Extraordinary Minds in Hospitality Sales and Marketing” by Hospitality and Sales Marketing Association International. From 2017 to 2021, Mr. Hanrahan was a director and member of acquisitions and asset management for Maritz, Wolff & Co.the audit committee at Lindblad Expeditions Holdings, Inc. (NASDAQ: LIND), a private equity real estate investment group. Mr. Scott began his career with the Interpacific Group where he held senior hotel management positions in the Asia Pacific regionglobal provider of expedition cruises and in 1994adventure travel experiences. He joined the Walt Disney Company (NYSE: DIS) as manager of business development and strategic planning for both Disney Development Company and Walt Disney Attractions groups. Mr. Scott served on the board of Kimpton Hotels and Restaurants,Foss Swim Schools, a privatePrairie Capital company, until 2012. At Cedar Fair,in April 2019. Mr. ScottHanrahan joined Sycamore Partners as an advisor in 2021. Mr. Hanrahan has served as a Director since 2010. He is a memberJune 2012 and previously served as Chairman of the Compensation Committee and the Nominating and Corporate Governance Committee. Mr. ScottHanrahan is qualified to serve on the Board of Directors primarily as a result of his past experiences as president and CEOsignificant executive-level experience across a wide spectrum of a nationally recognized company that conducts businessconsumer-facing brands, including in the hotel industry.retail, travel and hospitality sectors, as well as his more than 40 years of experience in sales and marketing.

Lauri M. Shanahan Director since: 2012    |    Nominating & Corporate Governance Committee
Lauri M. Shanahan has over 30 years of executive and board leadership experience across a number of global, omni-channel and multi-brand consumer businesses, including Gap, Inc. (NYSE: GPS). She joined Gap, Inc., a leading global apparel retail company, in 1992 and served in numerous leadership roles including chief administrative officer and chief legal officer during her 16-year career with the company. She currently serves on the board of directors of Deckers Brands (NYSE: DECK), a global footwear, accessories and apparel lifestyle company with a portfolio of premium brands; Treasury Wine Estates (ASX: TWE), a vertically integrated, global wine company based in Melbourne, Australia with 70+ brands; and G Squared Ascend I (NYSE: GSQD.UN), a special purpose acquisition company (SPAC) focused on target businesses in software-as-a-service, online marketplaces, mobility 2.0/logistics, fintech/insurtech, new age media, and sustainability. She is a member of the audit and risk management committee and the governance and ESG committee of Deckers Brands. She is a member of the remuneration committee of Treasury Wine Estates and chairs the audit, compensation and governance committees at G Squared. In addition, Ms. Shanahan serves as a member of the California State Personnel Board, which oversees all policies relating to the implementation and enforcement of the merit-based system for all current and prospective state employees. She previously served on the board of Charlotte Russe Holdings, Inc., a women’s apparel, footwear and accessories retailer, from 2009 through January 2019, where she served as chairman of the board and chair of the compensation committee. Ms. Shanahan has served as a Director since June 2012 and is a member of the Nominating and Corporate Governance Committee. She previously served as Chair of the Nominating and Corporate Governance Committee and as Chair of the Compensation Committee. Ms. Shanahan is qualified to serve on the Board of Directors primarily as a result of her substantial public company executive and leadership experience in the consumer goods and retail industries, which includes strategic, operational, ESG, legal and risk oversight experience, as well as her experience on the other boards on which she currently serves.

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PROPOSAL TWO. APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMProposal Two. Appointment of Independent Registered Public Accounting Firm

The Audit Committee has appointed Deloitte & Touche LLP (“Deloitte”) as our independent registered public accounting firm to audit our consolidated financial statements for 20202022 and requests that our unitholders confirm that appointment. Deloitte audited our consolidated financial statements and our internal control over financial reporting for 2019.2021. A representative of Deloitte will be made available at the annual meeting and will be given an opportunity to make a statement and to respond to appropriate questions.

If our unitholders do not confirm our appointment of Deloitte, the Audit Committee will reconsider whether to retain Deloitte, and may retain that firm or another firm withoutre-submitting the matter to our unitholders. In all cases, the Audit Committee retains its right to appoint a different independent registered public accounting firm at any time during the year if it determines that such a change would be in our best interests and the interests of our unitholders. The affirmative vote of a majority of the units present, either virtually or represented by proxy, at the annual meeting is required for ratification.

