Century Casinos (CNTY) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for June 23, 2025, will be held virtually, allowing shareholders to vote and ask questions online.

• Shareholders will vote on electing two Class I directors, ratifying the independent auditor, approving executive compensation, and determining the frequency of future say-on-pay votes.

• Proxy materials and annual report are available online; only shareholders of record as of April 28, 2025, may vote.

Voting matters and shareholder proposals

• Proposals include: election of two Class I directors, ratification of Grant Thornton LLP as auditor, advisory vote on executive compensation, and advisory vote on frequency of say-on-pay (Board recommends annual vote).

• Shareholders may submit proposals for the 2026 meeting between Dec 25, 2025, and Feb 23, 2026.

• Proxy voting is available online, by mail, or live during the meeting; abstentions count as votes against proposals.

Board of directors and corporate governance

• Board consists of five directors in three staggered classes; majority are independent per Nasdaq and SEC standards.

• All directors attended 2024 meetings; Board encourages director attendance at annual meetings.

• Governance and Nominating Committee considers director diversity and qualifications, but no formal diversity policy is in place.

• Board leadership combines Chairman and Co-CEO roles, balanced by independent committees; no lead independent director due to board size.