Non-GAAP measures

We respectfully acknowledge the Staff’s comment. • Confirm that you will disclose prior year comparative information; We confirm that we have provided prior year comparative information related to adjusted diluted net loss per share for our most recently filed earnings release for the period ended September 30, 2025, furnished with the Commission on October 27, 2025 under Item 2.02 of our Current Report on Form 8-K (the “ Q3 2025 Earnings Release ”), and will continue to do so in future filings. • Confirm that you will disclose, at a similar level as you provided in your response letter dated September 18, 2025, the reasons why management believes that adjusting for income/loss relating to equity method securities and the gain/loss on debt securities carried at fair value in arriving at adjusted diluted net loss per share provides useful information to investors; and We respectfully…

The Company acknowledges the Staff’s comment, and in its future filings, the Company will revise the presentation of its non-GAAP financial measures such that the non-GAAP financial measures appear after our comparison of the most directly comparable measures prepared on a GAAP basis, in order to provide equal or greater prominence to the corresponding GAAP measures. Financial Statements 1. Description of Business and Summary of Significant Accounting Policies (c) Immaterial Restatement of Prior Period Financial Statements, page 49

The Company acknowledges the Staff’s comment, and in its future filings, the Company will remove the discussion of “Other Non-GAAP Information,” including the presentation of Adjusted EBITDA, from the notes to the financial statements, to ensure compliance with Item 10(e)(1)(ii)(C) of Regulation S-K. * * * We thank the Staff for its review of the foregoing. If you have further comments, please feel free to contact our counsel, David S. Huntington, by email at dhuntington@paulweiss.com or by telephone at (212) 373-3000. Sincerely, /s/ Todd Wilson Name: Todd Wilson Title: Chief Financial Officer cc: Paul, Weiss, Rifkind, Wharton & Garrison LLP

The Company respectfully acknowledges the Staff’s comment regarding the Company’s use of non-GAAP measures in accordance with Item 10(e)(1)(i)(A) of Regulation S-K and Question 102.10 of the Compliance and Disclosure Interpretations on Non-GAAP Financial Measures. Accordingly, the Company will revise its future earnings releases, beginning with its earnings release for the quarter ending June 30, 2024 to be distributed in August 2024, to present net income (loss), the most directly comparable GAAP financial measure, with equal or greater prominence to adjusted EBITDA, the relevant non-GAAP financial measure. We appreciate the opportunity to respond to your comments. If you have any questions or require additional information regarding our responses, please feel free to contact me at 208-724-1593. Sincerely, /s/ Eric Gerratt Eric Gerratt Chief Financial Officer Bridger Aerospace Group…

The Company acknowledges the Staff’s comment and confirms that it will no longer exclude inventory write-downs from its non-GAAP financial measures. * * * The Company acknowledges that the Company and its management are responsible for the adequacy and accuracy of the disclosures in the filing, notwithstanding any review, comments, action or absence of action by the Staff. If you have any questions regarding these responses or other issues relating to this correspondence, please contact me at (631) 719-3633 or lee.boyce@hain.com. Sincerely, /s/ Lee A. Boyce Lee A. Boyce Executive Vice President and Chief Financial Officer cc: Kristy M. Meringolo, Chief Legal and Corporate Affairs Officer Michael J. Ragusa, Senior Vice President and Chief Accounting Officer

In response to the Staff's comments, the Company respectfully advises the Staff that it plans to include enhanced disclosure related to its forward-looking non-GAAP measure in future filings to add certain additional disclosure to further clarify the fact that the Company is considering Question 102.10(b) of the Non-GAAP Financial Measures Compliance and Disclosure Interpretations and relying on the "unreasonable efforts" exception to Item 10(e)(1)(i)(B) of Regulation S-X. The Company expects that the enhanced disclosure will be consistent with the following: NextEra Energy does not provide a quantitative reconciliation of forward-looking adjusted earnings per share to earnings per share, the most directly comparable GAAP financial measure, because certain information needed to reconcile these measures is not available without unreasonable efforts due to the inherent difficulty in…

We respectfully acknowledge the Staff’s comment. In future filings, the Company will continue to include net revenues in its non-GAAP results table when accompanied by non-GAAP constant currency net revenue measures, but will not include net revenues in its non-GAAP results table if no non-GAAP constant currency net revenues measures are presented therein. Topgolf Callaway Brands Corp. 2180 Rutherford Road Carlsbad, CA 92008-7328 T (760) 931 1771 United States Securities and Exchange Commission Division of Corporation Finance June 26, 2024 Page 2 of 3 Form 10-K for the Year Ended December 31, 2023 Results of Operations Net Income, Diluted Earnings Per Share and Reconciliation of Non-GAAP Measures, page 58