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PROPOSAL THREE. ADVISORY VOTE ON OUR NAMED EXECUTIVE OFFICER COMPENSATIONProposal Three. Advisory Vote on Our Named Executive Officer Compensation

We are seeking an advisory vote of our unitholders on the compensation of our named executive officers, which we are providing as required pursuant to Section 14A of the Securities Exchange Act of 1934, as amended. As recommended by our unitholders and approved by the Board, we provide this opportunity annually, and we anticipate holding the next unitholder advisory vote on the compensation of our named executive officers at our 20212023 annual meeting. We encourage you to review the detailed information regarding our named executive officer compensation provided in theCompensation Discussion and Analysis section and the executive compensation tables and related narratives included in this proxy statement.

Cedar Fair has a long-standing tradition of delivering results for our unitholders, and we believe our compensation program is appropriately structured to support our continued growth and success and to incentivize our high-performing executive team. The compensationWe have proactively responded to the unprecedented impact to the business from the COVID-19 pandemic, while staying true to the guiding principles of our named executive officers for 2019 reflected several yearsprogram. A summary of solid operating results, including the results we achievedimpact of the COVID-19 pandemic on our business and actions taken in 2017, 2018 and 2019, and the strong performance of our executives. Performance highlights for 2019 areresponse is provided in detail in theCompensation Discussion and Analysis section.

Our 2021 compensation program continued to emphasize performance-based compensation, focused on making adjustments in response to COVID-19 that were consistent with our overall compensation philosophy and objectives, and continued to reflect our desire to retain critical talent and incentivize our team to further optimize and drive post-pandemic business results in direct alignment with our unitholders’ interests. We did not make significantabandon our general structure or philosophy despite the short-term disruption. We made design changes tofor our executive compensation program for 2019. We refined the payout scale and leverage curves of the Company performance-based portion of our2021 annual cash incentive awards as well as our 2021 performance-based long-term incentive awards consistent with these guiding principles, feedback we received from unitholders, and benchmarks provided by our compensation consultant. Due to 2021 performance trends and our confidence around the ability to reopen under normal operating conditions in 2022, we migrated our 2022 short-term and long-term incentive programs closer to the pre-pandemic designs, consistent with our goal of continuing to incentivize our team to further optimize and drive post-pandemic business results in direct alignment with unitholders’ interests. Our priorities have been and continue to be focused on executive and unitholder alignment and retaining key talent in the short-term and the long-term performance-based awards. The modification provides less downside protection if performance is below target and greater payout incentives for performance significantly above target. We also made refinements to the individual payout scale and evaluation system for our cash incentive awards to enhance how we assess performance of individual goals.long-term. Our executive compensation decisions for 2019 continue to reflect our desire to recognize, incentivize and retain highly-qualified individualscritical talent and to align executive compensation with unitholders’ interests by emphasizing performance-based compensation, directly tying compensation to Company performance and increasing insider equity ownership. Each of ourOur executive compensation decisions for 2019 demonstratesdemonstrate our commitment to these goals, as further explained in this proxy statement.

We ask that you support the compensation of our named executive officers. Although this vote is advisory andnon-binding in nature, the Board and the Compensation Committee value the opinion of our unitholders and will consider the voting results when determining our compensation policies, philosophy and arrangements in the future.

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BOARD MATTERS AND CORPORATE GOVERNANCEBoard Matters and Corporate Governance

Board Leadership Structure

The Board is committed to strong leadership and effective corporate governance, including appropriate oversight of management. We review and evaluate our Board leadership structure periodically and decided to modify it as part of our recent executive leadership transition process. Accordingly, following a robust review process led by the independent members of the Board, Mr. Hanrahan was appointed independent Chairman of the Board effective January 2020. Mr. Ouimet served as Executive Chairman and Ms. Smithart-Oglesby served as Lead Independent Director from January 2018 through the end of 2019, roles to which they were appointed to in connection with Mr. Zimmerman’s promotion to President and Chief Executive Officer. These transitions followfollowed our successful and extended succession plan that was developed and implemented by the Board over the past several years. We believe this structure is optimal for our current circumstances and that it provides continuity of leadership and oversight of management by the Board. The Board continues to review and evaluate this structure and the appointment of the Chairman on a periodic basis.

