1 unchanged sentence
Management’s Evaluation of Disclosure Controls and Procedures
−Removed: Our management, with the participation of our chief executive officer (principal executive officer) and chief financial officer (principal financial officer), conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the year ended December 31, 2024, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
−Removed: Based on this evaluation, our chief executive officer and chief financial officer have concluded that during the period covered by this report, the Company’s disclosure controls and procedures were not effective due to a material weakness in the Company’s internal control over financial reporting described below.
−Removed: Notwithstanding the ineffective disclosure controls and procedures as a result of the identified material weakness, our chief executive officer and chief financial officer have concluded that the consolidated financial statements in this Annual Report on Form 10-K present fairly, in all material respects, the Company’s financial position, results of operations and cash flows in accordance with generally accepted accounting principles in the United States of America (U.S.
+Added: Our management, with the participation of our chief executive officer (principal executive officer) and chief financial officer
+Added: (principal financial officer), conducted an evaluation of the effectiveness of our disclosure controls and procedures as of
+Added: December 31, 2025 , as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as
+Added: amended (the “Exchange Act”).
+Added: Based on this evaluation, our chief executive officer and chief financial officer have concluded
+Added: that during the period covered by this report, the Company’s disclosure controls and procedures were not effective due to a
+Added: material weakness in the Company’s internal control over financial reporting described below.
+Added: Notwithstanding the ineffective disclosure controls and procedures as a result of the identified material weakness, our chief
+Added: executive officer and chief financial officer have concluded that the consolidated financial statements in this Annual Report on
+Added: Form 10-K present fairly, in all material respects, the Company’s financial position, results of operations and cash flows in
+Added: accordance with generally accepted accounting principles in the United States of America (U.S.
+Added: Deloitte & Touche LLP, the Company’s independent registered public accounting firm that audited the Consolidated Financial
+Added: Statements for the period from February 8, 2025 to December 31, 2025 (Successor) and period from January 1, 2025 to
+Added: February 7, 2025 (Predecessor), issued an attestation report on the Company’s internal control over financial reporting which
+Added: immediately follows this report.
Management’s Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting.
−Removed: Internal control over financial reporting is defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act as a process designed by, or under the supervision of, the Company’s principal executive and principal financial officers and effected by the Company’s Board, management and other personnel to provide reasonable assurance regarding the reliability of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:
−Removed: • pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company;
−Removed: • provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company;
−Removed: • provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.
+Added: control over financial reporting is defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act as a process designed by, or
+Added: under the supervision of, the Company’s principal executive and principal financial officers and effected by the Company’s
+Added: Board, management and other personnel to provide reasonable assurance regarding the reliability of financial statements for
+Added: external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:
+Added: • pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and
+Added: dispositions of the assets of the Company;
+Added: • provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements
+Added: in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are
+Added: being made only in accordance with authorizations of management and directors of the Company;
+Added: • provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition
+Added: of the Company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
−Removed: Projections of any evaluation of effectiveness to future periods are subject to the risks that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.
−Removed: Management assessed the effectiveness of its Company’s internal control over financial reporting as of December 31, 2024.
−Removed: In making this assessment, management used the criteria established in the Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“the COSO framework”).
−Removed: Based on evaluation under the criteria established in the COSO framework, management determined, based upon the existence of the material weakness described below, we did not maintain effective internal control over financial reporting as of December 31, 2024.
−Removed: A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that a reasonable possibility exists that a material misstatement of our annual or interim financial statements would not be prevented or detected on a timely basis.
−Removed: Deloitte & Touche LLP, the Company’s independent registered public accounting firm that audited the Consolidated Financial Statements for the year ended December 31, 2024, issued an attestation report on the Company’s internal control over financial reporting which immediately follows this report.
+Added: Projections of any evaluation of effectiveness to future periods are subject to the risks that controls may become inadequate
+Added: because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.
+Added: assessed the effectiveness of its Company’s internal control over financial reporting as of December 31, 2025 (Successor).
+Added: making this assessment, management used the criteria established in the Internal Control-Integrated Framework (2013) issued
+Added: by the Committee of Sponsoring Organizations of the Treadway Commission (“the COSO framework”).
+Added: Based on evaluation
+Added: under the criteria established in the COSO framework, management determined, based upon the existence of the material
+Added: weakness described below, we did not maintain effective internal control over financial reporting as of December 31, 2025
+Added: A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that a
+Added: reasonable possibility exists that a material misstatement of our annual or interim financial statements would not be prevented
+Added: or detected on a timely basis.
Material Weakness Identified
−Removed: We lack segregation of duties over the preparation, review, and recording of journal entries within our International Interactive reportable segment.
−Removed: The failure to maintain appropriate segregation of duties has a pervasive impact and consequently, this deficiency impacts control activities over all financial statement account balances, classes of transactions, and disclosures within the International Interactive reportable segment.
