Timothy Wright
CENTURY CASINOS INC /CO/About Timothy Wright
Timothy Wright is Chief Accounting Officer and Corporate Controller at Century Casinos, Inc. (CNTY) and is a named executive officer in the company’s proxy filings. An employment agreement was executed in November 2024 with a term through November 2029; education, age, and prior-role biographies are not disclosed in the proxy. Company performance that drives his incentive outcomes: 2024 net operating revenue was $575.9 million (+5% YoY), Adjusted EBITDAR was $102.7 million (-10% YoY), stock closed at $3.24 on Dec 31, 2024 (-34% YoY); the 2022–2024 PSU cycle paid 0% due to relative TSR of (96%) vs Russell 3000 and below-threshold Adjusted EBITDAR, underscoring pay-for-performance rigor .
Past Roles
Not disclosed in the proxy documents reviewed .
External Roles
Not disclosed in the proxy documents reviewed .
Fixed Compensation
| Item | 2022 | 2023 | 2024 |
|---|---|---|---|
| Title | Chief Accounting Officer and Corporate Controller | Chief Accounting Officer and Corporate Controller | Chief Accounting Officer and Corporate Controller |
| Base Salary ($) | 200,000 | 223,400 | 233,676 |
| Employment Agreement Term | — | — | Executed Nov 2024; effective through Nov 2029, then five‑year renewals |
Performance Compensation
Annual Incentive (Cash)
- Plan metric: Net Operating Revenue (single metric) over one-year period; payouts 0–200% of target by linear interpolation .
- 2024 results: Actual $576.0 million; payout factor ~59.3%; Wright’s actual bonus $74,123 paid March 2025 .
| Metric (2024) | Weight | Threshold | Target | Maximum | Actual | Payout |
|---|---|---|---|---|---|---|
| Net Operating Revenue | 100% | $564.3m | $627.0m | $689.7m | $576.0m | 59.3% of target; $74,123 |
Long-Term Incentive (PSUs)
- Structure: Three-year performance period; Relative TSR (vs. Russell 3000) = 25% weight; Adjusted EBITDAR = 75% weight; payout 0–200% of target; at least one metric must meet threshold to earn any payout .
- 2024 grant to Wright: 23,698 target PSUs; grant-date fair value $42,952 .
- Prior cycle outcome: 2022 PSU cycle paid 0% based on relative TSR (96%) and Adjusted EBITDAR of $274.8m below threshold (excl. Nugget/Rocky Gap effects per plan) .
| Grant | Metric | Weight | Threshold | Target | Max | Performance Period | Target PSUs | Grant-Date Fair Value ($) |
|---|---|---|---|---|---|---|---|---|
| 2024 PSUs | Relative TSR | 25% | -10% | 0% | 10% | 3-year; ends 12/31/2027 | 23,698 | 42,952 |
| 2024 PSUs | Adjusted EBITDAR | 75% | $376.1m | $417.8m | $459.6m | 3-year; ends 12/31/2027 | 23,698 | 42,952 |
| 2022 PSUs (Outcome) | Relative TSR | 25% | -10% | 0% | 10% | 1/1/2022–12/31/2024 | 17,785 | Earned 0% |
| 2022 PSUs (Outcome) | Adjusted EBITDAR | 75% | $293.0m | $325.6m | $358.2m | 1/1/2022–12/31/2024 | 17,785 | Earned 0% |
Outstanding and Vesting Schedule
| Award Type | Status at 12/31/2024 | Quantity | Notes |
|---|---|---|---|
| 2023 PSUs (unearned) | Unearned; performance ends 12/31/2026 | 2,832 (shown at threshold) | Market value $9,176 at $3.24 close |
| 2024 PSUs (unearned) | Unearned; performance ends 12/31/2027 | 2,962 (shown at threshold) | Market value $9,598 at $3.24 close |
| Stock Options | None | — | No options listed for Wright |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 48,767 shares; <1% of shares outstanding as of 4/28/2025 |
| Ownership Guidelines | Executives (non-CEO) expected to own stock equal to 1x annual base salary; five years to comply; only fully vested shares count |
| Hedging/Pledging | Officers and directors are prohibited from hedging and from pledging or holding in margin accounts; limited pledging exceptions require CFO pre-approval |
| Unvested Equity | PSU awards outstanding for 2023 and 2024 cycles as above |
Employment Terms
| Term | Wright Employment Agreement (Nov 2024) |
|---|---|
| Effective Term | Through November 2029; five-year auto-renewal periods thereafter unless terminated |
| Minimum Base Salary | $233,676 (agreement set; aligns with 2024 base) |
| Equity Eligibility | Eligible under Amended & Restated 2016 Equity Incentive Plan |