As our Chairman of the Board, Mr. Hanrahan’s duties include:

Risk Oversight

The Board plays a direct role in monitoring and mitigating risks to the Partnership broadly and also administers its risk oversight role through its committee structure and the committees’ reports to the Board. The Board regularly reviews information regarding credit, liquidity and operational risk, and management identifies and prioritizes other material risks. The Board of Directors is kept abreast of each of the Committees’ risk oversight and other activities via regular reports of the Committee Chairs to the full Board. SeeBoard Committeesbelow for Committee descriptions and risk oversight activities.

The Board formally met eleven9 times in 20192021 along with additional interactions between formal meetings. Committees of the Board met from time to time upon call of the Chairman of the Board or individual Committee Chairs. During 2019,2021, each Director attended at least 75% of all of the meetings of the Board, inclusive of applicable committee meetings. Directors are expected to attend all meetings of the Board, meetings of the Committees on which they serve and the annual meeting absent occasional, unavoidable circumstances. All of the current board members attended the 20192021 annual meeting.

Executive sessions of allnon-employee independent Directors are scheduled in conjunction with each regularly scheduled board meeting and were held five times during 2019. Thesemeeting. At least one of these executive sessions arewas attended by Independent Directors only. The Lead Independent DirectorChairman of the Board presided at each executive session in 2019.2021.

Board Committees

The Board has three committees: an Audit Committee, a Compensation Committee, and a Nominating and Corporate Governance Committee. Each Committee is composed entirely of independent Directors, as that term is defined in the NYSE listing standards and CFMI’s Corporate Governance Guidelines, and each member of the Audit Committee is independent as required under Section 301 of the Sarbanes-Oxley Act of 2002. Each Committee conducts an annual evaluation of its performance, and the Nominating and Corporate Governance Committee annually conducts an evaluation of the Board, its Committees and the Chairman of the Board. Furthermore, we periodically rotate committee membership and chairmanship. In 2020,2021, we transitioned the

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Compensation Committee chairmanship from Mr. Hanrahan to Ms. Shanahan andto Mr. Olivet. In 2020, we transitioned the Nominating and Corporate Governance Committee chairmanship from Ms. Shanahan to Ms. Smithart-Oglesby.

16 / 2020 Proxy Statement | CEDAR FAIR, L.P.

TABLE OF CONTENTS

Proxy Meeting Summary

This summary highlights information contained elsewhere in this proxy statement. This summary is part of the proxy statement but does not contain all of the information that you should consider. Please carefully read the entire proxy statement before voting.

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2021 Business Highlights

Focused on our mission to make people happy by providing fun, immersive, and memorable experiences, we are one of the largest regional amusement park operators in the world with 13 properties in our portfolio consisting of amusement parks, water parks and complementary facilities. Our 2021 financial and operating results exceeded our initial expectations following a highly disrupted 2020 operating season caused by the effects of the COVID-19 pandemic. Our 2021 results were driven by greater consumer demand resulting in higher attendance than initially anticipated, particularly in the second half of 2021, and record in-park per capita spending. This resulted in Adjusted EBITDA for 2021 totaling $325 million. As a result, we made progress towards our goal of reducing our outstanding debt obtained in response to the negative effects of the COVID-19 pandemic by redeeming $450 million of unsecured senior notes in December 2021 with cash on hand.

See Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations on pages 20-21 of the Company’s Form 10-K for fiscal 2021 for additional information regarding attendance, in-park per capita spending and Adjusted EBITDA, including how we define and use those measures and a reconciliation of Adjusted EBITDA from net (loss) income. See Note 5 to our Consolidated Financial Statements in the Company’s Form 10-K for fiscal 2021 for a reconciliation of in-park and out-of-park revenues.

The COVID-19 pandemic had a material impact on our business in 2020, had a continuing negative impact in 2021, and may have a longer-term negative effect. Beginning on March 14, 2020, we closed our properties for several months. We ultimately resumed partial operations at 10 of our 13 properties in 2020, operating in accordance with local and state operating guidelines. Due to soft demand trends and capacity-restriction mandates upon reopening in 2020, park operating calendars were adjusted for the remainder of 2020, including reduced operating days per week, reduced operating hours within each operating day, and earlier closure of certain parks than in a typical operating year. We delayed the opening of our U.S. properties for the 2021 operating season until May 2021 and opened our Canadian property in July 2021. Upon opening in 2021, we operated with capacity restrictions, guest reservations, and other COVID-19 related operating protocols in place. We removed most capacity restrictions, guest reservation requirements and other COVID-19 related operating protocols at our U.S. properties beginning in July 2021. Canada’s Wonderland operated with capacity restrictions, guest reservations, and other COVID-19 related operating protocols in place throughout 2021. We adjusted our park operating calendars in 2021 to respond to changes in guest demand, labor availability and any state and local operating restrictions. We currently anticipate returning to full park operating calendars for the 2022 operating season at all of our parks, but we may continue to adjust future park operating calendars for 2022 as we respond to changes in guest demand, labor availability and any state and local operating restrictions.