−Removed: This material weakness was originally identified as of December 31, 2023 and was not remediated as of December 31, 2024.
−Removed: During 2024, Management developed and implemented incremental or enhanced controls to remediate the material weakness, including educating control owners within our International Interactive reportable segment of the appropriate design elements of journal entry controls, enhancing our policy around documented approvals of journal entries, and implementing a monitoring control over journal entries.
−Removed: However, controls over certain journal entries were not designed effectively and others were determined not to be operating effectively as of December 31, 2024.
−Removed: Management remains focused on designing and implementing effective measures to improve our internal controls over financial reporting and remediate the material weakness.
−Removed: Management has developed a detailed plan for remediation, which includes:
−Removed: • Continuing to educate control owners within the International Interactive reportable segment of the appropriate design elements of journal entry controls and enforcing policies requiring independent preparers and reviewers.
−Removed: • Implementing a new enterprise resource planning (“ERP”) system, which we believe will enhance the flow of financial information, improve data management and control and will enable us to remediate segregation of duties over journal entries by systematically requiring an independent preparer and reviewer of each journal entry.
−Removed: As the implementation of the new ERP system progresses, we may change our processes and procedures which, in turn, could result in further changes to our internal control over financial reporting.
−Removed: As such changes occur, we will evaluate quarterly whether such changes materially affect our internal control over financial reporting.
−Removed: While we believe our remediation efforts above will improve the effectiveness of our internal control over financial reporting, we cannot assure that the measures will be sufficient to remediate the material weakness we have identified or will prevent potential future material weaknesses.
−Removed: The material weakness cannot be considered remediated until applicable controls have operated for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.
−Removed: Accordingly, we will continue to monitor and evaluate the effectiveness of our internal control over financial reporting.
+Added: Management has identified a material weakness, in the aggregate, related to the ineffective operation of management review
+Added: controls over accounting for income taxes and related disclosures.
+Added: Management has developed a remediation plan that includes reinforcing procedures for the timely preparation and review of tax
+Added: provisions and evaluating the structure of its tax department to enable more timely preparation of the tax provision and provide
+Added: adequate time to review the tax accounts and related disclosures.
Remediation of Previously Identified Material Weaknesses
−Removed: As disclosed in Part II, Item 9A., “Controls and Procedures,” in our Annual Report on Form 10-K for the year ended December 31, 2023, we identified control deficiencies during 2023 that constituted material weaknesses relating to:
−Removed: (1) an insufficient number of personnel with the appropriate level of accounting knowledge, training and experience to appropriately analyze, record and disclose significant and complex accounting and tax matters timely and accurately, and (2) ineffective review of account reconciliations and account analysis controls, including the controls to validate the completeness and accuracy of information used in the performance of those controls, within the International Interactive reportable segment.
−Removed: We reinforced remediation efforts throughout 2024 and monitored operating effectiveness on a quarterly basis.
−Removed: As of December 31, 2024, Management concluded these material weaknesses were remediated.
+Added: As disclosed in Part II, Item 9A., “Controls and Procedures,” in our Annual Report on Form 10-K for the year ended December
+Added: 31, 2024 (Predecessor), we identified control deficiencies during 2024 (Predecessor) that constituted a material weakness
+Added: relating to the lack of segregation of duties over the preparation, review, and recording of journal entries within our Bally’s
+Added: Intralot B2C reportable segment.
+Added: We reinforced remediation efforts throughout 2024 (Predecessor) and monitored operating
+Added: effectiveness on a quarterly basis.
+Added: As of December 31, 2025 (Successor), Management concluded this material weakness was
Specifically, the following plans were implemented and determined to be operating effectively:
−Removed: • Realigned resources and, where applicable, hired qualified staff or used third-party subject matter experts with the appropriate level of experience and training to segregate key functions within our financial processes in order to support the review of significant and complex accounting matters, including appropriately analyzing, recording and disclosing accounting matters timely and accurately, specifically around assumptions used in certain estimates.
−Removed: • Strengthened controls over account reconciliations and account analyses within our International Interactive reportable segment to support financial reporting requirements.
−Removed: Specifically, implemented or enhanced controls over report logic, data input, spreadsheet calculation and extract procedures over information used in the performance of controls to ensure completeness and accuracy.
+Added: • Educated control owners within the Bally’s Intralot B2C reportable segment of the appropriate design elements of
+Added: journal entry controls and enforcing policies requiring independent preparers and reviewers.
+Added: • Implemented a new enterprise resource planning (“ERP”) system, which enhanced the flow of financial information,
+Added: improved data management and control and enabled us to remediate segregation of duties over journal entries by
+Added: systematically requiring an independent preparer and reviewer of each journal entry.
+Added: • Enhanced monitoring controls designed to detect and remediate inappropriate segregation of duties over journal entry
+Added: review and approval.