We respectfully acknowledge the Staff’s comment and advise the Staff that, in future filings, the Company will not make an adjustment to its GAAP results related to the depreciation of the step-up in acquired PP&E to its fair value. Please contact the undersigned at (760) 930-5891 or Heather McAllister, Senior Vice President, General Counsel & Corporate Secretary, at (760) 804-4368 if you have any further questions or require any further information. Very truly yours, /s/ Jennifer Thomas Jennifer Thomas Senior Vice President, Chief Accounting Officer

We acknowledge the Staff’s comment and in future disclosures, we will remove the non-GAAP adjustments for "Excess manufacturing overhead and factory transition costs" and "Adjustments to acquired tangible assets". As noted in our response to prior comment 6, the “Litigation costs” adjustment primarily relates to intellectual property infringement matters involving Roku and certain other entities. These matters include disputes relating to what we believe are infringement of our intellectual property as described in Note 13 to the financial statements in the Form 10-K under “Roku Matters”. The nature of the “other” matters included in the “Litigation costs” adjustment relates to non-recurring legal matters involving internal investigations at our manufacturing plants. The total GAAP legal expenses, the non-GAAP adjustments related to IP infringement and other non-recurring legal costs…

The Company respectfully acknowledges the Staff’s comment. When utilizing non-GAAP measures, the Company considers, among other things , the requirements set forth under Rule 100(b) of Regulation G and the Staff’s related guidance, including the Non-GAAP Financial Measures Compliance and Disclosures Interpretations (collectively, the “ Non-GAAP Guidance ”). The below sets forth the Company’s responses with respect to its non-GAAP adjustments for both “lease expense” and “deferred tax.” Non-GAAP Adjustments for “Lease Expense.” The Company signed a lease agreement for its new headquarters, which has commenced in 2023 (the “ New HQ Lease ”), and pursuant to the terms of such lease, the Company is not required to pay cash for the lease until July 2024. The Company continued, however, to pay rent on its existing headquarters through the end of April 2024, as its prior lease agreement was…

We respectfully acknowledge the Staff’s comment and will remove the disclosure regarding total segment operating income from our periodic filings going forward beginning with the Company’s Form 10-Q for the fiscal quarter ended June 30, 2024.

The Company acknowledges the Staff’s comment. Beginning with the earnings release for the second quarter of 2024 to be furnished on Form 8-K, the Company will clearly and properly label and title each measure under the caption “GAAP” and “Adjusted” (non-GAAP) and otherwise add any additional disclosure necessary to ensure that non-GAAP financial measures are appropriately identified as such as required by Question 100.5 of the Division of Corporation Finance’s Compliance & Disclosure Interpretations on Non-GAAP Financial Measures. • We note you discuss certain non-GAAP financial measures but do not discuss the most directly comparable GAAP measure with equal or greater prominence. For example, you discuss adjusted operating margin by segments but do not discuss GAAP operating margin by segment. For each non-GAAP financial measure you discuss, discuss the most directly comparable GAAP…

The Company acknowledges the Staff’s comment, and respectfully advises the Staff that the Company had considered Question 102.10 of the Non-GAAP Financials Measures Compliance and Disclosure Interpretation and believes that its presentation of reconciliations of GAAP Measures to Non-GAAP Financial Measures does not represent a non-GAAP income statement. The Company has not presented a full non-GAAP income statement in the reconciliation, and, in fact, the Company has specifically excluded certain line items from the GAAP income statement, such as: Cost of Goods Sold, Gross Profit and Selling, General and Administration Expenses, in presenting the reconciliation. The Company believes this presentation of the reconciliation allows it to specify the adjustments it makes to the GAAP financial measures, while also providing transparency to users of the reconciliation about their impacts…

The Company respectfully advises the Staff that the non-GAAP adjustments are defined as follows: • Restructuring – comprised of exit activity costs, impairment of assets both tangible and intangible and senior leadership transition costs • Acquisition Related items – comprised of legal and consulting fees related to a recent business acquisition United States Securities and Exchange Commission June 24, 2024 Page 7 • Portfolio Management – comprised of revenue and operating results related to businesses that have been liquidated or sold along with any gain or loss resulting from such liquidation or sale In future filings, the Company will explain and describe any non-GAAP adjustment categories. We supplementally advise the Staff that the non-GAAP adjustments under the Restructuring Charges column related to the financial statements as set forth in the table below for the year ended…

