Robert Cashell Jr.
Red Rock ResortsAbout Robert A. Cashell, Jr.
Independent director of Red Rock Resorts (RRR) since 2015; age 59. A 40+ year Nevada gaming operator and owner, he has led and/or owned multiple casino, route, and ancillary gaming businesses across the state, and previously chaired a Nevada community bank later merged into Glacier Bancorp (now serving on Glacier’s board). His profile emphasizes deep operating expertise and extensive Nevada gaming licensure, alongside bank governance experience (audit, compensation, governance, compliance) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Topaz Lodge & Casino (Gardnerville, NV) | Owner and President | Since 2001 | Gaming operator/owner; long-tenured Nevada licensee |
| Northpointe Sierra, Inc. | President | Since 1995 | Owned/operated travel center casino; operated Alamo-branded casinos at TA/Petro centers (5 locations NV) |
| Horseshoe Club (Reno, NV) | General Manager | 1991–1995 | Property leadership |
| Robert Parker, Inc. (Winnemucca, NV) | Owner and President | Ongoing | Operates Winners Inn, Pete’s Gambling Hall, Winnemucca Inn, Sundance Casino |
| Longley Partners, LLC (Reno, NV) | Managing Member | Ongoing | Convenience stores, car washes, Chevron fueling |
| Winners Gaming, Inc. (Northern NV route) | Shareholder and Director | Ongoing | Route operator (~60 locations) |
| Heritage Bancorp / Heritage Bank of Nevada | Chairman | 2000–2019 | Led until merger into Glacier; governance oversight |
| Various NV properties (on behalf of owners/investors) | Property Manager | 2003–2007 | Turnaround/operations mandates |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Glacier Bancorp, Inc. and Glacier Bank | Director | Since 2019 (post Heritage merger) | Audit, Compensation, Corporate Governance committees; Chair, Corporate Compliance Committee |
Board Governance
- Board/Committee service
- Committees: Audit (member), Compensation (member), Nominating & Corporate Governance (Chair)
- Independence: Board determined Audit (Rule 10A-3), Compensation, and Nominating members (incl. Cashell) are independent under applicable standards
- RRR is a NASDAQ “controlled company” (Fertitta family voting control ~90%), though committees are composed entirely of independent directors; company may elect exemptions in future
- Attendance: The Board met 11 times in 2024; each director attended 100% of Board and committee meetings for which they were a member
- Years of service: Director since 2015
- Lead Independent Director: Dr. James E. Nave (role described; not Cashell)
Fixed Compensation (Director)
| Component | Amount | Notes |
|---|---|---|
| 2024 Fees Earned or Paid in Cash (Cashell) | $146,430 | Actual cash paid in 2024 |
| 2024 Stock Awards (Grant-date fair value) | $184,977 | 3,162 shares granted 2/16/2024; fully vested 2/16/2025 |
| 2024 Total (Cash + Equity) | $331,407 | Sum of above |
| Program Structure – Base Annual Retainer (all non-employee directors) | $100,000 | Policy level |
| Annual Stock Award (target grant-date fair value) | $185,000 | Policy level |
| Audit Committee: Chair / Member fee | $35,000 / $15,000 | Policy level |
| Compensation Committee: Chair / Member fee | $30,000 / $10,000 | Policy level |
| Nominating & Governance: Chair / Member fee | $20,000 / $10,000 | Policy level |
| Lead Independent Director fee | $37,500 | Policy level |
Performance Compensation (Director)
| Grant Type | Grant Date | Shares/Units | Grant-date Fair Value | Vesting Terms |
|---|---|---|---|---|
| Restricted Stock (annual) | 2/16/2024 | 3,162 | $184,977 | Fully vested 2/16/2025 (time-based) |
- The director equity program is time-based; no disclosed performance metrics or performance-vesting conditions for director awards .
Other Directorships & Interlocks
| Company | Public/Private | Role | Committee Roles |
|---|---|---|---|
| Glacier Bancorp, Inc. (GBCI) and Glacier Bank | Public | Director | Audit, Compensation, Corporate Governance; Chair—Corporate Compliance |
No RRR-related party transactions disclosed involving Mr. Cashell in 2024–2025; related-party items disclosed involved other parties (e.g., a lease with an entity affiliated with director Robert Lewis) .
Expertise & Qualifications
- 40+ years in Nevada gaming operations and ownership; multiple state gaming licenses; deep local market/regulatory familiarity
- Bank governance experience as former Chairman (Heritage) and current Glacier director; committee leadership in compliance (Chair), and service on audit, compensation, corporate governance—relevant to RRR’s audit and comp committees
- Prior leadership of multiple casino and route operations (operations, finance, compliance, and licensing)
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class A | Notes |
|---|---|---|---|
| Robert A. Cashell, Jr. | 53,533 | <1% | As of record date (April 7, 2025) |
| Director Ownership Guidelines | 5x annual retainer | — | Non-employee directors must hold equity equal to 5x retainer; 5-year compliance window |
| Hedging/Pledging Policy | Prohibits short sales and Company-based derivatives; pre-clearance for insiders | — | Policy summary; applies to directors |
Note: The proxy does not disclose director-by-director compliance status, but non-employee directors are subject to a 5x retainer ownership guideline . No pledge disclosure for Mr. Cashell; pledge footnote applies to CEO shares, not directors .
Governance Assessment
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Strengths
- Independent director with 100% attendance and multi-committee service; chairs Nominating & Corporate Governance—key for board composition, independence determinations, and governance policy oversight .
- Financial and compliance governance experience from Glacier Bancorp board (audit/comp/corp gov; compliance chair) enhances RRR’s audit and compensation oversight capabilities .
- Director pay structure balanced between cash retainer/committee fees and time-vested equity; capped by plan limit ($750k per non-employee director) .
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Potential risks/considerations
- Controlled company status concentrates voting power (~90% combined voting power with Fertitta affiliates), reducing minority investor influence on director elections and governance changes; while key committees are currently fully independent, exemptions could be elected in the future .
- Industry overlap: Mr. Cashell owns/operates Nevada gaming assets; no related-party transactions with RRR are disclosed, but ongoing monitoring for competitive or transactional conflicts remains prudent under RRR’s related-party policy .
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Related-party and conflicts
- RRR maintains a written related-party transactions policy (Audit Committee oversight). 2024 disclosures list no transactions involving Mr. Cashell; a disclosed lease involves an entity affiliated with director Robert Lewis (not Cashell) .
Overall: Mr. Cashell brings deep Nevada market operating expertise and bank-level governance/compliance credentials, with strong meeting attendance and independent status across all committees (including chairing Nominating & Corporate Governance). Key externalities are the controlled company structure and his parallel Nevada gaming interests (no related-party transactions disclosed), both manageable with continued policy enforcement and transparent disclosures .