Changes in Internal Control over Financial Reporting
−Removed: Other than the material weakness noted above and the remediation of the previously disclosed material weaknesses, there has been no change in our internal control over financial reporting that occurred during the quarter ended December 31, 2024 covered by this Annual Report on Form 10-K that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
+Added: During the period from February 8, 2025 to December 31, 2025 (Successor) and period from January 1, 2025 to February 7,
+Added: 2025 (Predecessor), the Company completed its acquisitions of Queen Casino & Entertainment, Inc.
+Added: and Intralot, collectively
+Added: (the “Acquired Companies”).
+Added: Since the Company has not yet fully incorporated the internal controls and procedures of the
+Added: Acquired Companies into the Company’s internal control over financial reporting, management excluded the Acquired
+Added: Companies from its assessment of the effectiveness of the Company’s internal control over financial reporting as of December
+Added: 31, 2025 (Successor).
+Added: These acquisitions on a combined basis constituted approximately $1.2 billion or 10.4% of the
+Added: Company’s total consolidated assets that were excluded from the scope of Management’s assessment, and approximately
+Added: $314.2 million or 12.6% of the Company’s consolidated revenues as of and for the period from February 8, 2025 to December
+Added: 31, 2025 (Successor).
+Added: Other than the material weakness noted above, the remediation of the previously disclosed material weakness, and addition of
+Added: the Acquired Companies, there has been no change in our internal control over financial reporting that occurred during the
+Added: quarter ended December 31, 2025 (Predecessor) covered by this Annual Report on Form 10-K that has materially affected, or is
+Added: reasonably likely to materially affect, our internal control over financial reporting.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
1 unchanged sentence
Opinion on Internal Control over Financial Reporting
−Removed: We have audited the internal control over financial reporting of Bally's Corporation and subsidiaries (the "Company") as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
−Removed: In our opinion, because of the effect of the material weakness identified below on the achievement of the objectives of the control criteria, the Company has not maintained effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
−Removed: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2024, of the Company and our report dated March 17, 2025, expressed an unqualified opinion on those financial statements.
+Added: We have audited the internal control over financial reporting of Bally's Corporation and subsidiaries (the “Company”) as of
+Added: December 31, 2025 (successor), based on criteria established in Internal Control — Integrated Framework (2013) issued by the
+Added: Committee of Sponsoring Organizations of the Treadway Commission (COSO).
+Added: In our opinion, because of the effect of the
+Added: material weakness identified below on the achievement of the objectives of the control criteria, the Company has not
+Added: maintained effective internal control over financial reporting as of December 31, 2025 (successor), based on criteria established
+Added: in Internal Control — Integrated Framework (2013) issued by COSO.
+Added: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
+Added: (PCAOB), the consolidated financial statements as of December 31, 2025 (successor), and for the periods from February 8,
+Added: 2025 to December 31, 2025 (successor) and from January 1, 2025 to February 7, 2025 (predecessor), of the Company and our
+Added: report dated March 23, 2026 , expressed an unqualified opinion on those financial statements.
+Added: As described in Management’s Report on Internal Control over Financial Reporting, management excluded from its assessment
+Added: the internal control over financial reporting at Queen Casino & Entertainment, Inc., (“Queen”) and Intralot S.A., and whose
+Added: financial statements constitute approximately $1.2 billion or 10.4% of the Company’s total consolidated assets as of December
+Added: 31, 2025 (successor), and approximately $314.2 million or 12.6% of the Company’s consolidated revenues for the period from
+Added: February 8, 2025 to December 31, 2025 (successor).
+Added: Accordingly, our audit did not include the internal control over financial
+Added: reporting at Queen and Intralot S.A.
Basis for Opinion
−Removed: The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control over Financial Reporting.
−Removed: Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit.
−Removed: We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S.
−Removed: federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
+Added: The Company's management is responsible for maintaining effective internal control over financial reporting and for its
+Added: assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report
+Added: on Internal Control over Financial Reporting.
+Added: Our responsibility is to express an opinion on the Company's internal control over
+Added: financial reporting based on our audit.
+Added: We are a public accounting firm registered with the PCAOB and are required to be
+Added: independent with respect to the Company in accordance with the U.S.
+Added: federal securities laws and the applicable rules and
+Added: regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB.
−Removed: Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
−Removed: Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances.
−Removed: We believe that our audit provides a reasonable basis for our opinion.
+Added: Those standards require that we plan and perform the
+Added: audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all
+Added: material respects.
+Added: Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk
+Added: that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the
+Added: assessed risk, and performing such other procedures as we considered necessary in the circumstances.
+Added: We believe that our audit
+Added: provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
−Removed: A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
−Removed: A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
−Removed: (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;
−Removed: and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
+Added: A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the
+Added: reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
+Added: accepted accounting principles.
