Mira Mircheva
Bally'sAbout Mira Mircheva
Bally’s Executive Vice President and Chief Financial Officer (CFO), age 46, appointed effective as of the later of March 5, 2025, receipt of required regulatory approvals, or March 10, 2025 execution date; by November 2025 she was serving as Principal Financial Officer on SEC certifications . Education: B.A. in Economics, Colgate University; prior roles include CFO of The Queen Casino & Entertainment, Partner & Research Analyst at Standard General, Senior Research Analyst at Perella Weinberg Partners Asset Management, and Vice President in credit principal investing at Goldman Sachs (joined GS IBD as analyst in 2001) . Company operating context: FY2024 revenue was $2,450.5 million (essentially flat vs. $2,449.1 million in 2023); Q4 2024 revenue was $580.4 million with segment trends detailed below, framing performance levers she will oversee .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| The Queen Casino & Entertainment | Chief Financial Officer | 2023–2025 | CFO experience expected to aid integration of Queen into Bally’s, per CEO statement . |
| Standard General | Partner & Research Analyst | 2015–2023 | Deep investing and operator engagement background in special situations relevant to Bally’s capital and M&A posture . |
| Perella Weinberg Partners Asset Management | Senior Research Analyst | 2009–2015 | Public/credit research experience across cycles . |
| Goldman Sachs | Vice President, Credit Principal Investing; prior Analyst, IBD | 2001–2009 | Structured/credit investing and banking foundation supporting balance sheet and capital allocation rigor . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Intralot S.A. | Director | Current | Global lottery services exposure; also a Bally’s economic stake area . |
| White Energy | Director | Current | Board experience in adjacent sectors . |
Fixed Compensation
| Component | Terms | Source |
|---|---|---|
| Base salary | $550,000 per year; reviewed annually | |
| Target annual bonus | 100% of base salary; performance criteria approved annually by Board/Comp Committee (may include non‑financial factors at Board’s discretion) | |
| Equity eligibility | Eligible for future equity grants in form/amounts determined by the Compensation Committee (documentation to govern) | |
| Term | Initial term through Dec 31, 2026; auto one‑year renewals unless either party gives ≥90 days’ non‑renewal notice | |
| Benefits | Reimbursement of reasonable business expenses; eligible for company benefit plans and flexible time off per policy |
Performance Compensation
| Incentive | Metric | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| Annual cash bonus | Board‑approved criteria; may include non‑financial factors | Not disclosed | 100% of base salary | Not yet disclosed for Mircheva | Cash (timing and form per plan) |
| Long‑term equity (e.g., RSUs/PSUs) | To be determined by Compensation Committee | Not disclosed | Not disclosed | Not disclosed | Per award agreements when granted |
Company-wide context: for 2024, Bally’s abandoned the Adjusted EBITDA annual bonus target ($588m) and used discretion to determine NEO payouts; also used discretion on 2024 PSU vesting by NEO, highlighting a governance precedent for discretionary adjustments in transition years .
Equity Ownership & Alignment
| Policy/Status | Detail |
|---|---|
| Share ownership guidelines | Executive Vice Presidents must hold shares equal to 3x base salary; 5 years to reach compliance from employment start . |
| Hedging/pledging | Directors, officers and employees are prohibited from hedging or pledging Bally’s securities; options/derivatives also prohibited . |
| Clawback | NYSE-compliant compensation clawback adopted Oct 2, 2023 covering erroneously awarded incentive pay tied to financial restatements; supplemental policy allows recovery for material harm to the company (non-duplicative with NYSE policy) . |
| Beneficial ownership (as of Mar 19, 2025 record date) | Mircheva not listed among beneficial owners in proxy’s ownership table; directors/executive officers as a group owned 74.9% driven by Standard General’s 73.4% stake . |
Employment Terms
- Start/effective date: Effective as of the later of (a) March 5, 2025, (b) receipt of regulatory approvals, or (c) March 10, 2025 execution date; by August/November 2025 she is listed as CFO/Principal Financial Officer on filings and press materials .
- Duties and reporting: EVP & CFO role, reporting directly to Bally’s Board .
- Severance (no “good reason” provision disclosed for executive-initiated resignation):
- Without Justifiable Cause: 12 months base salary continuation, prior-year bonus if unpaid, pro‑rata bonus for year of termination, and company‑paid COBRA premiums during severance period (subject to release and covenant compliance) .
- Change-in-Control (CIC): If terminated without Justifiable Cause within 12 months post‑CIC, severance period equals the greater of remaining term or 24 months; includes prior‑year and pro‑rata current‑year bonus and COBRA (subject to release) .
- “Change in Control” uses 409A definition but excludes transactions involving “Permitted Holders” (including Standard General and affiliates, or Sinclair Broadcasting Group and affiliates), meaning a control event by a Permitted Holder would not trigger CIC benefits .
