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Eric J. Green

Director at FULL HOUSE RESORTSFULL HOUSE RESORTS
Board

About Eric J. Green

Eric J. Green (Age: 54; Director since July 2020) is an independent director of Full House Resorts and serves as Chair of the Compensation Committee and a member of the Nominating & Corporate Governance Committee. He is Chief Investment Officer at Penn Capital, overseeing equity and credit strategies and serving as Senior Portfolio Manager across several small/mid-cap strategies. He previously worked at Fannie Mae, Royal Bank of Scotland, and the SEC’s Division of Investment Management, and holds a B.S. in business administration from American University and an MBA from Yale School of Management . The Board has determined the Compensation Committee members, including Mr. Green, are independent under Nasdaq and Rule 16b-3 .

Past Roles

OrganizationRoleTenureCommittees/Impact
Penn CapitalChief Investment Officer; Senior Portfolio ManagerSince 1997 (dates for PM roles not further specified)Leads equity/credit strategies; executive team member guiding firm strategy
Federal National Mortgage Association (Fannie Mae)Finance role (not specified)Not disclosedInvestment/finance experience
Royal Bank of ScotlandFinance role (not specified)Not disclosedInvestment/finance experience
U.S. SEC, Division of Investment ManagementFinancial AnalystNot disclosedSecurities regulation expertise

External Roles

OrganizationRoleTenureNotes
GAN, LTDDirectorCurrentOnline sports betting and gaming technology company
Anti-Defamation League (ADL), Mid-Atlantic RegionVice ChairmanCurrentNon-profit governance experience

Board Governance

  • Committee assignments: Compensation (Chair); Nominating & Corporate Governance (Member). Not on Audit or Compliance .
  • Independence: Compensation Committee members (Green, Braunlich, Shaunnessy) deemed independent; committee held two meetings in 2024 .
  • Attendance: Board held five meetings in 2024; each director attended at least 75% of board and committee meetings; all directors attended the 2024 annual meeting .
  • Nominating & Corporate Governance Committee: Three members (Handler—Chair, Braunlich, Green); two meetings in 2024; oversees director qualifications, independence standards, corporate governance guidelines, and board evaluations .
  • Related parties: No related party transactions in 2023 or 2024; audit committee must approve any related party transactions; directors must recuse where personal interests exist .
  • Section 16 compliance: All insider ownership reports were timely filed, per review of furnished reports and written representations .
  • Shareholder support signals (2025 AGM): Eric J. Green was re-elected with 20,120,546 For / 1,762,082 Against / 34,826 Abstain (broker non-votes 9,120,021). Say‑on‑pay passed with 18,213,367 For / 3,136,094 Against / 567,993 Abstain; annual say‑on‑pay frequency (1 year) received 19,999,018 votes .

Fixed Compensation

Component ($)FY 2023FY 2024
Annual Director Cash Retainer50,000 50,000
Compensation Committee Chair Fee12,000 12,000
Fees Earned or Paid in Cash (reported)62,000 62,000
Annual Equity Grant (Common Stock, grant-date fair value)74,999 75,000
Total Director Compensation (reported)136,999 137,000

Notes:

  • Non-employee director pay structure: $50,000 cash; common stock grant ≈$75,000; Chair fees: Audit $17,500; Compensation $12,000; Nominating & Corporate Governance $10,000; Compliance $10,000 (paid quarterly) .

Performance Compensation

  • Directors receive annual grants of common stock (time-based); no director-specific performance metrics are disclosed for equity grants .
  • Equity plan provisions (relevant features for any awards under the 2025 Equity Incentive Plan):
    • Dividends/dividend equivalents on performance-vested awards only paid after vesting; no dividends or equivalents on options/SARs .
    • Options/SARs exercise/base price not less than 100% of fair market value on grant date; general award term ≤10 years (≤5 years for certain ISO ten-percent holders) .
    • Prior plan prohibits repricing/exchange of equity grants without stockholder approval .
FeatureDetail
Director equity typeCommon stock; grant-date FV ≈$75k annually
Performance metrics for director awardsNot disclosed (none specified)
Dividends on unvested performance awardsCredited but payable only upon actual vesting
Options/SAR pricing rule≥100% of FMV at grant
Repricing prohibitionRepricing/exchanges prohibited without stockholder approval (2015 Plan)

Other Directorships & Interlocks

CompanyRoleCommittee RolesInterlock Notes
GAN, LTDDirectorNot disclosedCompany discloses no interlocking relationships in 2024 between FLL’s Board or Compensation Committee and any other company

Expertise & Qualifications

  • 20+ years of investment management experience; CIO at Penn Capital; portfolio management across small/mid-cap strategies .
  • Prior roles at Fannie Mae, RBS, and SEC Division of Investment Management; securities industry and regulatory experience .
  • Education: American University (B.S.), Yale School of Management (MBA) .
  • Board qualification rationale: Experience in financial services and securities; executive management experience in asset management .

Equity Ownership

CategoryShares
Directly owned (as of March 18, 2025)164,372
Family trust (children)3,429
Restricted stock vesting within 60 days14,151
Options currently exercisable8,000
Total beneficial ownership189,952 (less than 1% of common shares outstanding)
  • Anti-hedging/pledging: Company prohibits hedging, margin purchases, and pledging of securities by directors, officers, and insiders .
  • Section 16 compliance: All insider ownership reports timely filed .

Governance Assessment

  • Strengths: Independent status; chairing Compensation Committee; robust governance framework (committee charters, independence determinations); no related party transactions; timely Section 16 compliance; shareholder support on re-election and say-on-pay; anti‑hedging/pledging policies .
  • Engagement: Board met five times; committees active (Compensation and Nominating & Corporate Governance held two meetings each in 2024); all directors attended annual meeting .
  • Compensation alignment for directors: Balanced cash ($50k + chair fee) and equity (~$75k common stock); no performance metrics disclosed for director equity; consistent year‑over‑year structure (2023→2024), indicating stability .
  • Consultant and peer benchmarking: Compensation Committee used AETHOS to advise on executive compensation and peer group review; committee comprised of independent directors; no interlocks in 2024 .
  • Watch items (noted but mitigated): Compensation Committee includes a former company CFO (1998–2004) as member; Board affirms independence under listing standards and Exchange Act rules .

RED FLAGS: None disclosed regarding related-party transactions, hedging/pledging, option repricing, or delinquent ownership filings .