+Added: A company's internal control over financial reporting includes those policies and procedures
+Added: that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
+Added: dispositions of the assets of the company;
+Added: (2) provide reasonable assurance that transactions are recorded as necessary to permit
+Added: preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and
+Added: expenditures of the company are being made only in accordance with authorizations of management and directors of the
+Added: and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or
+Added: disposition of the company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
−Removed: Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
+Added: projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
+Added: because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Material Weakness
−Removed: A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis.
−Removed: The following material weakness has been identified and included in management's assessment:
−Removed: Management identified a material weakness related to the lack of segregation of duties over the preparation, review, and recording of journal entries within the International Interactive reportable segment.
−Removed: The failure to maintain appropriate segregation of duties has a pervasive impact and consequently, this deficiency impacts control activities over all financial statement account balances, classes of transactions, and disclosures within the International Interactive reportable segment.
−Removed: This material weakness was considered in determining the nature, timing, and extent of audit tests applied in our audit of the consolidated financial statements as of and for the year ended December 31, 2024, of the Company, and this report does not affect our report on such financial statements.
+Added: A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that
+Added: there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be
+Added: prevented or detected on a timely basis.
+Added: The following material weakness has been identified and included in management's
+Added: Management has identified a material weakness, in the aggregate, related to the ineffective operation of
+Added: management review controls over accounting for income taxes and related disclosures.
+Added: This material weakness was considered
+Added: in determining the nature, timing, and extent of audit tests applied in our audit of the consolidated financial statements as of
+Added: December 31, 2025 (successor), and for the periods from February 8, 2025 to December 31, 2025 (successor) and from January
+Added: 1, 2025 to February 7, 2025 (predecessor), of the Company, and this report does not affect our report on such financial
/s/ Deloitte & Touche LLP
2 unchanged sentences
OTHER INFORMATION
−Removed: During the quarter ended December 31, 2024, none of our officers or directors adopted , modified or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement,” as defined in Item 408(a) of Regulation S-K.
+Added: During the quarter ended December 31, 2025 , none of our officers or directors adopted , modified or terminated any contract,
+Added: instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense
+Added: conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement,” as defined in Item 408(a) of Regulation S-K.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
1 unchanged sentence
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
−Removed: The information required by this item will be contained in our Definitive Proxy Statement on Schedule 14A for our Annual Meeting of Stockholders to be held on May 15, 2025 (the “2025 Proxy Statement”) and is incorporated herein by this reference.
+Added: The information required by this item will be contained in our Definitive Proxy Statement on Schedule 14A for our Annual
+Added: Meeting of Stockholders to be held on or about May 19, 2026 (the “ 2026 Proxy Statement”) and is incorporated herein by
Insider Trading Policy
−Removed: The Company has adopted insider trading policies and procedures governing the purchase, sale, and/or other disposition of its securities by the Company, its directors, officers, employees and certain other individuals that the Company believes are reasonably designed to promote compliance with insider trading laws, rules, and regulations, and applicable New York Stock Exchange listing standards.
+Added: The Company has adopted insider trading policies and procedures governing the purchase, sale, and/or other disposition of its
+Added: securities by the Company, its directors, officers, employees and certain other individuals that the Company believes are
+Added: reasonably designed to promote compliance with insider trading laws, rules, and regulations, and applicable New York Stock
+Added: Exchange listing standards.
The Company’s Insider Trading Policy is filed as Exhibit 19.1 to this Annual Report on Form 10-K.
EXECUTIVE COMPENSATION
−Removed: The information required by this item will be contained in the 2025 Proxy Statement and is incorporated herein by this reference.
−Removed: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
−Removed: The information required by this item will be contained in the 2025 Proxy Statement and is incorporated herein by this reference.
+Added: The information required by this item will be contained in the 2026 Proxy Statement and is incorporated herein by reference.
+Added: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
+Added: RELATED STOCKHOLDER MATTERS
+Added: The information required by this item will be contained in the 2026 Proxy Statement and is incorporated herein by reference.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
−Removed: The information required by this item will be contained in the 2025 Proxy Statement and is incorporated herein by this reference.
+Added: The information required by this item will be contained in the 2026 Proxy Statement and is incorporated herein by reference.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
−Removed: The information required by this item will be contained in the 2025 Proxy Statement and is incorporated herein by this reference.
+Added: The information required by this item will be contained in the 2026 Proxy Statement and is incorporated herein by reference.
EXHIBIT AND FINANCIAL STATEMENT SCHEDULES
1 unchanged sentence
Financial Statements.
−Removed: The Financial Statements filed as part of this Annual Report on Form 10-K are listed in the Index to Financial Statements in “Item 8.
+Added: The Financial Statements filed as part of this Annual Report on Form 10-K are listed in the
+Added: Index to Financial Statements in “Item 8.