2 / 2022 Proxy Statement | CEDAR FAIR, L.P.

Board of Directors

Board Composition

Diversity

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Director Nominees

The Board is asking you to vote for each of the nominees listed below to serve as Class I Directors of the general partner for three-year terms expiring at the annual meeting in 2025 and until their respective successors are duly elected and qualified. The table below provides only select information about each nominee. Please see the section captioned Proposal One. Election of Directors starting on page 9 for detailed information about the background and qualifications of each Director nominee.

Committee Membership

Other Public Company Boards

Name & Occupation Highlights

Age

Director Since

I

A

C

NCG

Louis Carr Media and marketing executive with 35+ years of experience

65

2020

ü

ü

—

D. Scott Olivet Consumer goods executive with 35+ years of experience

59

2013

ü

ü

CC

—

Carlos A. Ruisanchez Finance, entertainment and hospitality executive with 25+ years of experience

51

2019

ü

ü

ü

1

A = Audit Committee I = Independent Director		C = Compensation Committee CC = Committee Chair		NCG = Nominating and Corporate Governance Committee

4 / 2022 Proxy Statement | CEDAR FAIR, L.P.

Continuing Directors

The table below provides select information about each of our Directors whose terms will continue following the annual meeting and who are not up for re-election this year. Please see the detailed information about the background and qualifications of each of these continuing Directors on pages 11-14.

								Committee Membership						Other Public Company Boards
Name		Age		Director Since		I		A		C		NCG
Class III Directors serving until 2023:
Gina D. France Finance and investment banking executive with 40+ years of experience		63		2011		ü		CC				ü		2
Matthew A. Ouimet Leisure and entertainment executive with 40+ years of industry experience		64		2011										—
Richard A. Zimmerman Leisure and entertainment executive with 35+ years of industry experience		61		2019										—
Class II Directors serving until 2024:
Daniel J. Hanrahan Consumer goods, retail, travel and hospitality executive with 40+ years of experience		64		2012		ü CH								—
Lauri M. Shanahan Consumer goods and retail executive with 30+ years of experience		59		2012		ü						ü		3
Debra Smithart-Oglesby Food and retail executive with 35+ years of experience		67		2012		ü				ü		CC		—

A = Audit Committee I = Independent Director		C = Compensation Committee CH = Chairman of the Board		NCG = Nominating and Corporate Governance Committee CC = Committee Chair

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Executive Compensation

The Board is asking for your advisory approval of the compensation of our named executive officers. We provide this opportunity annually, and we anticipate holding the next unitholder advisory vote on the compensation of our named executive officers at our 2023 annual meeting. Please see Proposal Three. Advisory Vote on Our Named Executive Officer Compensation on page 16 and the detailed information regarding our named executive officer compensation in the Compensation Discussion and Analysis section and the executive compensation tables and related narratives included in this proxy statement on pages 22-69.

6 / 2022 Proxy Statement | CEDAR FAIR, L.P.

The Annual Meeting

This proxy statement is furnished in connection with the solicitation of proxies from the limited partner unitholders of Cedar Fair, L.P. (the “Partnership” or the “Company”) by the Board of Directors of its general partner, Cedar Fair Management, Inc. (“CFMI”), for use at the annual meeting. We intend to mail a printed copy of this proxy statement and proxy card to our unitholders of record entitled to vote at the annual meeting on or about April 7, 2022.

Time and Place

The annual meeting will be held at the Charlotte Marriott SouthPark, 2200 Rexford Road, Charlotte, North Carolina on Wednesday, May 18, 2022 at 9:00 a.m. (EDT). Attendees must present a personal form of identification, and if you hold units through a brokerage account, bank or other nominee, you must present a recent statement or other proof of ownership to be admitted.