We respectfully acknowledge the Staff’s comment and confirm that the Company has considered the guidance set forth in Question 100.01 of the Compliance and Disclosure Interpretations for Non-GAAP Financial Measures and believe that these write-offs are not recurring and are not part of normal operations as discussed below. The write-offs of $2.2 million of inventory and $0.5 million of fixed assets, which were included in the Condensed Consolidated Statements of Operations as a component of Cost of Goods Sold, were those costs incurred as a direct result of the decision to indefinitely suspend the majority of production activities at the Company’s facility in St. Marys, Pennsylvania and to indefinitely idle certain assets within its remaining graphite electrode footprint. These actions were associated with the Company’s cost rationalization and footprint optimization plan announced in…

We respectfully advise the Staff that Adjusted Free Cash Flow is not intended to convey information regarding the Company’s liquidity, nor is the measure utilized as a component of the financial covenant under our credit agreement. The Company uses Adjusted Free Cash Flow as a financial performance measure to evaluate the performance of its business and the effectiveness of its business strategies. The Company believes that Adjusted Free Cash Flow is used by analysts, investors and other interested parties to evaluate companies in our industry, and it facilitates comparisons of performance on a consistent basis across reporting periods by isolating the impact of capital expenditures which may be variable across reporting periods. In order to clarify management’s use of Adjusted Free Cash Flow as a performance measure, and in consideration of the guidance in Question 102.07 of the…

We have referred to Item 10(e)(1)(i) of Regulation S-K and Non-GAAP Financial Measures Compliance and Disclosure Interpretation, Question 102.10(b). In 2425 Olympic Boulevard, Suite 6000 West, Santa Monica, California 90404 response to the Staff’s comment, we propose to revise future earnings press releases, to (i) begin the reconciliation of GAAP and non-GAAP measures with the GAAP measure, which is operating cash flow; and (ii) more clearly explain why these non-GAAP measures provide useful information to investors regarding our financial condition and results of operations. Accordingly, our proposed revised disclosure relating to consolidated EBITDA follows: “We use the term “consolidated EBITDA” because that term is defined in our 2023 Credit Agreement. Under the terms of our 2023 Credit Agreement, consolidated EBITDA is a measure that governs several critical aspects of our 2023…

We have referred to Non-GAAP Financial Measures Compliance and Disclosure Interpretation, Question 102.09, noting that a company may disclose a non-GAAP financial measure, such as consolidated EBITDA, "if management believes that the credit agreement is a material agreement, that the covenant is a material term of the credit agreement and that information about the covenant is material to an investor's understanding of the company's financial condition and/or liquidity". As noted in our response to comment 4 above, we will revise future earnings releases to more clearly explain that we use the term “consolidated EBITDA” because that term is defined in our 2023 Credit Agreement, as well as why we believe that it is important to disclose consolidated EBITDA to our investors. We also propose to modify future reconciliations of consolidated EBITDA to its most directly comparable GAAP…

We respectfully acknowledge the Staff’s comment and confirm we will no longer present these adjustments. Please contact me at 1(800) 363-4274 or Kenneth A. Schlesinger, Esq. of Olshan Frome Wolosky LLP, the Company's outside legal counsel, at (212) 451-2252, if you have any questions or require any additional information in connection with this letter. Sincerely, /s/ Andrew Brophy Andrew Brophy, Principal Financial Officer cc: Kenneth A. Schlesinger, Olshan Frome Wolosky LLP

We acknowledge the Staff’s comment and respectfully advise the Staff that, in future filings, we will no longer exclude the noted adjustment from our non-GAAP performance measures. Division of Corporate Finance June 20, 2024 Page 2 of 2 * * * Should you, or any member of the Staff, require additional information or have any questions about this letter, please do not hesitate to contact me at mary.hall@ingevity.com or our Chief Accounting Officer, Phillip J. Platt, at phillip.platt@ingevity.com. You can also reach us at 843-740-2300. Sincerely, /s/ MARY DEAN HALL Mary Dean Hall Executive Vice President and Chief Financial Officer cc: Stacy Cozad, Executive Vice President, General Counsel and Secretary

In future filings we will endeavor to fully comply with Item 10(e)(1)(i)(A) of Regulation S-K by presenting the most directly comparable GAAP measure with equal or greater prominence than each non-GAAP measure. Specifically, the Company will present net income margin with equal or greater prominence to EBITDA margin in our reconciliation from net income to EBITDA. Schedule II - Valuation and Qualifying Accounts, page 88 Comment 3 Please remove the information relating to the Excess and obsolete inventory reserve from this schedule in future filings. Note that amounts recorded in separate accounts to recognize obsolete and slow-moving inventory are not considered reserves for the purpose of this schedule because those amounts in substance represent normal adjustments / impairment of inventory rather than true "reserves”. Refer to Rule 12-09 of Regulation S-X, SAB Topic 5.BB and ASC…