| Severance (No Cause or Good Reason) | 2x base salary + average bonus over last 3 years, paid monthly over 24 months; immediate vesting of unvested stock and options (performance awards vest subject to goals) |
| COBRA Benefit | For Wright: 12× (monthly COBRA premium – prior employee contribution) for qualifying terminations and CoC |
| Death/Disability | One year of base salary continuation |
| Change of Control Definition | As defined for executives (e.g., 1/3 beneficial ownership, board turnover, or corporate transaction) |
| Clawback | Company-wide Dodd-Frank 10D‑1 clawback for incentive compensation (3-year lookback) and equity award clawback on restatement |
Potential Payments Upon Termination or Change of Control (as of 12/31/2024)
| Scenario | Salary ($) | Bonus ($) | Continued Benefits ($) | Accelerated Options ($) | Accelerated PSUs ($) | Total ($) |
|---|---|---|---|---|---|---|
| By Company with Cause | — | — | — | — | — | — |
| By Company without Cause | 467,352 | 97,587 | — | — | 74,600 | 639,539 |
| By Employee with Cause/Good Reason | 467,352 | 97,587 | — | — | 74,600 | 639,539 |
| By Employee without Cause | — | — | — | — | — | — |
| Upon Change of Control | 467,352 | 97,587 | — | — | 74,600 | 639,539 |
| Death or Disability | 233,676 | — | — | — | 74,600 | 308,276 |
Compensation Mix and Trend (Wright)
| Component ($) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary | 200,000 | 223,400 | 233,676 |
| Bonus | — | 95,000 | — |
| Stock Awards | 186,740 | 204,867 | 42,952 |
| Non-Equity Incentive (AIP) | 112,817 | 105,820 | 74,123 |
| All Other Compensation | 6,000 | 6,649 | 6,465 |
| Total | 505,557 | 635,736 | 357,216 |
Program Design and Governance Signals
- Peer Group for 2024 pay decisions included PENN, RICK, YUM, BALY, CHDN, RRR, GDEN, MCRI, CZR, PLYA; unchanged vs 2023 .
- 2016 Equity Plan features: no option repricing without stockholder approval; no discounted options/SARs; no liberal CIC; clawback on time- and performance-based equity .
- Say-on-Pay support exceeded 87% at recent annual meetings; 2025 meeting again supported NEO comp and annual Say-on-Pay cadence .
Equity Ownership and Potential Selling Pressure Indicators
- Shares owned: 48,767 (<1%); no options; PSU settlement events tied to performance periods ending 12/31/2026 (2023 PSUs) and 12/31/2027 (2024 PSUs) could create delivery events depending on performance; unearned PSU quantities at threshold: 2,832 (2023), 2,962 (2024) .
- Hedging/pledging prohibited for officers/directors, reducing alignment risks; exceptions for pledging require CFO pre-approval .
Performance & Track Record (context for incentives)
- 2024: Net operating revenue $575.9m (+5% YoY); Adjusted EBITDAR $102.7m (−10% YoY); EPS basic loss $4.19; stock $3.24 at year-end (−34% YoY). Major project completions in Missouri (Cape Girardeau Riverview hotel opening April 2024; Caruthersville land-based casino and hotel opening November 2024) .
- 2022–2024 PSU cycle: 0% payout; relative TSR (96%) vs Russell 3000 and Adjusted EBITDAR $274.8m below threshold (plan exclusions applied) .
Investment Implications
- Pay-for-performance alignment: AIP paid at 59.3% on a single revenue metric; 2022–2024 PSU cycle paid 0%, showing high hurdle rates and sensitivity to TSR and EBITDAR underperformance—reduces windfall risk and aligns with shareholder outcomes .
- Retention vs. overhang: No stock options outstanding for Wright; PSU overhang is modest (threshold depiction: ~5.8k PSUs across 2023/2024 cycles) with multi-year performance tests, suggesting limited near-term selling pressure from equity exercises but potential stock delivery in 2026–2027 if performance recovers .
- Contract protection and incentives: 2x salary+bonus severance and accelerated vesting under no‑cause/Good Reason/CoC support retention; company-wide clawback and strict hedging/pledging policy enhance governance and alignment .
- Key watch items: Track Net Operating Revenue trajectory and Adjusted EBITDAR vs. PSU thresholds; monitor TSR relative to Russell 3000 into 2026–2027 windows; successful operational ramp at new Missouri assets is likely to be a lever for achieving EBITDAR targets that affect PSU vesting .