Matters to be Considered

The limited partners will also be asked to vote on any other matters that may be properly raised at the annual meeting. It is not anticipated that any other matters will be raised at the annual meeting.

Important Notice Regarding the Availability of Proxy Materials for the Unitholder Meeting To Be Held on May 18, 2022

The proxy statement and our annual report on Form 10-K are available free of charge at http://ir.cedarfair.com.

Voting Process

You may vote in person at the annual meeting or through a proxy. However, even if you plan to attend the annual meeting in person, the Board urges you to submit your vote as soon as possible by mail, telephone or the Internet. The telephone and Internet voting procedures are designed to authenticate votes cast by use of a personal identification number. These procedures allow unitholders to appoint a proxy to vote their units and to confirm that their instructions have been properly recorded. Instructions for voting by telephone and over the Internet are included on the accompanying proxy card, which solicits proxies on behalf of the Board of CFMI. All of the Partnership units represented by proxies properly received prior to or at the annual meeting and not revoked will be voted in accordance with the instructions indicated in the proxies. If you own units directly and submit a proxy, on or as instructed in the accompanying form, but do not provide voting instructions on your proxy, the units represented by your proxy will be voted for the election as Class I Directors of the Board’s nominees, Mr. Carr, Mr. Olivet and Mr. Ruisanchez, in favor of each of Proposals 2 and 3, and in the discretion of the proxies upon such other business as may properly come before the meeting, in each case whether or not any other nominations are properly made at the meeting.

If you hold units indirectly in a brokerage account or through a bank or other nominee, you are considered to be the beneficial owner of units held in “street name” and these proxy materials are being forwarded to you by your broker or nominee. As the beneficial owner, you have the right to direct your broker how to vote. Under New York Stock Exchange rules, unless you furnish specific voting instructions, your broker is not permitted to vote your units on the election of a director, or on the advisory vote on executive compensation. Your broker is permitted to vote your units on the appointment of our independent registered public accounting firm, even if you do not furnish voting instructions. If your units are held in “street name”, your broker or other nominee may have procedures that will permit you to vote by telephone or electronically through the Internet.

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Any proxy given on the accompanying form or through the Internet or telephone may be revoked by the person giving it at any time before it is voted. Proxies may be revoked, or the votes reflected in the proxy changed, by submitting a properly executed later-dated proxy to Corporate Secretary, One Cedar Point Drive, Sandusky, Ohio, 44870, before the vote is taken at the annual meeting. If your units are voted through your broker or other nominee, you must follow directions received from your broker or other nominee to change your voting instructions.

If you have more questions about the proposals, or if you would like additional copies of this document, you may call or write:

Morrow Sodali, LLC

470 West Avenue

Stamford, CT 06902

Please call: (203) 658-9400 or

Call toll free at: (800) 662-5200

Email: FUN.info@investor.morrowsodali.com

Web address: www.morrowsodali.com

Record Date; Voting Rights; Quorum; Vote Required

CFMI has fixed the close of business on March 21, 2022 as the record date for unitholders entitled to notice of and to vote at the annual meeting. Only holders of record of units on the record date are entitled to notice of the annual meeting and to vote at the annual meeting. Each holder of record of limited partner units as of the record date is entitled to cast one vote per unit on each of the proposals.

A majority of the units entitled to vote at the annual meeting present, either in person or represented by proxy, will constitute a quorum for the transaction of any business. In case a quorum is not present, the meeting may be adjourned without notice other than an announcement at the time of the adjournment of the date, time and place of the adjourned meeting. The nominees receiving the greatest number of votes cast for the election of Directors by the units represented at the annual meeting, either in person or by proxy, will be elected. The affirmative vote of a majority of the units represented at the annual meeting, either in person or by proxy, is required to confirm the Audit Committee’s appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2022. The advisory vote to approve the compensation of our named executive officers requires the affirmative vote of a majority of units represented at the annual meeting, either in person or by proxy. This say-on-pay vote on Proposal 3 is advisory, and therefore not binding on the Company, the Compensation Committee, or the Board. However, the Compensation Committee will consider the voting results when making future decisions regarding executive compensation as it deems appropriate.

Abstentions will be counted for purposes of establishing a quorum at the annual meeting, will be counted as votes cast and will have the effect of a vote against a proposal. Broker non-votes will be counted for purposes of establishing a quorum but will not be counted as votes cast.