We respectfully acknowledge the Staff’s comment and in future filings we will modify our disclosures as described below. We will modify our disclosure on a prospective basis to clarify that Free Cash Flow is a non-GAAP liquidity measure and that we believe it is a measure of our ability to service our debt and make additional investments with internally generated funds. A reconciliation of net cash provided by operating activities to Free Cash Flow is included in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations of our Form 10-K. Additionally, we advise the Staff that in future filings we will cease using the term Operating Free Cash Flow and will instead use the term Adjusted EBITDA less cash capital expenditures in order to avoid the implication that it is a non-GAAP liquidity measure. We believe that Adjusted EBITDA less cash capital…

The Company acknowledges the Staff’s comment and respectfully advises the Staff that the Company does not consider this inventory write-off adjustment to arise in the ordinary course of its business. Instead, the Company has been in the process of transforming its business from a legacy wireline access systems company to a communications cloud and software platform, systems and managed services business. As this inventory write-off adjustment related primarily to legacy wireline access systems and the unique components thereof, it is unrelated to the go-forward operating model. As such, we respectfully submit that the inventory write-off adjustment is appropriate and helpful to investors in understanding the results of operations of the Company in its current operating model without the impact of winding down the legacy wireline access systems business. As background, over the past six…

The Company respectfully acknowledges the Staff’s comment and advises the Staff on a confidential basis with respect to the litigation that gave rise to the settlement that was the subject of the referenced non-GAAP litigation settlement adjustment. [***] The Company notes that legal costs that are determined to be normal, recurring, cash operating expenses necessary to operate the Company’s business have not been, and will not be, excluded from the Company’s non-GAAP financial measures. Indeed, notwithstanding incurring considerable legal expenses over the course of its multi-year defense in the referenced litigation, the Company did not exclude these litigation-related expenses from its non-GAAP financial measures. Nonetheless, given the discrete nature of the referenced litigation, the complex nature of the claims that were the subject of the dispute, the timing and likely magnitude…

We acknowledge the Staff’s comment and have revised the Registration Statement to remove references to Acquisition Adjusted Free Cash Flow and Acquisition Adjusted Free Cash Flow Margin.

We acknowledge the Staff’s comment and have revised the Registration Statement to remove references to pro forma operating cash flow margin. Risk Factors Our Operating Agreement will designate the Court of Chancery of the State of Delaware. . ., page 81

The Company has considered the guidance set forth in Question 100.01 of the Compliance and Disclosure Interpretations on Non-GAAP Financial Measures. The Company believes that its adjustment for acquired intangible assets expensed as in-process research and development (“IPR&D”) is appropriate and not misleading. These IPR&D expenses included on the Company’s financial statements are non-cash expenses derived from stock-based payments made to third-parties in connection with the Company’s acquisition of certain intellectual property assets to enhance its Codebase. The Company views these non-cash IPR&D expenses as not reflective of the Company’s core operating performance. *** The Company further acknowledges that it is responsible for the accuracy and adequacy of its disclosures, notwithstanding any review, comments, action or absence of action by the Staff. Please contact me at (814)…

We respectfully submit that we do not believe our presentation of adjusted diluted income per share represents a tailored accounting policy. While ASU 2020-06 does not contemplate the call spread overlay and its effects to mitigate dilution risk, our presentation of Adjusted diluted income per share is supplemental to our GAAP presentation and provides investors with the information needed to understand how the call spread overlay protects us from dilution. As such, we are not changing GAAP but presenting additional disclosure that we believe is material to investors’ understanding of our underlying financial results by showing what would actually occur if the debt was converted. winnebagoind.com · You previously stated you adjust Adjusted diluted income per share for the impact of the call spread overlay to demonstrate to investors that if the convertible notes had been converted into…

In the 10-K, the Company reported “Asset impairment, restructuring, and net settlement contingencies (net of taxes)” on page 42 in the reconciliation of net earnings to adjusted net earnings and diluted EPS to adjusted EPS, and “Asset impairment, restructuring, and net settlement contingencies” on page 43 in the reconciliation of net earnings to adjusted EBITDA. The components of these adjustments are described and quantified in the table below: 2023 2022 Description In millions Per Share In millions Per Share Impairment – PPE, long lived assets, exit of businesses, and recovery on assets impacted by Ukraine war (net of tax of $43M in 2023 and $14M in 2022) $261 $0.48 $63 $0.11 Restructuring – Severance (net of tax of $7M in 2023 and $8M in 2022) 26 0.05 21 0.04 Settlement – Contingencies for non-routine matters (net of tax of $7M in 2023 and $11M in 2022) 23 0.04 31 0.06 Total $310…

