Thomas Winter
About Thomas Winter
Thomas Winter, 50, is an independent Class III director of Rush Street Interactive (RSI) appointed on December 16, 2024, with a term running until the 2026 annual meeting. He is a veteran iGaming operator who founded Golden Nugget Online Gaming (GNOG) and later led DraftKings’ North America iGaming business; he holds a Master in Management – Grande École from ESSEC (Paris). His core credentials span operating leadership, market entry and growth, and product/marketing in regulated online casino and sports betting across the U.S. and Europe .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DraftKings Inc. (Nasdaq: DKNG) | General Manager, North America iGaming | May 2022 – Sept 2023 | Led multi-brand online casino strategy post-GNOG acquisition . |
| Golden Nugget Online Gaming, Inc. (Nasdaq: GNOG) | Founder; President | Founded Sept 2013; President Dec 29, 2020 – May 2022 (acquired by DraftKings) | Built NJ market share; GNOG sold for >$1.5B to DKNG . |
| Landry’s LLC (GNOG’s former indirect parent) | SVP & GM, Online Gaming Division | 2013–2020 | Scaled online casino operations . |
| Betclic | COO; later CEO | 2008–2011 | European online sports betting/gaming leadership . |
| Expekt.com (Betclic Group) | COO | 2009 | Pioneering online gaming brand role . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Awager (Oaktree-backed iGaming live streaming tech) | Board Member & Senior Advisor | Appointed Oct 2024 – present | Emerging technology provider; private company . |
| Superbet | Advisory Board Member; Board Observer | 2018–2022 | Large CEE online gaming operator; private . |
| Metro Play (Daily Mail Group Media online gaming arm) | Non-Executive Director | 2012–2014 (to sale) | UK-focused; private . |
| Groupe Paris Turf | Non-Executive Director | 2013 | Leading horse racing media group in France; private . |
Board Governance
- Classification and tenure: Class III; appointed Dec 16, 2024; term through the 2026 annual meeting .
- Independence: Board determined Mr. Winter is independent under NYSE standards and affirmed at appointment .
- Committee assignments: None as of the latest proxy; Audit (Yih chair; Gordon, de Masi), Compensation (Neil Bluhm chair; de Masi), Nominating & Governance (Neil Bluhm chair; de Masi, Wierbicki) .
- Attendance: The Board held six meetings in 2024; all directors attended >75% of Board/committee meetings on which they served .
- Board structure: Controlled company; not a majority independent board; Lead Independent Director is Niccolo de Masi .
| Governance Item | Detail |
|---|---|
| Class / Term | Class III; term ends at 2026 annual meeting |
| Independence | Independent director (NYSE) |
| Committees | None (not on Audit, Compensation, or NCG) |
| 2024 Attendance | All directors >75% of meetings attended |
| Lead Independent Director | Niccolo de Masi |
| Controlled Company | Yes; relies on NYSE exemptions (Comp/NCG not fully independent) |
Fixed Compensation
- Program structure (eligible non-founder, non-employee directors): $125,000 annual equity retainer in RSUs (valued at trailing 60‑day NYSE average), vesting at the next annual meeting; ad hoc committee fees of $10,000/month (chair) or $5,000/month (member) if such committees are formed .
- 2024 actuals for Thomas Winter: $0 (appointed 12/16/2024; his RSU grant occurred in 2025 under the program) .
| Director Compensation (2024) | Fees Earned (Cash) | Stock Awards (Grant-Date Fair Value) | Total |
|---|---|---|---|
| Thomas Winter | $0 | $0 | $0 |
Notes:
- Mr. Winter will receive standard director compensation going forward; the Company disclosed his compensation will be consistent with the Director Compensation program and entered into the standard indemnification agreement upon appointment .
Performance Compensation
- Non-employee directors: No performance-based equity (e.g., PSUs) disclosed for directors; annual director equity retainer is time-based RSUs vesting at the following annual meeting .
- No director-specific performance metrics or bonuses disclosed for Mr. Winter .
Other Directorships & Interlocks
- Current public company directorships: None disclosed apart from RSI; recent public role was as an executive (not director) at DraftKings .
- Prior public company involvement: Founder and President of GNOG (public until acquisition by DraftKings in May 2022) .
- Related-party or interlock issues: The Company disclosed no Item 404(a) related-person transactions or relationships for Mr. Winter at appointment .
Expertise & Qualifications
- Deep iGaming operating expertise spanning U.S. and Europe (GNOG founder/President; DraftKings iGaming GM; Betclic CEO/COO; Expekt COO) .
- Growth, product, marketing, and regulated market entry capabilities evidenced by GNOG scaling in NJ and strategic sale to DraftKings .
- Academic credential: ESSEC Master in Management – Grande École .
Equity Ownership
| Beneficial Ownership (as of April 9, 2025) | Class A Shares | % of Class A | Class V Shares | % of Class V | Total Voting Power % |
|---|---|---|---|---|---|
| Thomas Winter | — | — | — | — | — |
Notes:
- The beneficial ownership table shows no reported Class A or Class V shares for Mr. Winter as of the record date (table entries are blank for his line), indicating no reportable beneficial ownership at that time .
- Insider Trading Policy prohibits hedging, short sales, and most derivatives in Company securities without prior approval; this policy applies to directors .
Governance Assessment
- Strengths for investor confidence: Independent director with rare, directly relevant iGaming operating experience (GNOG founder; DKNG iCasino leader), adding domain expertise to the board. No related-party transactions disclosed; entered on standard terms; standard indemnification .
- Areas to watch: Not currently on Audit/Comp/NCG committees, limiting direct influence on oversight levers; consider future committee placement to leverage his expertise . As of the 2025 record date he had no reportable beneficial ownership—equity retainer RSUs should build alignment over time, but current “skin in the game” appears limited .
- Contextual governance risk: RSI is a controlled company and relies on NYSE exemptions (Compensation and NCG not fully independent), which reduces minority shareholder protections; this is a board-wide structural factor, not specific to Mr. Winter -.
- Potential conflicts: Mr. Winter’s role with Awager (iGaming live streaming tech) is disclosed; no RSI transactions with Awager are reported, and Item 404(a) confirms no related-person transactions for him. Monitor for future transactions that could create related-party or competitive conflicts; none are disclosed currently .
RED FLAGS (none disclosed specific to Mr. Winter): No related-party transactions; independence affirmed; attendance thresholds met at board level. Structural red flag persists at company level due to controlled company exemptions - .