- “Justifiable Cause” includes continued failure/refusal to perform, material breach, certain crimes/felonies, dishonesty/fraud/misrepresentation, illegal drug use, material policy violations, gaming license issues, or malfeasance/gross negligence/failure to meet performance standards (with cure periods where applicable) .
- Voluntary resignation notice: 90 days required from executive .
- Restrictive covenants: Agreement includes mutual non‑disparagement and inventions/confidentiality/IP assignment; an explicit non‑compete/non‑solicit covenant is not disclosed in the filed agreement sections reviewed .
- Indemnification/D&O: Indemnification to fullest extent under governing documents/law and D&O insurance coverage parallel to other executives .
- 280G excise tax: Payments subject to cut‑back to avoid 4999 excise tax if applicable (good‑faith effort to mitigate) .
- 409A compliance and payment timing rules apply .
Company Performance Context Under Her Purview
| Metric | 2023 | 2024 | Notes |
|---|---|---|---|
| Revenue ($000s) | $2,449,073 | $2,450,478 | Essentially flat YoY (context for bonus metric setting) |
| Q4 Revenue ($000s) | $611,670 | $580,365 | Q4 softness in Casinos & Resorts; U.K. online growth offset non‑U.K. declines |
| Segment Adjusted EBITDAR – Casinos & Resorts ($000s) | $428,968 FY | $370,518 FY | 2024 decline; Q4 $80,857 (−14.6% YoY) |
| Segment Adjusted EBITDAR – International Interactive ($000s) | $343,559 FY | $336,460 FY | Lower YoY; U.K. growth offset by other markets |
| Segment Adjusted EBITDAR – North America Interactive ($000s) | $(55,653) FY | $(40,236) FY | Loss narrows YoY; platform transition impacts in Q4 |
Compensation Structure Analysis
- Pay mix and at‑risk design: EVP/CFO package includes meaningful at‑risk annual bonus (100% of base at target) and eligibility for long‑term equity, aligning with Bally’s pay‑for‑performance philosophy .
- Discretionary adjustments precedent: For 2024 NEOs, the Compensation Committee abandoned the $588m Adjusted EBITDA bonus goal and used discretion for both annual bonuses and 2024 PSU vesting, indicating willingness to override formulaic outcomes during integration/transition—an important signal for prospective payout variability under her tenure .
- Ownership alignment safeguards: 3x‑salary ownership requirement for EVPs with five‑year compliance window, anti‑hedging/pledging policy, and dual clawbacks (NYSE and supplemental) strengthen alignment and downside accountability .
- Governance environment: Standard General beneficially owns 73.4%; although Bally’s has not availed itself of “controlled company” exemptions, her CIC protection excludes transactions by Permitted Holders (including Standard General), which reduces CIC‑trigger exposure tied to that sponsor .
Say‑on‑Pay, Peer Group, and Committee Oversight
- 2024 Say‑on‑Pay approval: 76.4% of votes cast approved NEO compensation; Committee noted no program changes driven specifically by the vote .
- Peer group: Lockton assisted; 2024 peers included Accel Entertainment, Boyd, Churchill Downs, DraftKings (DFS), IGT, Light & Wonder, Penn, Playtika, Red Rock, Roblox, Rush Street Interactive, Take‑Two; Committee did not benchmark strictly for 2024 pay levels .
- Compensation Committee: Independent members (Rollins—Chair, Patel, Wilson); seven meetings in 2024 and use of independent consultants; responsibilities include peer group review, ownership guidelines, plan administration .
Investment Implications
- Alignment and incentives: Base salary plus 100% target bonus and future equity eligibility create leverage to performance; ownership guidelines, hedging/pledging bans, and clawbacks reinforce shareholder alignment and reduce risk of value‑destructive behaviors .
- Retention and transaction dynamics: Severance is 1x salary (plus pro‑rata bonus and COBRA) on a no‑cause termination, rising to the greater of remaining term or 24 months post‑CIC; however, CIC excludes “Permitted Holders” (such as Standard General), meaning retention economics are not triggered by sponsor‑related control events—material for deal‑path scenarios and perceived management protection .
- Execution focus areas: Press release emphasizes her mandate to strengthen the financial position through cost optimization and integration of Queen; Q4/FY2024 trends highlight priorities across Casinos & Resorts margin recovery, International mix, and North America Interactive platform stabilization—key levers for bonus/EPS quality under her stewardship .
- Governance watch‑items: The 2024 move to discretionary payouts (annual and PSUs) during integration underscores Committee flexibility—appropriate in transition, but investors should monitor target‑setting rigor and disclosure specificity in 2025 to assess pay‑for‑performance continuity .