Anuj Dhanda
PENN EntertainmentAbout Anuj Dhanda
Anuj Dhanda (age 62) is an independent Class I director at PENN Entertainment, appointed in March 2024 and serving on the Board’s Compliance Committee; he brings 25+ years leading business and technology operations with deep expertise in AI and cybersecurity and was inducted into the CIO Hall of Fame . He holds a BA in Commerce from the University of Delhi, an MBA and a PhD in Finance from Rutgers University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Albertsons Companies (NYSE: ACI) | EVP & Chief Technology and Transformation Officer; previously EVP & CIO | CTOO since 2023; CIO 2015–2022 | Led cloud transformation; oversees security and reliability of payments platform processing ~$78B in annual sales; accelerating AI-driven business growth . |
| Giant Eagle | SVP, Digital Commerce and CIO | 2013–2015 | Led digital commerce and IT modernization . |
| PNC Financial Services (NYSE: PNC) | EVP & CIO; earlier SVP & CIO (PNC Bank); SVP roles in Eastern Markets and Small Business Lending | 2005–2013 (EVP & CIO 2008–2013); prior roles 1995–1999 | Led enterprise transformation and M&A integrations; strategic planning and technology oversight . |
| JPMorgan Chase (formerly Chemical Bank) | Strategic Planning Officer; SVP, Marketing & Business Planning (Consumer Bank) | 1989–1995 | Strategy, operations and technology planning in retail banking . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| BlueLinx Holdings (NYSE: BXC) | Director (public company) | 2023–Present | Current public company directorship disclosed by PENN . |
| Albertsons Companies (NYSE: ACI) | EVP & Chief Technology and Transformation Officer | 2023–Present | Operating executive role; not a PENN competitor/supplier per proxy disclosures; no 404(a) related party transactions with PENN at appointment . |
Board Governance
- Independence: Independent director; all directors except the CEO are independent under Nasdaq rules .
- Committee assignments: Member, Compliance Committee (committee chaired by independent non-director Thomas N. Auriemma) .
- Tenure and class: Class I director, appointed in March 2024 (to stand for election per 2024 annual cycle) .
- Attendance: In 2024, the Board held 19 meetings; each director attended at least 75% of the Board and committee meetings of which they were a member; all but one director attended the 2024 Annual Meeting .
- Engagement: Board conducts active shareholder outreach (300+ meetings in 2024; bi-annual program led by independent directors) .
- Governance policies relevant to directors: Prohibitions on hedging and pledging; robust clawback extended to time-based equity; strong stock ownership guidelines .
- Activism context: Board disclosed receipt of director nominations from HG Vora for the 2025 Annual Meeting (broader governance backdrop) .
Fixed Compensation
| Component | PENN Non-Employee Director Policy (2024) | Dhanda – 2024 Actuals |
|---|---|---|
| Annual Board retainer (cash or restricted stock election) | $50,000; directors may elect cash or restricted stock; stock vests on 1st anniversary | $44,973 fees earned (pro-rated due to March 2024 appointment) |
| Committee membership fee | $10,000 for Audit, Compensation, Compliance; $5,000 for Nominating & Governance | Included in pro-rated fees above |
| Committee chair fee | Audit Chair: +$15,000; Comp and Nominating Chairs: +$10,000 | Not applicable (not a chair) |
| Additional Board Chair equity | Board Chair equity grant set at $375,000 (vs. $250,000 for other directors) | Not applicable |
Performance Compensation
| Element | Structure | Quantum/Terms |
|---|---|---|
| Annual Director Equity | Choice of cash-settled RSUs or restricted stock (time-based); vests on 1-year anniversary; not performance-based | 2024 grant value $249,993 for Dhanda (standard $250,000 value) |
| Performance Metrics | Not applicable to director equity (time-based vesting only) | None disclosed |
Note: PENN’s clawback policy was updated in 2025 to cover time-based equity incentives in addition to performance-based incentives, enhancing accountability .
Other Directorships & Interlocks
| Company | Type | Role | Start | Potential Interlock/Conflict Notes |
|---|---|---|---|---|
| BlueLinx Holdings (NYSE: BXC) | Public | Director | 2023 | No PENN-related related-party transactions disclosed; Board policies prohibit significant related-party transactions, and none are currently proposed . |
Expertise & Qualifications
- Technology/digital and AI/cybersecurity leadership across retail and financial services; recognized with CIO Hall of Fame induction .
- Strategic planning and M&A execution (PNC, JPMorgan; post-merger platform integration at Albertsons/Safeway) .
- Board-level compliance perspective via service on PENN’s Compliance Committee in a highly regulated, multi-jurisdictional industry .
Equity Ownership
| Item | Amount | As-of Date | Notes |
|---|---|---|---|
| Beneficial ownership (shares) | 31,523 | April 1, 2025 | 0.02% of shares outstanding (151,234,547 shares outstanding) . |
| Restricted stock outstanding | 16,523 shares | Dec 31, 2024 | Outstanding director equity; time-based vesting . |
| Ownership guidelines | 5x annual retainer within five years | Policy | Company monitors annually; directors expected to comply within five years . |
| Hedging/Pledging | Prohibited | Policy | Company’s insider trading policy forbids hedging and pledging of Company securities . |
Insider Trades
| Date | Type | Securities | Quantity | Notes/Source |
|---|---|---|---|---|
| 2024-09-06 | Open-market purchase | Common stock | 15,000 | Reported on Form 4 filed 09/09/2024 . |
| 2025-01-07 | Director grant/phantom units | Phantom stock units/RSUs | N/A | Director equity reported on Form 4 (cash-settled per policy; vests after 1 year) . |
Governance Assessment
- Board effectiveness and fit: Dhanda enhances the Board’s technology, AI, and cybersecurity oversight and serves on the Compliance Committee—material for a gaming operator under rigorous regulatory regimes .
- Independence and attendance: Independent director; Board reports each director met at least 75% attendance in 2024, and committees are fully independent; Dhanda’s independence and committee role support robust oversight .
- Alignment and incentives: Open-market purchase of 15,000 shares in Sept 2024 signals alignment; director compensation is modest in cash with a meaningful equity component ($250k time-based equity) and strict stock ownership guidelines (5x retainer) .
- Conflicts and related-party exposure: At appointment, company disclosed no transactions requiring Item 404(a) disclosure for Dhanda; company states no significant related party transactions, with robust Audit Committee pre-approval for any such matters .
- Policy safeguards: Prohibitions on hedging/pledging, enhanced clawback covering time-based equity, and director stock ownership guidelines mitigate risk and support investor confidence .
- Contextual signals: Shareholder scrutiny on pay (58.7% 2024 say-on-pay support) and 2025 proxy contest backdrop heighten the importance of independent, skilled directors; Dhanda’s profile aligns with Board’s stated refresh in technology and digital governance .