Financial Statements and Supplementary Data.”
Financial Statement Schedules .
−Removed: All schedules have been omitted because they are either not required or the information required is included in our consolidated financial statements or the notes thereto included in Item 8 hereof.
−Removed: Number Description of Exhibit
−Removed: 2.1# Agreement and Plan of Merger, dated as of July 25, 2024, by and among Parent, Queen, Merger Sub I, Merger Sub II, the Company and, solely for purposes of specified provisions of the Merger Agreement, SG Gaming (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K (File No.
+Added: All schedules have been omitted because they are either not required or the
+Added: information required is included in our consolidated financial statements or the notes thereto included in Item 8
+Added: Description of Exhibit
+Added: Agreement and Plan of Merger, dated as of July 25, 2024, by and among Parent, Queen, Merger Sub I, Merger
+Added: Sub II, the Company and, solely for purposes of specified provisions of the Merger Agreement, SG Gaming
+Added: (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K (File No.
filed July 25, 2024)
Amendment No.
−Removed: 1 to the Agreement and Plan of Merger, dated as of August 27, 2024, by and among the Company, Parent, Queen, Merger Sub I, Merger Sub II, and, solely for purposes of specified provisions of the Merger Agreement, SG Gaming.
−Removed: (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K (File No.
+Added: 1 to the Agreement and Plan of Merger, dated as of August 27, 2024, by and among the
+Added: Company, Parent, Queen, Merger Sub I, Merger Sub II, and, solely for purposes of specified provisions of the
+Added: Merger Agreement, SG Gaming.
+Added: (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on
+Added: Form 8-K (File No.
001-38850) filed August 28, 2024)
Amendment No.
−Removed: 2 to the Agreement and Plan of Merger, dated as of September 30, 2024, by and among Parent, Queen, Merger Sub I, Merger Sub II, the Company and, solely for purposes of specified provisions of the Merger Agreement, SG Gaming (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K (File No.
+Added: 2 to the Agreement and Plan of Merger, dated as of September 30, 2024, by and among Parent,
+Added: Queen, Merger Sub I, Merger Sub II, the Company and, solely for purposes of specified provisions of the Merger
+Added: Agreement, SG Gaming (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K
001-38850) filed October 1, 2024))
−Removed: 3.1 Sixth Amended and Restated Certificate of Incorporation of Bally’s Corporation (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No.
+Added: Transaction Agreement, dated as of July 18, 2025, by and among Bally’s Corporation and Intralot S.A.
+Added: Integrated Lottery Systems and Services (incorporated by reference to the Company’s Form 10-Q (File No.
+Added: 001-38850) filed on November 12, 2025)
+Added: Sixth Amended and Restated Certificate of Incorporation of Bally’s Corporation (incorporated by reference to
+Added: Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No.
001-38850) filed on February 13, 2025)
−Removed: 3.2 Second Amended and Restated Bylaws of Bally’s Corporation (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K (File No.
+Added: Second Amended and Restated Bylaws of Bally’s Corporation (incorporated by reference to Exhibit 3.2 to the
+Added: Company’s Current Report on Form 8-K (File No.
001-38850) filed February 13, 2025)
Form of Certificate of Common Stock of Twin River Worldwide Holdings, Inc.
−Removed: (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-4/A (File No.
+Added: (incorporated by reference to
+Added: Exhibit 4.1 to the Company’s Registration Statement on Form S-4/A (File No.
333-228973) filed on January 25,
−Removed: 4.2 Indenture, dated as of August 20, 2021, among Premier Entertainment Sub, LLC, Premier Entertainment Finance Corp.
−Removed: Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No.
+Added: Indenture, dated as of August 20, 2021, among Premier Entertainment Sub, LLC, Premier Entertainment Finance
+Added: Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s
+Added: Current Report on Form 8-K (File No.
001-38850) filed on August 20, 2021)
−Removed: 4.3 First Supplemental Indenture, dated as of October 1, 2021, among Premier Entertainment Sub, LLC, Premier Entertainment Finance Corp., the guarantors party thereto and U.S.
−Removed: Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No.
+Added: First Supplemental Indenture, dated as of October 1, 2021, among Premier Entertainment Sub, LLC, Premier
+Added: Entertainment Finance Corp., the guarantors party thereto and U.S.
+Added: Bank National Association, as trustee
+Added: (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No.
filed on October 7, 2021)
Second Supplemental Indenture, dated as of April 13, 2022, among the guarantors party thereto and U.S.
−Removed: Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.4 to the Company’s Annual Report on Form 10-K (File No.
+Added: Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.4 to the Company’s
+Added: Annual Report on Form 10-K (File No.
001-38850) filed on March 1, 2023)
Third Supplemental Indenture, dated as of December 30, 2022, among the guarantors party thereto and U.S.