As of March 21, 2022, there were 57,042,295 units outstanding and entitled to vote at the annual meeting, held by approximately 4,800 holders of record. As of March 21, 2022, the Directors and executive officers of the general partner and their affiliates beneficially owned 923,419 units (which includes 130,444 vested options and deferred equity compensation), or approximately 1.6% of the total units outstanding on that date. See Security Ownership of Certain Beneficial Owners and Management .

8 / 2022 Proxy Statement | CEDAR FAIR, L.P.

Proposal One. Election of Directors

The Board of Directors of CFMI currently is comprised of nine directors. The Directors are divided into three classes: Class I, Class II, and Class III, and each class consists of three Directors. The terms of the Directors in Class I expire at this annual meeting. Our current Class I Directors are Louis Carr, D. Scott Olivet, and Carlos A. Ruisanchez.

At this meeting, Louis Carr, D. Scott Olivet, and Carlos A. Ruisanchez are nominated by the Board for election as Class I Directors to serve for three-year terms expiring at the annual meeting in 2025 and until their respective successors are duly elected and qualified. The Nominating and Corporate Governance Committee has recommended, and the Board of Directors unanimously has approved, the nomination of Messrs. Carr, Olivet and Ruisanchez to whom we refer in this proxy statement as the Board’s nominees.

The Board believes that the attributes, skills and qualifications that Messrs. Carr, Olivet and Ruisanchez have developed through their extensive leadership experience across finance, hospitality, entertainment, media, consumer goods and consumer-facing industries, and their unique insights and perspectives make them exceptionally qualified to serve on the Board. Messrs. Carr, Olivet and Ruisanchez will qualify as “independent” directors under the NYSE rules and our Corporate Governance Guidelines.

Each nominee has agreed to stand for election and has consented to being named in this proxy statement and to serve if elected. While the Partnership has no reason to believe that any of its nominees will be unable or unwilling to serve as a Director at the time of the annual meeting, in the unlikely event that any of them does not stand for election, the Board may reduce the number of Directors standing for election, or the proxies may use the accompanying proxy to vote for a replacement nominee recommended by the Board, whether or not any other nominations are properly made at the meeting. The nominees who receive the greatest number of votes cast for the election of Directors at the annual meeting by the units present, either in person or by proxy, and entitled to vote will be elected. Set forth below is biographical and other information about the Board’s nominees and the continuing Directors, including information concerning the particular experience, qualifications, attributes and skills that led the Nominating and Corporate Governance Committee and the Board to determine that each should serve as a Director.

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The Board of Directors unanimously recommends a vote FOR these nominees.

Nominees recommended by the Board for election as Class I Directors to serve until 2025:

Louis Carr Director since: 2020    |    Audit Committee
Louis Carr is president of Media Sales for BET Networks, a leading provider of quality entertainment, music, news and public affairs television programming for the African-American audience and a subsidiary of Viacom, Inc. (NASDAQ: VIA) (NASDAQ: VIA.B). Mr. Carr has been with BET Networks for 35 years and is recognized as one of the most influential and prominent African Americans in the media and marketing industries. In 2016, Mr. Carr earned the Diversity Award from the Hyatt Corporation and another Lifetime Achievement Award from the Patricia Martin Legacy celebration honoring his work around diversity from both a personal and professional standpoint. Louis has also been listed on NAMIC’s Most Influential African Americans list in the cable industry several times. Mr. Carr has served on the boards of the Ad Council; International Radio and Television Society (IRTS); American Advertising Federation (AAF); and the Video Advertising Board (VAB), formerly the CAB. He currently serves on the board of Boys Hope Girls Hope and the United States Track and Field Foundation. Utilizing his B.A. in Journalism from Drake University, Louis has become a compelling author, writing two books titled Dirty Little Secrets and The Little Black Book: Daily Motivations for Business and Personal Growth. At Cedar Fair, Mr. Carr has served as a Director since 2020 and is a member of the Audit Committee. Mr. Carr is qualified to serve on the Board of Directors primarily as a result of his more than 35 years of experience as an entertainment, media, and advertising executive.
D. Scott Olivet Director since: 2013    |    Audit Committee    Compensation Committee
D. Scott Olivet is the chief executive officer of Renegade Brands, an investment company that primarily invests in apparel and other consumer companies, and an operating partner at Altamont Capital Partners, a private equity firm. From 2005 to July 2009, Mr. Olivet served as chief executive officer and director of Oakley, a manufacturer of sports performance equipment, then served as chairman of the board from July 2009 to February 2011. Prior to joining Oakley, he served as vice president of NIKE Subsidiaries and New Business Development where he was responsible for the Hurley, Converse, Cole Haan, Bauer Hockey, and Starter brands; senior vice president of Real Estate, Store Design, and Construction with Gap Inc., with responsibility across Gap, Banana Republic, and Old Navy brands; and as a partner with Bain & Company where he was also the leader of the worldwide practice in organizational effectiveness and change management. Mr. Olivet serves as executive chairman of RED Digital Cinema, an American manufacturer of digital cinematography tools, a position he has held since July 2009. Mr. Olivet also serves as chairman of Future Stitch since July 2018, director of Rockport Group since October 2018, and director of Brixton Manufacturing since October 2014. He has previously served on the boards of Oakley, Collective Brands, Skullcandy, Fox Racing, Mervin Manufacturing, Dakine, HUF, and Hybrid Apparel. Mr. Olivet has served as a Director since 2013, is the Chair of the Compensation Committee and is a member of the Audit Committee. Mr. Olivet is qualified to serve on the Board of Directors primarily as a result of his particular knowledge and professional experience in retail, merchandising, marketing, finance, strategy, technology, international business, and multi-division general management experience from his past public board experience and service as president and CEO of a nationally recognized company that conducts business in the retail industry.

