HG Vora Capital Management Escalates Campaign to Reshape PENN Entertainment’s Board
HG Vora Capital Management has intensified its efforts to shake up the leadership at PENN Entertainment. The investment firm has officially filed proxy materials with the U.S. Securities and Exchange Commission (SEC), urging shareholders to vote for three of its proposed nominees to join PENN’s board of directors. The vote is scheduled to take place during the company’s Annual Shareholder Meeting on June 17.
Hedge Fund Criticizes Strategy and Financial Performance
Holding a 4.8% stake in PENN Entertainment, HG Vora believes the current management has failed to deliver adequate value to shareholders. The hedge fund has been vocal in its criticism of the company’s strategic shift from a successful regional casino business to a digital-first approach combining online gaming and sports media. This pivot, according to HG Vora, has led to underwhelming financial results and declining investor confidence.
HG Vora points to costly acquisitions—including PENN’s purchases of Score Media and Barstool Sports, and the high-profile $2 billion ESPN Bet partnership with Disney—as examples of misguided investments. Despite leadership’s claims that digital operations will become profitable by 2026, the hedge fund remains doubtful and argues that prior projections have been missed repeatedly. HG Vora asserts that leadership changes are essential to achieving those goals.
Concerns Over Board Maneuvers and CEO Compensation
In a letter addressed to shareholders, HG Vora criticized PENN Entertainment’s board for moves that it says undermine shareholder rights. The firm specifically highlighted the board’s recent decision to reduce the number of available board seats from three to two, just days after HG Vora nominated three candidates. Calling the timing deliberate and obstructive, HG Vora has initiated legal action to challenge the decision.
The firm has also raised concerns over executive compensation, noting that CEO Jay Snowden has received more than $120 million in total compensation since 2021—a period during which PENN’s market value reportedly declined by around $11 billion. HG Vora argues that this level of pay is unjustified given the company’s performance, and reflects a broader disconnect between leadership and shareholder interests.
Proposed Nominees and Support for Reforms
HG Vora is calling on shareholders to back its three board nominees: William Clifford, Johnny Hartnett, and Carlos Ruisanchez—all of whom bring industry experience and, according to the firm, would promote greater accountability and financial discipline at PENN. The effort has garnered support from UNITE HERE, a labor union representing workers at several PENN casino properties.
In its continued push for change, HG Vora urges shareholders to vote using the GOLD proxy card—a move meant to signal alignment with the hedge fund’s proposed strategic reforms and reorientation of PENN Entertainment’s leadership.
- SCCG Management. The Gambling Industry’s Global Connector. Access Here.
- Source: SCCGManagement.com