−Removed: Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.5 to the Company’s Annual Report on Form 10-K (File No.
−Removed: 001-38850) filed on March 1, 2023)
−Removed: Description of Registrant’s Securities (incorporated by reference to Exhibit 4.6 to the Company’s Annual Report on Form 10-K (File No.
+Added: Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.5 to the
+Added: Company’s Annual Report on Form 10-K (File No.
001-38850) filed on March 1, 2023)
−Removed: Number Description of Exhibit
−Removed: 4.7 Form of Warrant (incorporated by reference to Exhibit 4.6 to the Company’s Annual Report on Form 10-K (File No.
+Added: Description of Exhibit
+Added: Description of Registrant’s Securities
+Added: Form of Warrant (incorporated by reference to Exhibit 4.6 to the Company’s Annual Report on Form 10-K (File
001-38850) filed on March 10, 2021)
−Removed: 4.8 Form of Option Agreement (incorporated by reference to Exhibit 4.7 to the Company’s Annual Report on Form 10-K (File No.
+Added: Form of Option Agreement (incorporated by reference to Exhibit 4.7 to the Company’s Annual Report on Form
+Added: 10-K (File No.
001-38850) filed on March 10, 2021)
−Removed: 10.1 License Agreement, dated May 15, 2003, by and between Hard Rock Hotel Licensing, Inc., Premier Entertainment Biloxi LLC, and Premier Entertainment, LLC (incorporated by reference to Exhibit 10.1 to the Company’s Registration Statement on Form S-4/A (File No.
−Removed: 333-228973) filed on January 25, 2019)
−Removed: 10.2 First Letter Agreement, dated April 4, 2006, by and between Hard Rock Hotel Licensing, Inc., Premier Entertainment Biloxi LLC, and Premier Entertainment, LLC (incorporated by reference to Exhibit 10.2 to the Company’s Registration Statement on Form S-4/A (File No.
+Added: License Agreement, dated May 15, 2003, by and between Hard Rock Hotel Licensing, Inc., Premier
+Added: Entertainment Biloxi LLC, and Premier Entertainment, LLC (incorporated by reference to Exhibit 10.1 to the
+Added: Company’s Registration Statement on Form S-4/A (File No.
333-228973) filed on January 25, 2019)
−Removed: 10.3 First Amendment to Hard Rock License Agreement, dated May 10, 2007, by and between Hard Rock Hotel Licensing, Inc., Premier Entertainment Biloxi LLC, and Premier Entertainment Biloxi LLC (incorporated by reference to Exhibit 10.3 to the Company’s Registration Statement on Form S-4/A (File No.
+Added: First Letter Agreement, dated April 4, 2006, by and between Hard Rock Hotel Licensing, Inc., Premier
+Added: Entertainment Biloxi LLC, and Premier Entertainment, LLC (incorporated by reference to Exhibit 10.2 to the
+Added: Company’s Registration Statement on Form S-4/A (File No.
333-228973) filed on January 25, 2019)
−Removed: 10.4 Second Amendment to Hard Rock License Agreement, dated July 10, 2014, by and between Hard Rock Hotel Licensing, Inc., Premier Entertainment Biloxi LLC, and Premier Entertainment Biloxi LLC, and Twin River Management Group, Inc.
−Removed: (incorporated by reference to Exhibit 10.4 to the Company’s Registration Statement on Form S-4/A (File No.
+Added: First Amendment to Hard Rock License Agreement, dated May 10, 2007, by and between Hard Rock Hotel
+Added: Licensing, Inc., Premier Entertainment Biloxi LLC, and Premier Entertainment Biloxi LLC (incorporated by
+Added: reference to Exhibit 10.3 to the Company’s Registration Statement on Form S-4/A (File No.
+Added: 333-228973) filed
+Added: on January 25, 2019)
+Added: Second Amendment to Hard Rock License Agreement, dated July 10, 2014, by and between Hard Rock Hotel
+Added: Licensing, Inc., Premier Entertainment Biloxi LLC, and Premier Entertainment Biloxi LLC, and Twin River
+Added: Management Group, Inc.
+Added: (incorporated by reference to Exhibit 10.4 to the Company’s Registration Statement on
+Added: Form S-4/A (File No.
333-228973) filed on January 25, 2019)
−Removed: Bally’s Corporation 2021 Equity Incentive Plan (incorporated by reference to Annex B to the Registrant’s Definitive Proxy Statement on Schedule 14A (File No.
+Added: Bally’s Corporation 2021 Equity Incentive Plan (incorporated by reference to Annex B to the Registrant’s
+Added: Definitive Proxy Statement on Schedule 14A (File No.
001-38850) filed April 8, 2021)
−Removed: Form of Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.28 to the Company’s Registration Statement on Form S-4/A (File No.
+Added: Form of Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.28 to the Company’s
+Added: Registration Statement on Form S-4/A (File No.