We respectfully note the Staff’s comment. In presenting segment operating profit, adjusted segment operating profit, adjusted EBITDA and adjusted EBITDA by segment, we noted that none of our adjustments from GAAP to arrive at these non-GAAP measures were expressly prohibited by Regulation G or Item 10(e) of Regulation S-K. While we acknowledge that some of the adjustments from GAAP to arrive at these non-GAAP measures include certain cash operating expenses, the adjustments are not for normal, recurring, cash operating expenses necessary to operate our business. These non-GAAP measures provide additional information about the Company’s operations, allowing for better evaluation of our underlying business performance and better period-to-period comparability. Further, as per Question 102.03 of the SEC’s Non-GAAP Compliance and Disclosure Interpretations, we do not describe such excluded…

The Company acknowledges the Staff’s comments and will modify future filings as necessary in accordance with this comment. We trust that this letter responds adequately to the Staff’s concerns. If we can facilitate the Staff’s review of this response, or if the Staff has any questions on any of the information set forth herein, please do not hesitate to contact me at 217/451-3144 or Molly.StraderFruit@adm.com. Sincerely, /s/ Molly Strader Fruit Molly Strader Fruit Vice President Corporate Controller

The Company respectfully acknowledges the Staff’s comment. The Company does not present core sales for any period but rather discusses core sales as a reason for the year-over-year GAAP net sales change. By way of reference, on page 23 of the Form 10-K for the Year Ended December 31, 2023, the Company provides the components of sales growth including impacts from the core business, foreign exchange and acquisitions/dispositions. Accordingly, we do not believe that core sales or core sales growth as currently described in our filings as performance metrics should be identified as non-GAAP financial measures and would not require the disclosures in Item 10(e) of Regulation S-K. However, as noted in our response to the Staff’s comment letter dated May 31, 2024, we will define the term core sales when used in future filings, including Forms 10-K, 10-Q, and the earnings release filed as an…

i) ALR proposes to amend Form 20-F to delete the section titled “Loss before Other Items and Share-based Compensation” and replace with the following “Share-based Compensation included in Net Loss Share-based Compensation included in Net Loss A substantial amount of the net loss is comprised of Share-based Compensation. Share based Compensation consists of: 1) Incentive stock options granted to, or existing stock options modified to, incentivize- personnel as part of the compensation offered to attract and retain personnel. Share-based compensation expense as a result of these activities are included within product development fees, professional fees and selling, general and administrative expenses. 2) From time-to-time, the Company issues and modifies warrants in connection with loans and lines of credit provided to the Company. Share-based Compensation expense as a result of these…

The Company continues to believe that its adjusted diluted earnings per share measure (“Adjusted EPS”) is not individually tailored in a way that is inappropriate under applicable regulations and interpretations. Furthermore, the Company reiterates its view that its presentation of Adjusted EPS is not misleading, which the Company believes is a necessary part of the analysis in determining whether an individually tailored measure is inappropriate. Both points are addressed below. After addressing these points, the Company proposes additional disclosures to include in future filings for the Staff’s consideration. The Company’s Adjusted EPS measure excludes the dilutive impact of its 5.00% convertible senior unsecured notes due 2025 (the “2025 Notes”) due to convertible note hedge transactions that entirely offset dilution of the 2025 Notes. As a result, Adjusted EPS will not contain…

We acknowledge the Staff’s comment, and confirm that, in the Company’s future filings, its presentation of the non-GAAP performance measure Adjusted EBITDA Margin will be reconciled to Net Income Margin. We will also include a discussion of Net Income Margin in the highlights and other sections of the earnings release with equal or greater prominence.

We acknowledge the Staff’s comment, and confirm that, in the Company’s future presentations of these non-GAAP performance measures of Adjusted EBITDA and Adjusted Net Income, we will no longer include an adjustment for estimated cost savings as a standalone company. Form 10-K for the Year Ended December 31, 2023 Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations Results of Operations, page 32

We have referred to Item 10(e)(1)(i)(A) of Regulation S-K and Non-GAAP Financial Measures Compliance and Disclosure Interpretation, Question 102.10(a). In response to the Staff’s comment, we propose to revise future earnings press releases, including the Unaudited Financial Highlights section, and comparable disclosures in the body of our future periodic reports filed with the Commission, to present the most directly comparable GAAP-based measure, which is operating cash flow, more prominently than our non-GAAP measures consolidated EBITDA and free cash flow. In connection therewith, we propose to reformat all relevant tables, putting operating cash flow before the non-GAAP measures.

