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Nikolaus Strohriegel

Executive Vice President, Operations – Canada and Europe at CENTURY CASINOS INC /CO/CENTURY CASINOS INC /CO/
Executive

About Nikolaus Strohriegel

Managing Director of Century Resorts Management GmbH (CRM) and Executive Vice President, Operations – Canada and Europe, responsible for operating performance across the Company’s Canadian and European properties (title as disclosed) . He was previously disclosed as Managing Director of CRM and Senior Vice President, Operations – Europe in 2021, indicating an expanded scope by 2022–2025 . Company performance context during his senior tenure: for 2024, net operating revenue rose 5% YoY to $575.9M, Adjusted EBITDAR fell 10% to $102.7M, and the stock price declined 34% in 2024; basic loss per share was $4.19 (company-wide) . Over the multi-year period shown in the Pay vs Performance table, a hypothetical $100 investment in CNTY was valued at $41 in 2024 vs $74 for the peer group; net income was $(121.1)M and Adjusted EBITDAR $102.7M in 2024 .

Past Roles

OrganizationRoleYears (as disclosed)Strategic scope/impact
Century Casinos / CRMManaging Director of CRM and EVP, Operations – Canada and Europe2025 (proxy reference)Oversight of Canadian and European operations per title
Century Casinos / CRMManaging Director of CRM and EVP, Operations – Canada and Europe2023–2024 (proxy references)Oversight of Canadian and European operations per title
Century Casinos / CRMManaging Director of CRM and Senior VP, Operations – Europe2021 (proxy reference)Oversight of European operations per title

Fixed Compensation

Metric202220232024
Base Salary ($)138,574 159,980 180,483
Target Annual Incentive ($)125,000 125,000
Annual Incentive Payout ($)112,817 105,820 74,123 (paid Mar-2025)
Annual Incentive Payout (% of Target)84.66% 59.3%
Discretionary/Transaction Bonus ($)10,000 (2023 deals)
Stock Awards, Grant-Date Fair Value ($)186,740 204,867 42,952
Option Awards, Grant-Date Fair Value ($)86,500
Total Compensation ($)438,131 567,167 297,557

Performance Compensation

Annual Incentive Plan (Cash)

YearPrimary metricTarget ($)Actual payout ($)Payout %Notes
2023Net operating revenue125,000 105,820 84.66% Payout factor determined March 2024
2024Net operating revenue125,000 74,123 (paid Mar-2025) 59.3% Payout factor set by Compensation Committee

PSU Design and Outcomes

PSU GrantPerformance periodMetrics and weightThreshold/Target/MaxOutcome/PayoutVesting/Settlement
2022 PSUs1/1/2022–12/31/2024Relative TSR (25%), Adjusted EBITDAR (75%) TSR: -10%/0%/10%; Adjusted EBITDAR: $293.0M/$325.6M/$358.2M Relative TSR (96%) and Adjusted EBITDAR $274.8M → below threshold; 0% payout No shares issued; performance ended 12/31/2024
2023 PSUs1/1/2023–12/31/2025Relative TSR (25%), Adjusted EBITDAR (75%) TSR: -10%/0%/10%; Adjusted EBITDAR: $288.6M/$320.6M/$352.7M In flight; not yet determined Vests/settles after period end
2024 PSUs1/1/2024–12/31/2027Relative TSR constitutes 25% of award See CD&A for full metrics; values shown at threshold for disclosure In flight; not yet determined Vests/settles after period end

Individual Equity Grants (PSUs, Options)

Grant dateInstrumentCount (target unless noted)Grant-date FV ($)Key terms
02/08/2023PSUs (2023 PSUs)22,656 target 204,867 3-year performance; metrics per above
06/24/2024PSUs (2024 PSUs)23,698 target 42,952 3-year performance; relative TSR 25%
09/12/2023Stock Options25,000 86,500 Exercise price $5.61; 25% vested at grant; +25% on 1st, 2nd, 3rd anniversaries; expires 09/12/2033

