Marc Bircham
LTRYAbout Marc Bircham
Marc Bircham was appointed to the Lottery.com Inc. Board as an Executive Director on May 13, 2025. He is a former international footballer (21 caps for Canada; 300+ professional games) who transitioned into sports-business leadership; at Sports.com (a key Lottery.com brand) he serves as Director and Head of Football Acquisitions, leading international growth, acquisitions, and high-value partnerships, including a multi‑year Soccerex alliance .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sports.com (Lottery.com brand) | Director; Head of Football Acquisitions | Not disclosed | Spearheaded multi‑year Soccerex partnership; leads acquisition strategy and commercial partnerships . |
| Professional Football (e.g., Queens Park Rangers; Canada National Team) | Player; later coach | 25+ years in professional football; 21 caps for Canada; 300+ pro games | Brings global football network and domain expertise to board‑level strategy . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| None disclosed in company filings | — | — | Company documents do not list other public company directorships for Bircham . |
Board Governance
- Status and independence: Appointed as an Executive Director; not classified as an independent director under Nasdaq rules (company’s independence determinations list Jordan, Gooding, Hassan, and Macal as independent; Bircham is not listed and is disclosed as an Executive Director) .
- Committee assignments: None disclosed as of his appointment 8‑K; existing committees prior to his appointment were Audit (Chair: Paul S. Jordan) and Compensation (Chair: Tamer T. Hassan) .
- Board leadership: Chair/CEO roles combined under Matthew McGahan (Board retains flexibility to combine/separate) .
- Attendance: No attendance data disclosed for Bircham (appointed after the 2025 proxy’s coverage period) .
- Risk oversight structure: Audit Committee oversees financial/reporting risks; Compensation Committee oversees compensation‑related risk; full Board handles governance risks .
Fixed Compensation
| Element | Status/Amount | Notes |
|---|---|---|
| Director cash retainer (Non‑Employee Directors) | $6,000 per month ($72,000/year) | Program in place since July 14, 2023; total cash fees paid to all directors in fiscal 2023 were $60,000 (accruals higher) . |
| Bircham fixed compensation | Not disclosed | 8‑K notes he “will be eligible to participate in the Company’s equity compensation plans commensurate with all other directors”; no cash retainer/ salary details disclosed for Executive Director role . |
Performance Compensation
| Element | Status/Terms | Metric/Notes |
|---|---|---|
| Equity eligibility (Bircham) | Eligible to participate in Company equity plans | No grant date, share count, vesting, or performance metrics disclosed for Bircham . |
| Director stock component (context from fiscal 2023) | Accrued initial fee of $85,000 per director payable in stock after 3 months of service (applied to 2023 board cohort) | Reflected in 2023 director comp footnotes; not a forward commitment specifically disclosed for 2025 appointees . |
No PSU/RSU award details, option strike/term, vesting schedules, performance metrics, clawbacks, or change‑in‑control terms are disclosed for Bircham in the reviewed filings .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Potential Interlocks/Conflicts |
|---|---|---|---|
| None disclosed | — | — | No other public‑company board roles for Bircham are listed in company filings; no interlocks disclosed . |
Expertise & Qualifications
- Sports industry operator with international network; commercial partnerships and acquisitions leadership at Sports.com .
- Elite playing/coaching background (QPR; Canada international) strengthening sports vertical expertise relevant to Sports.com strategy .
Equity Ownership
| Item | Status |
|---|---|
| Beneficial ownership | Not disclosed for Bircham in the Dec 31, 2024 Record Date table (he was appointed to the Board in May 2025, after the Record Date) . |
| Hedging/pledging | Company policy prohibits hedging, monetization, margin accounts, and pledging of Company securities by directors/officers/employees . |
Governance Assessment
- Key positives: Domain expertise directly aligned with Sports.com’s football strategy (Soccerex sponsorship; acquisition pipeline), which could support growth initiatives and industry access . Audit and Compensation Committees remain comprised of independent directors with designated financial literacy and an audit committee financial expert, providing counterbalance to executive influence .
- Watch items and potential red flags: Bircham is an Executive Director (non‑independent) added to a board where Chair/CEO roles are combined—concentration of influence warrants close monitoring of committee independence and board oversight rigor . Compensation terms (cash/equity mix, performance conditions, vesting, and any change‑in‑control protections) for Bircham have not been disclosed—investors should monitor forthcoming proxies/8‑Ks for full alignment signals .
- Conflicts/related parties: No Bircham‑specific related‑party transactions are disclosed; legacy related‑party arrangements noted in the proxy involve other parties (e.g., Master Goblin Games) and were terminated in 2023 .
- Near‑term diligence priorities:
- Confirm any committee assignments or leadership roles for Bircham in subsequent filings .
- Track Form 4 filings for initial equity holdings/acquisitions and any subsequent insider transactions (not included in the reviewed DEF 14A/8‑K) .
- Review next proxy for detailed director compensation (cash/equity, vesting, performance metrics, clawbacks) and any ownership guideline disclosures .