We have referred to Item 10(e)(1)(i) of Regulation S-K and Non-GAAP Financial Measures Compliance and Disclosure Interpretation, Question 102.10(b). In response to the Staff’s comment, we propose to revise future earnings press releases, to (i) begin the reconciliation of GAAP and non-GAAP measures with the GAAP measure, which is operating cash flow; and (ii) more clearly explain why these non-GAAP measures provide useful information to investors regarding our financial condition and results of operations. Accordingly, our proposed revised disclosure relating to consolidated EBITDA follows: “We use the term “consolidated EBITDA” because that term is defined in our 2023 Credit Agreement. Under the terms of our 2023 Credit Agreement, consolidated EBITDA is a measure that governs several critical aspects of our 2023 Credit Facility, including, among other things, financial covenants with…

We have referred to Non-GAAP Financial Measures Compliance and Disclosure Interpretation, Question 102.09. We propose to continue to reconcile consolidated EBITDA to net income (loss) attributable to common stockholders, because the latter concept is contained in our 2023 Credit Agreement and, in turn, impacts other calculations made thereunder. On behalf of the Company, I acknowledge and confirm that the Company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the Staff. Please do not hesitate to contact me directly if you have any questions regarding this response. Very truly yours, /s/ Jeffrey DeMartino Jeffrey DeMartino General Counsel Entravision Communications Corporation

The Company acknowledges the Staff’s comment and respectfully provides the following supplemental information regarding the Company’s presentation of non-GAAP 2 financial measures in a manner consistent with Question 100.01 of the SEC Staff’s C&DI on Non-GAAP Financial Measures. The Company has provided non-GAAP measures as it believes the measures provide additional information related to the trends of the Company. These metrics are used by management and the board of directors to assess the ongoing financial performance of the business. The Company has reorganized during the periods presented, which has resulted in a considerable change in its operations. The Company believes that non-GAAP measures provide important additional information to investors to aid in assessing the continuing operations of the business through the Company’s significant transition period. Prior to January…

The Company respectfully advises the Staff that, in response to the Staff’s comment, the Company intends to remove the reference to Same-Property Hotel Net Income in future earnings releases. In the event the Company discloses Same-Property Hotel Net Income in future earnings releases or future filings, the Company will include the disclosures required by Item 10(e) of Regulation S-K. * * * Should you have any comments or questions regarding the foregoing, please feel free to call me at 407-246-8100. Thank you in advance for your attention to this matter. Sincerely, /s/ Atish Shah Atish Shah Executive Vice President, Chief Financial Officer and Treasurer cc: Taylor C. Kessel, Senior Vice President, General Counsel and Secretary Joseph T. Johnson, Senior Vice President and Chief Accounting Officer Cathy Birkeland, Latham & Watkins LLP Joel H. Trotter, Latham & Watkins LLP

The Company acknowledges the Staff’s comment regarding the “All Mines” table in our “Management’s Discussion and Analysis of Financial Condition and Results of Operations” on page 41 of the Form 10-K. Going forward, beginning with the Company’s Form 10-Q for the period ended June 30, 2024, the Company will (i) present Coal Operations operating revenues that agrees to the Segments of the Business Footnote, and (ii) present Coal Operations operating expenses in the Segments of the Business Footnote. In addition, we will exclude coal segment margin, segment total electric sales less amortization of contract liability and electric segment operating expenses less fixed costs and amortization of contract asset. The “All Mines” table will include income (loss) from operations which will represent Coal Operations operating revenues less Coal Operations operating expenses, both as presented in…

The Corporation respectfully acknowledges the Staff’s comment and advises the Staff that it does not believe the exclusion of lower of cost or market inventory valuation adjustments from its non-GAAP measures of Adjusted EBITDA, Refinery gross margin and Net operating margin per produced barrel sold and Renewables gross margin and Net operating margin per produced gallon sold represent individually tailored recognition and measurement methods substituted for those of GAAP. The lower of cost or market inventory valuation adjustments are recognized and measured in accordance with GAAP, and appear on the Corporation’s income statements as a separate line item component of the Corporation’s operating costs and expenses (similar to depreciation and amortization). See, for example, the Corporation’s Consolidated Statements of Income appearing on page 85 of the Form 10-K. The Corporation’s…