10 / 2022 Proxy Statement | CEDAR FAIR, L.P.

Carlos A. Ruisanchez Director since: 2019    |    Audit Committee     Compensation Committee
Carlos A. Ruisanchez is a seasoned executive with extensive strategy, finance and senior management experience in the hospitality industry, including casinos, hotels, restaurants and entertainment businesses. He is the co-founder of Sorelle Capital Management, Sorelle Entertainment and Sorelle Hospitality, a series of firms focused on investing in and helping grow companies with entrepreneurs in the hospitality and consumer sectors. Mr. Ruisanchez also serves as an independent director of Southwest Gas Holdings (NYSE: SWX). Prior to Sorelle, he served as president and chief financial officer and board member of Pinnacle Entertainment, Inc. (NASDAQ: PNK), a leading regional gaming entertainment company, until its sale in October 2018. Mr. Ruisanchez joined Pinnacle in August 2008 as its executive vice president, strategic planning and development. He became Pinnacle’s chief financial officer in 2011, president and chief financial officer in 2013, and board member in 2016. During his tenure at Pinnacle, Mr. Ruisanchez, in addition to leading all of Pinnacle’s finance and analytic functions, led all merger, acquisition and divestiture activities, new development representing billions of dollars of transactions. Prior to joining Pinnacle, he worked at Bear, Stearns & Co. Inc., an investment banking firm, since 1997 and most recently served as senior managing director responsible for corporate clients in the gaming, lodging and leisure industries, as well as financial sponsor banking relationships. Mr. Ruisanchez has served as a Director since 2019 and is a member of the Audit and Compensation Committees. Mr. Ruisanchez’s extensive experience as a senior executive in the finance and entertainment industries provides the Board of Directors with expertise in operations, accounting, corporate finance, real estate, corporate governance, regulatory and risk assessment issues.

Continuing Directors

Class III Directors serving until 2023:

Gina D. France Director since: 2011    |    Audit Committee    Nominating & Corporate Governance Committee
Gina D. France has more than 40 years of strategy, investment banking and corporate finance experience. Currently, Ms. France is president and CEO of France Strategic Partners LLC, a strategy and transaction advisory firm serving corporate clients across the country. Before founding France Strategic Partners in 2003, Ms. France was a Managing Director with Ernst & Young LLP where she led a national client-facing strategy group. She has served as a strategic advisor to over 250 companies throughout the course of her career. Previously, Ms. France was an investment banker with Lehman Brothers in New York and San Francisco. Prior to Lehman Brothers, she served as the International Cash Manager of Marathon Oil Company. Ms. France also serves on the corporate boards of Huntington Bancshares Incorporated (NASDAQ: HBAN), a $174 billion asset regional bank holding company operating in 12 states; CBIZ, Inc. (NYSE: CBZ), an accounting services and employee benefits provider with over 100 offices nationwide; and the Bank of New York Mellon Family of Funds, a mutual fund provider. She has also served on the boards of FirstMerit Corporation prior to its acquisition by Huntington Bancshares and Dawn Food Products, one of the world’s largest manufacturers and distributors of bakery products. Ms. France, who has served as a Director since 2011, is the Chair of the Audit Committee and is a member of the Nominating and Corporate Governance Committee. Ms. France brings to the Board of Directors her leadership experiences in the investment banking, accounting and financial services fields, her expertise in financial reporting and risk oversight, and her experiences as a board member of several nationally recognized companies.