Equity Ownership & Alignment

As ofCommon stock ownedOptions exercisable or vesting within 60 daysTotal beneficial ownership% of class
April 28, 202569,904 12,500 82,404 <1% (based on 30,682,603 shares)

Outstanding awards at FY-end (12/31/2024):

  • Options: 12,500 exercisable; 12,500 unexercisable; exercise price $5.61; expiration 09/12/2033 . Closing price on 12/31/2024 was $3.24, implying these options were out-of-the-money at that date .
  • Unearned PSUs recorded at threshold for disclosure: 2,832 (2023 PSUs) and 2,962 (2024 PSUs) with market values of $9,176 and $9,598 respectively at $3.24 share price; target counts are 22,656 (2023 PSUs) and 23,698 (2024 PSUs) .

Pledging/hedging:

  • Proxy footnotes disclose pledging arrangements for certain other executives but do not indicate any pledged shares by Mr. Strohriegel; none are noted for him in the beneficial ownership table .

Stock ownership guidelines:

  • Not disclosed for Mr. Strohriegel in the cited materials.

Employment Terms

  • Employer/entity and term: Employment agreement with the Company’s Austrian subsidiary (Century Resorts Management GmbH); indefinite term subject to termination per agreement .
  • Minimum base salary per agreement: €167,729 (approximately $174,520 at 12/31/2024 FX) .
  • Severance and change-of-control: If terminated without Cause, for Good Reason, or upon Change of Control, entitled to 2x current base salary plus average annual bonus for last three years, payable over 24 months; immediate vesting of unvested equity awards (performance equity subject to goal satisfaction). Option to receive lump sum if termination due to Change of Control .
  • Potential payments (as of 12/31/2024; stock at $3.24):
    • Without Cause / For Good Reason / Upon Change of Control: Salary $360,965; Bonus $97,587; Accelerated Options $140,250; Accelerated PSUs $74,600; Total $673,402 .
    • Death/Disability: Salary $180,483; Accelerated PSUs $74,600; Total $255,083 .
  • PSU termination treatment: For termination without Cause, for Good Reason, death/disability, or Change of Control, prorated vesting at target for days employed; accelerated vesting on Change of Control if assumed/replaced and qualifying termination within 12 months .
  • Historical provisions (superseded by 2023 option refresh): Prior (pre-2023) option agreement included change-of-control settlement choices and a tax gross-up in acceleration calculations; options were replaced in 2023 with new terms and schedule .

Investment Implications

  • Pay-for-performance alignment: The 2022 PSU cycle vested at 0% (relative TSR and Adjusted EBITDAR below threshold), demonstrating downside sensitivity of long-term equity; 2024 annual bonus paid at 59.3% of target, vs 84.66% for 2023, consistent with weaker 2024 revenue/EBITDAR outcomes and a 34% stock decline in 2024 (company-wide) .
  • Selling pressure/overhang: As of 12/31/2024, Mr. Strohriegel’s options (strike $5.61) were out-of-the-money vs $3.24 stock, reducing near-term exercise-driven selling risk; PSUs settle post-performance periods and depend on future TSR/EBITDAR, aligning upside with shareholders .
  • Retention and CoC economics: A 2x salary-plus-average-bonus severance, immediate equity vesting, and CoC lump-sum option mitigate retention risk but can increase management’s tolerance for strategic alternatives; pro-rata PSU vesting at target on certain terminations reduces cliff-risk .
  • Ownership alignment: Beneficial ownership is <1% of shares outstanding, with a majority of incentive value in PSUs/options; no pledging indicated for Mr. Strohriegel in proxy footnotes, limiting alignment red flags .
  • Governance and compensation context: Peer group for 2024 remained unchanged from 2023; say-on-pay support was >87% in 2024, indicating limited shareholder pushback on the program design despite negative TSR in 2024 . Notable operational execution in 2024 included opening Riverview Hotel (Cape Girardeau) and the land-based Caruthersville casino/hotel, though financial results declined YoY on key profit metrics (company-wide) .