Kim Barker
Bally'sAbout Kim Barker
Kim M. Barker, age 57, is Executive Vice President and Chief Legal Officer of Bally’s Corporation (BALY), a role she has held since December 2022; she holds a B.A. from Yale College and a J.D. from NYU School of Law . During her tenure, Bally’s reported Net Income (Loss) of $(425,546) in 2022, $(187,500) in 2023, and $(567,754) in 2024, with Adjusted EBITDA of $548,515 (2022), $527,329 (2023), and $495,611 (2024), and total shareholder return (value of $100 investment) of 75.89 (2022), 54.58 (2023), and 70.05 (2024) . Barker’s pay is anchored by a $550,000 base salary and a 100% target annual bonus opportunity, with long-term incentives in performance stock units (PSUs) and time-based RSUs; in 2024, the company abandoned the Adjusted EBITDA bonus metric and used discretion to award her 64% of target ($352,000), paid 50% in cash and 50% in immediately vested shares in March 2025 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Northstar Lottery Group (IGT majority-owned affiliate) | General Counsel and VP, Legal & Regulatory Affairs | — | Led legal and regulatory affairs for Chicago-based lottery operator |
| Illinois Student Assistance Commission | General Counsel | — | Oversaw legal matters for Illinois state agency |
| Private Practice (Chicago) | Partner, Public Law Practice | — | Partner focusing on public law practice |
| IGT | VP & Deputy General Counsel, Digital and Sports Betting | 2020–2021 | Senior legal leadership for digital and sports betting business |
| IGT | Inaugural Vice President, Diversity & Inclusion | 2018 | Established and led corporate D&I function |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Community College of Rhode Island Foundation | Board Member | — | Non-profit/education board service |
| Providence Mutual Fire Insurance Company | Board Member | — | Insurance company board service |
| American Gaming Association | Board Service | — | Gaming industry association role |
| International Association of Gaming Advisors | Board Service | — | Industry legal advisory association role |
Fixed Compensation
| Component | 2024 | Notes |
|---|---|---|
| Base Salary | $550,000 | No 2024 salary increase |
| Target Annual Bonus % | 100% of base salary | $550,000 target |
Performance Compensation
| Incentive Type | Metric | Target | Actual/Outcome | Payout | Vesting/Settlement |
|---|---|---|---|---|---|
| Annual PFP (2024) | Adjusted EBITDA (originally set) | Company 2024 Adjusted EBITDA target $588 million | Metric abandoned due to operating dependencies; Committee used discretion | 64% of target = $352,000 | 50% cash (paid Mar 2025); 50% immediately vested shares granted Mar 21, 2025 |
| PSUs (2023 grant; 2024 performance period) | Adjusted EBITDA and strategic initiatives (one-year periods) | 8,185 target units for 2024 period | Committee used discretion; 64% earned | 5,239 shares delivered | Settled Mar 17, 2025 |
| RSUs (Mar 10, 2023 grant) | Time-based | 24,554 total (8,185/year) | Service vesting | — | Vests in three equal installments on Mar 1, 2024/2025/2026; 16,369 unvested as of 12/31/2024 |
Equity Ownership & Alignment
| Item | Detail | As of |
|---|---|---|
| Beneficial Ownership (shares) | 9,157 | March 19, 2025 |
| Ownership % of Outstanding | <1% | March 19, 2025 |
| Unvested RSUs | 16,369 | Dec 31, 2024 |
| Unvested PSUs (at target for future periods) | 16,369 | Dec 31, 2024 |
| Options (Exercisable/Unexercisable) | None outstanding | Dec 31, 2024 |
| Pledged Shares | Prohibited by policy | Policy prohibits hedging/pledging |
| Ownership Guidelines | EVPs: 3x base salary; 5 years to comply | Adopted 2019 |
| Compliance Status | Not yet within guideline due to start date (Dec 2022) | March 19, 2025 |
| Recent Share Events | Sold shares in connection with merger at $18.25/share (Feb 7, 2025) | Feb 7, 2025 |
Vesting/supply calendar highlights:
- 8,185 RSUs vested Mar 1, 2025; next tranche 8,185 vests Mar 1, 2026 .