With respect to the Staff’s Comment 1 above, and consistent with our response to Comment 1 above, we do not believe the exclusion of lower of cost or market inventory valuation adjustments from its non-GAAP measures of Adjusted EBITDA, Refinery gross margin, Refining segment net operating margin per produced barrel sold, Renewables gross margin and Renewables segment net operating margin per produced gallon sold represent individually tailored recognition and measurement methods substituted for those of GAAP. However, going forward, the Corporation will revise its description of the foregoing non-GAAP measures to clarify the nature of the inventory valuation adjustments and underlying inventory valuation methodology. Securities and Exchange Commission June 6, 2024 Page 8 Consistent with our response to the Staff’s Comment 2 above, we will revise in future filings disclosures of the…

TO COMMENT 1: The Company respectfully acknowledges the Staff’s comment. The Company intends to include a measure of gross profit in the GAAP Consolidated Statements of Income in its future Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K. In addition, the Company will revise its presentation of the information in the referenced Table 4 in future filings to present separately each non-GAAP reconciliation, so that, consistent with the guidance in Question 102.10(c), the presentation does not include most of the line items and subtotals found in a GAAP income statement. The following reflects this proposed presentation as if it had been applied to the information set forth in Table 4 of the earnings release that was furnished as an exhibit to the May Form 8-K. Securities and Exchange Commission Division of Corporation Finance June 6, 2024 Page 2 Reconciliation of GAAP…

In response to the Staff’s comment, the Company has revised its disclosure on page 78 and pages 86 to 89 of the Registration Statement. The Company also respectfully notes that it has included a direct reconciliation from Net Loss to Adjusted EBITDA only on an aggregate basis and that it has removed reconciliations on a per segment basis. Note 4 - Operating Segments and Geographical Information, page F-43

With respect to the Staff’s comment regarding the presentation of Total Adjusted EBITDA, we advise the Staff that because our internal management reporting, and therefore the way our CODM regularly reviews the results of our business in order to make decisions about allocating resources and assessing performance, includes Central and Other, our total segment Adjusted EBITDA appropriately represents the total of the segments as reported internally and viewed by management in compliance with ASC 280-10-50-30(b). We believe we have complied with the segment disclosure requirements under Regulation S-K 3 and ASC 280 in providing the required material disclosures for Central and Other. Further, we believe that in light of the reconciliation requirements and the net economics on the results of our consolidated businesses, it would be misleading not to include the immaterial eliminations in…

With respect to the Staff’s comment regarding our measure of Adjusted EBITDA less P&E additions, we advise the Staff that we believe this measure provides meaningful information to our investors because it provides (i) a transparent view of Adjusted EBITDA that remains after deducting our capital spend, which we believe is important to take into account when evaluating the overall performance of our business given the magnitude and recurring nature of our capital intensive business, and (ii) a comparable view of our performance relative to our peers that use the same or similar measure. Our internal management reporting includes Adjusted EBITDA less P&E additions measures for all our reportable segments and is used by our CODM and our board to (i) determine, in part, compensation of our employees, and (ii) assist in evaluating M&A transactions (we use multiples of Adjusted EBITDA less…

With respect to the Staff’s comment regarding our measure of Distributable Cash Flow, we advise the staff that we have not tailored our metric in such a way to change the pattern of recognition or measurement principles required to be applied in accordance with GAAP and therefore are not violating the principles in Question 100.04 of the non-GAAP Compliance and Disclosure Interpretations. Under U.S. GAAP, distributions from affiliates are accounted for either as returns on capital when they are principally funded through cash generated in the normal course of operations (distributions are reflected as a cash flow from operating activity in the statement of cash flows) or as returns of capital when they are funded by cash generated outside the normal course of operations, for example, distributions funded by a recapitalization activity of the affiliate (distributions are reflected as a…

We respectfully acknowledge the Staff’s comment. Going forward, we propose to eliminate all cash-basis adjustments to our definition of Adjusted EBITDA.

As a result of the changes we propose to make to our definition of Adjusted EBITDA described in response to comment 1 above, the new proposed Adjusted EBITDA will, going forward, solely be used by the Company as a measure of our assets’ operating performance. Any previous references to use of Adjusted EBITDA for the other reasons will be eliminated as the change in definition negates those prior uses.