333-228973) filed on January 25, 2019)
−Removed: Form of Restricted Stock Unit Award Agreement (Performance-Based) (incorporated by reference to Exhibit 10.29 to the Company’s Registration Statement on Form S-4/A (File No.
+Added: Form of Restricted Stock Unit Award Agreement (Performance-Based) (incorporated by reference to Exhibit
+Added: 10.29 to the Company’s Registration Statement on Form S-4/A (File No.
333-228973) filed on January 25, 2019)
−Removed: Form Restricted Stock Unit Award Agreement (Performance-Based) (incorporated by reference to Exhibit 10.39 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 (File No.
+Added: Form Restricted Stock Unit Award Agreement (Performance-Based) (incorporated by reference to Exhibit 10.39
+Added: to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 (File No.
filed on March 13, 2020)
−Removed: Form Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.40 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 (File No.
+Added: Form Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.40 to the Registrant’s
+Added: Annual Report on Form 10-K for the year ended December 31, 2019 (File No.
001-38850) filed on March 13,
Employment Agreement, effective as of March 29, 2016, by and between Twin River Management Group, Inc.
−Removed: and George Papanier (incorporated by reference to Exhibit 10.31 to the Company’s Registration Statement on Form S-4/A (File No.
+Added: and George Papanier (incorporated by reference to Exhibit 10.31 to the Company’s Registration Statement on
+Added: Form S-4/A (File No.
333-228973) filed on January 25, 2019)
Amendment No 1.
−Removed: to Employment Agreement, dated as of January 13, 2020, by and among Twin River Worldwide Holdings, Inc.
−Removed: and George Papanier (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No.
+Added: to Employment Agreement, dated as of January 13, 2020, by and among Twin River
+Added: Worldwide Holdings, Inc.
+Added: and George Papanier (incorporated by reference to Exhibit 10.1 to the Company’s
+Added: Form 8-K (File No.
001-38850) filed on January 16, 2020)
Amendment No.
−Removed: 2 Employment Agreement, January 20, 2021, by and between Bally’s Corporation and George Papanier (incorporated by reference to Exhibit 10.37 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 (File No.
+Added: 2 Employment Agreement, January 20, 2021, by and between Bally’s Corporation and George
+Added: Papanier (incorporated by reference to Exhibit 10.37 to the Company’s Annual Report on Form 10-K for the
+Added: year ended December 31, 2020 (File No.
001-38850) filed on March 10, 2021)
Amendment No.
−Removed: 3 to Employment Agreement, dated February 13, 2023, by and between Bally’s Corporation and George Papanier (incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K (File No.
+Added: 3 to Employment Agreement, dated February 13, 2023, by and between Bally’s Corporation
+Added: and George Papanier (incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K (File No.
001-38850) filed on February 13, 2023)
+Added: Description of Exhibit
Employment Agreement, effective July 10, 2013, by and between Twin River Management Group, Inc.
−Removed: Eaton (incorporated by reference to Exhibit 10.41 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 (File No.
+Added: Eaton (incorporated by reference to Exhibit 10.41 to the Company’s Annual Report on Form 10-K for
+Added: the year ended December 31, 2019 (File No.
001-38850) filed on March 13, 2020)
−Removed: Number Description of Exhibit
−Removed: Employment Agreement, dated May 8, 2023, by and between Bally’s Corporation and Marcus Glover (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No.
+Added: Employment Agreement, dated May 8, 2023, by and between Bally’s Corporation and Marcus Glover
+Added: (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No.
001-38850) filed May 9, 2023)
−Removed: Form of Robeson Reeves Service Agreement, effective October 1, 2021 (incorporated by reference to Exhibit 10.44 to the Company’s Annual Report on Form 10-K (File No.
+Added: Form of Robeson Reeves Service Agreement, effective October 1, 2021 (incorporated by reference to Exhibit
+Added: 10.44 to the Company’s Annual Report on Form 10-K (File No.
001-38850) filed on March 1, 2022)
Amendment No.
−Removed: 1 to Service Agreement, dated June 1, 2022, by and between Bally’s Corporation and Robeson Reeves (incorporated by reference to Exhibit 10.43 to the Company’s Annual Report on Form 10-K (File No.
+Added: 1 to Service Agreement, dated June 1, 2022, by and between Bally’s Corporation and Robeson
+Added: Reeves (incorporated by reference to Exhibit 10.43 to the Company’s Annual Report on Form 10-K (File No.
001-38850) filed on March 1, 2023)
Amendment No.
−Removed: 2 to Service Agreement, dated February 13, 2023, by and between Bally’s Corporation and Robeson Reeves (incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No.