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Class II Directors serving until 2024:

Daniel J. Hanrahan Chairman of the Board Director since: 2012
Daniel J. Hanrahan brings more than 40 years of experience, including from a variety of sales and marketing, general manager, president and chief executive officer roles across the consumer packaged goods, retail, travel and hospitality sectors. In January 2020, he was appointed Chairman of the Board of Directors. He served as the president and chief executive officer and director of the Regis Corporation (NYSE: RGS), a global leader in beauty salons and cosmetology, from August 2012 through April 2017. Prior to joining Regis, he served as president and CEO of Celebrity Cruises, a cruise line and division of Royal Caribbean Cruises (NYSE: RCL), from 2007 to 2012. He was promoted to president in 2005 and to CEO in 2007 after his highly successful management of the sales and marketing division for Royal Caribbean. Prior to joining Royal Caribbean, Mr. Hanrahan served in executive-level positions with Polaroid Corporation and Reebok International Ltd. In 2004, he was named one of the “Top 25 Extraordinary Minds in Hospitality Sales and Marketing” by Hospitality and Sales Marketing Association International. From 2017 to 2021, Mr. Hanrahan was a director and member of the audit committee at Lindblad Expeditions Holdings, Inc. (NASDAQ: LIND), a global provider of expedition cruises and adventure travel experiences. He joined the board of Foss Swim Schools, a Prairie Capital company, in April 2019. Mr. Hanrahan joined Sycamore Partners as an advisor in 2021. Mr. Hanrahan has served as a Director since June 2012 and previously served as Chairman of the Compensation Committee. Mr. Hanrahan is qualified to serve on the Board of Directors primarily as a result of his significant executive-level experience across a wide spectrum of consumer-facing brands, including in the retail, travel and hospitality sectors, as well as his more than 40 years of experience in sales and marketing.

Lauri M. Shanahan Director since: 2012    |    Nominating & Corporate Governance Committee
Lauri M. Shanahan has over 30 years of executive and board leadership experience across a number of global, omni-channel and multi-brand consumer businesses, including Gap, Inc. (NYSE: GPS). She joined Gap, Inc., a leading global apparel retail company, in 1992 and served in numerous leadership roles including chief administrative officer and chief legal officer during her 16-year career with the company. She currently serves on the board of directors of Deckers Brands (NYSE: DECK), a global footwear, accessories and apparel lifestyle company with a portfolio of premium brands; Treasury Wine Estates (ASX: TWE), a vertically integrated, global wine company based in Melbourne, Australia with 70+ brands; and G Squared Ascend I (NYSE: GSQD.UN), a special purpose acquisition company (SPAC) focused on target businesses in software-as-a-service, online marketplaces, mobility 2.0/logistics, fintech/insurtech, new age media, and sustainability. She is a member of the audit and risk management committee and the governance and ESG committee of Deckers Brands. She is a member of the remuneration committee of Treasury Wine Estates and chairs the audit, compensation and governance committees at G Squared. In addition, Ms. Shanahan serves as a member of the California State Personnel Board, which oversees all policies relating to the implementation and enforcement of the merit-based system for all current and prospective state employees. She previously served on the board of Charlotte Russe Holdings, Inc., a women’s apparel, footwear and accessories retailer, from 2009 through January 2019, where she served as chairman of the board and chair of the compensation committee. Ms. Shanahan has served as a Director since June 2012 and is a member of the Nominating and Corporate Governance Committee. She previously served as Chair of the Nominating and Corporate Governance Committee and as Chair of the Compensation Committee. Ms. Shanahan is qualified to serve on the Board of Directors primarily as a result of her substantial public company executive and leadership experience in the consumer goods and retail industries, which includes strategic, operational, ESG, legal and risk oversight experience, as well as her experience on the other boards on which she currently serves.

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