We respectfully acknowledge the Staff’s comment. Going forward, we propose to provide both (i) a Free Cash Flow measure and (ii) an Adjusted Free Cash Flow measure, both of which we propose to characterize as liquidity measures only and reconcile to “Net cash provided by operating activities.” We propose to explicitly state that neither measure is representative of residual cash flow available for discretionary expenditures as we have a number of contractual requirements for the use of our cash, including debt service requirements. As both measures are liquidity measures, we propose to not provide any reconciliation to Net Income (loss), therefore eliminating any concern regarding making adjustments for cash-basis items to a non-GAAP performance measure. Our Free Cash Flow measure will be calculated as cash flows from operating activities as presented in the statement of cash flows…

We acknowledge the Staff’s comment and note that, in future filings, the Company intends to provide more detailed disclosures describing the nature and components of our non-GAAP adjustments. 3. Revenue, page 81

In response to the Staff’s comment, the Company will update its disclosure when presenting revenue on a constant currency basis in future earnings releases and similar materials as follows: Adjusted revenue growth reflects the percentage change in constant currency revenue for the current period as compared to the prior period. Constant currency revenue is calculated by applying prior-period foreign currency exchange rates to current-period revenue. When referring to adjusted revenue growth, revenue from our Corporate and Other segment is excluded. United States Securities and Exchange Commission June 3, 2024 Page 2 Free cash flow, page 9

The Company respectfully acknowledges the Staff’s comment and advises the Staff that the Company has considered the guidance in Question 100.01 of the Non-GAAP Financial Measures Compliance and Disclosure Interpretations. The Company’s enterprise transformation costs for 2023 of $335 million (comprised of $312 million from continuing operations and $23 million from discontinued operations) related to (1) our “Future Forward” enterprise transformation announced in the third quarter of 2022 (approximately $227 million), (2) a multi-year platform modernization and development organization transformation program announced in the third quarter of 2021 (approximately $60 million) and (3) a post-pandemic workspace transformation program (approximately $48 million). The following information is provided to the Staff in response to the Staff’s comment. United States Securities and Exchange…

We respectfully acknowledge the Staff’s comments. We will no longer present the Adjusted Free Cash Flow (“AFCF”) metric in future filings subject to Regulation S-K Item 10(e)(1)(ii)(A) except to the extent disclosure is required in the “Compensation Discussion and Analysis” section of our annual proxy statement as a result of our use of the AFCF metric in our executive compensation program, in which case appropriate disclosures will be provided in accordance with Instruction 5 to Item 402(b) of Regulation S-K and Question 108.01 of the Compliance and Disclosure Interpretations on Non-GAAP Financial Measures. When we present the AFCF metric going forward, including in future earnings releases furnished to the Commission, we will revise our presentation to (1) discontinue presenting AFCF over a two-year period, (2) treat AFCF as a liquidity measure, and (3) reconcile AFCF to the “Net cash…

The Company respectfully acknowledges the Staff’s comment and will remove disclosures referencing total segment operating income from its future periodic filings and Form 8-K earnings releases beginning with the Form 10-Q and Form 8-K earnings release for the period ending June 30, 2024 to conform with Item 10(e)(1)(i)(B) of Regulation S-K and Questions 100.01 and 104.04. Please see the revised presentation set forth in Appendix 1 to this letter. Please do not hesitate to contact me at (602) 207-1051 or eingersoll@viad.com with any questions you may have with respect to the foregoing. Sincerely, /s/ Ellen Ingersoll Ellen Ingersoll Chief Financial Officer cc: Jonathan Massimino, Viad Corp Deloitte & Touche LLP, Tempe, Arizona The Audit Committee of the Board of Directors of Viad Corp Appendix 1 to the letter dated May 20, 2024 Item 7. Management’s Discussion and Analysis of Financial…

The Company has revised its disclosure on pages iii, 25, 86,109 and 113 of the Registration Statement to address the Staff’s comments. Page 3 Audited Financial Statements Note 1. Description of Business and Summary of Significant Accounting Policies Basis of Presentation, page F-8

As stated previously in our response to prior comment 5 of the Staff’s letter dated February 21, 2024, it is the Company’s view that the new FASB guidance issued as part of ASU 2023-08, Intangibles – Goodwill and Other - Crypto Assets (Subtopic 350-60) , enhances the usefulness of our financial statements for stakeholders. We believe that ASU 2023-08 more accurately reflects the timing, frequency and magnitude of realized or unrealized gains and losses in a given period and closely matches the economic reality of the business. Because of this critical shift in accounting toward fair value measurement and away from the cost-less impairment model, we believe it was appropriate – starting in the first quarter of 2024 with our adoption of ASU 2023-08 – to no longer exclude realized (and unrealized) gains (and losses) on the sale of digital currencies from non-GAAP Adjusted EBITDA. The…