- 5,239 PSU shares delivered Mar 17, 2025 for 2024 performance period (64% payout) .
- 50% of 2024 annual incentive granted as immediately vested shares on Mar 21, 2025 .
Employment Terms
| Term | Details |
|---|---|
| Employment Agreement | Effective Dec 7, 2022; amended Jan 23, 2025 to extend through Dec 31, 2026 with automatic one-year renewals |
| Role | EVP & Chief Legal Officer |
| Base and Bonus | $550,000 base; 100% target bonus; annual review |
| Severance (No CIC) | If terminated without “justifiable cause” or resign for “good reason”: 12 months base salary continuation, pro‑rata bonus for year of termination, and health benefits continuation during severance period |
| Severance (Within 12 months after CIC) | No enhanced cash severance shown for Barker in CIC scenario; health benefits continuation and equity acceleration per plan terms |
| Equity on CIC | RSUs: double-trigger vesting if no replacement award or if involuntary termination post‑CIC; PSUs: vest at target upon CIC (per plan) |
| Non‑Compete/Restrictive Covenants | Non‑compete 12 months following termination; non‑solicitation/non‑disparagement/non‑disclosure as per agreement |
| Clawback | NYSE-compliant clawback (effective Oct 2, 2023) plus supplemental misconduct clawback |
| Tax Gross‑Ups | No excise tax gross‑ups for change‑in‑control |
| Pension/Deferred Comp | No pension or nonqualified deferred comp programs |
| Perquisites (2024) | 401(k) match $10,085; long‑term disability premium $810; life/AD&D premium $1,395; gross‑up for Company‑paid health insurance premiums included in “All Other Compensation” |
Performance & Track Record (Company-level during Barker’s tenure)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Total Shareholder Return (Value of $100) | 75.89 | 54.58 | 70.05 |
| Net Income (Loss) | $(425,546) | $(187,500) | $(567,754) |
| Adjusted EBITDA | $548,515 | $527,329 | $495,611 |
Notes:
- 2024 Adjusted EBITDA annual incentive target was set at $588 million on Feb 5, 2024 before being abandoned in favor of discretionary outcomes .
- 2024 Say‑on‑Pay approval: 76.4% of votes cast .
Compensation Structure Analysis
- Pay mix and at‑risk structure: Base $550k with 100% target bonus and PSU/RSU participation; 2024 annual and PSU outcomes determined via Compensation Committee discretion after abandoning the Adjusted EBITDA goal due to integration dependencies .
- Equity design: RSUs (time‑based, retention) and PSUs (one‑year performance cycles tied to Adjusted EBITDA/strategic initiatives), aligning value with share price/performance; no options outstanding as of 12/31/2024 .
- Clawback and risk controls: NYSE‑compliant clawback plus supplemental policy; hedging and pledging prohibited .
- Shareholder feedback: 2024 Say‑on‑Pay passed with 76.4% support; peer group used for market context via external consultant (Lockton), though no formal benchmarking drove 2024 decisions .
Investment Implications
- Alignment and retention: Barker’s ownership is <1% of shares outstanding, but she is subject to a 3× salary ownership guideline with a 5‑year compliance window; policy prohibits hedging/pledging, and a robust clawback is in place, supporting alignment and risk oversight .
- Near‑term share flow considerations: 2025 equity/bonus events included 8,185 RSUs vesting (Mar 1), 5,239 PSU shares settlement (Mar 17), and immediately vested bonus shares (Mar 21), with an additional 8,185 RSUs scheduled for Mar 1, 2026; Barker also sold shares at $18.25 in the Feb 7, 2025 merger, indicating discrete liquidity events around these dates .
- Change‑in‑control economics: No enhanced CIC cash severance for Barker; equity treatment is double‑trigger for RSUs and target‑level vesting for PSUs, with no excise tax gross‑up—limiting parachute risk while preserving standard equity protections .
- Performance context: Company TSR improved in 2024 versus 2023 but remains below the 2022 level; Adjusted EBITDA trended down from 2022 to 2024, while net income remained negative—factors that informed the Committee’s choice to use discretion for 2024 pay outcomes .