+Added: 2 to Service Agreement, dated February 13, 2023, by and between Bally’s Corporation and
+Added: Robeson Reeves (incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No.
filed on February 13, 2023)
−Removed: Form of Kim Barker Lee Employment Agreement, effective December 7, 2022 (incorporated by reference to Exhibit 10.45 to the Company’s Annual Report on Form 10-K (File No.
+Added: Form of Kim Barker Lee Employment Agreement, effective December 7, 2022 (incorporated by reference to
+Added: Exhibit 10.45 to the Company’s Annual Report on Form 10-K (File No.
001-38850) filed on March 1, 2023)
−Removed: Credit Agreement, dated October 1, 2021, among Bally’s Corporation, the subsidiary guarantors party thereto, the lenders party thereto and Deutsche Bank AG New York Branch, as administrative agent and collateral agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File 001-38850) filed on October 7, 2021)
−Removed: First Amendment to Credit Agreement, dated June 23, 2023, among Bally’s Corporation, the subsidiary guarantors party thereto, the lenders party thereto and Deutsche Bank AG New York Branch, as administrative agent and collateral agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 10-Q (File 001-38850) filed on November 3, 2023)
−Removed: Amended and Restated Regulatory Agreement, dated March 1, 2024, by and among the Rhode Island Department of Business Regulation, the State Lottery Division of the Rhode Island Department of Revenue, Bally’s Corporation, Bally’s Management Group, LLC, UTGR, LLC, Twin River-Tiverton, LLC, and Bally’s RI iCasino, LLC (incorporated by reference to Exhibit 10.48 to the Company’s Annual Report on Form 10-K (File No.
+Added: Credit Agreement, dated October 1, 2021, among Bally’s Corporation, the subsidiary guarantors party thereto,
+Added: the lenders party thereto and Deutsche Bank AG New York Branch, as administrative agent and collateral agent
+Added: (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.
+Added: filed on October 7, 2021)
+Added: Amended and Restated Ground Lease, dated July 17, 2025, by and between Bally’s Chicago Operating
+Added: Company, LLC and GLP Capital, L.P.
+Added: (incorporated by reference to Exhibit 10.20 to the registration statement
+Added: on Form S-1 filed by Bally’s Chicago, Inc.
+Added: 333-283772) on August 5, 2025)
+Added: First Amendment to Credit Agreement, dated June 23, 2023, among Bally’s Corporation, the subsidiary
+Added: guarantors party thereto, the lenders party thereto and Deutsche Bank AG New York Branch, as administrative
+Added: agent and collateral agent (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form
+Added: 10-Q (File 001-38850) filed on November 3, 2023)
+Added: Development Agreement, date July 17, 2025, by and between Bally’s Chicago Operating Company, LLC and
+Added: GLP Capital, L.P.
+Added: (incorporated by reference to Exhibit 10.21 to the registration statement on Form S-1 filed by
+Added: Bally’s Chicago, Inc.
+Added: 333-283772) on August 5, 2025)
+Added: Amendment to Credit Agreement, dated as of September 11, 2025, by and among the Company, the subsidiaries
+Added: of the Company party thereto as guarantors, Deutsche Bank AG New York Branch, as administrative agent and
+Added: collateral agent, and the lenders party thereto (incorporated by reference to Exhibit 1.1 to the Company’s Current
+Added: Report on Form 8-K (File No.
+Added: 001-38850) filed on September 12, 2025)
+Added: Incremental Joinder Agreement, dated as of September 29, 2025, by and among Jefferies Finance LLC, Bally’s
+Added: Corporation, and Deutsche Bank AG New York Branch (incorporated by reference to Exhibit 10.1 to the
+Added: Company’s Current Report on Form 8-K (File No.
+Added: 001-38850) filed on September 30, 2025)
+Added: Amended and Restated Regulatory Agreement, dated March 1, 2024, by and among the Rhode Island
+Added: Department of Business Regulation, the State Lottery Division of the Rhode Island Department of Revenue,
+Added: Bally’s Corporation, Bally’s Management Group, LLC, UTGR, LLC, Twin River-Tiverton, LLC, and Bally’s RI
+Added: iCasino, LLC (incorporated by reference to Exhibit 10.48 to the Company’s Annual Report on Form 10-K (File
001-38850) filed on March 15, 2024)
−Removed: Bally’s Corporation 2021 Equity Incentive Plan - Performance Unit Award Agreement (incorporated by reference to Exhibit 10.47 to the Company’s Annual Report on Form 10-K (File No.
+Added: Bally’s Corporation 2021 Equity Incentive Plan - Performance Unit Award Agreement (incorporated by
+Added: reference to Exhibit 10.47 to the Company’s Annual Report on Form 10-K (File No.
001-38850) filed on March
−Removed: Bally’s Corporation 2021 Equity Incentive Plan - Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.48 to the Company’s Annual Report on Form 10-K (File No.
+Added: Bally’s Corporation 2021 Equity Incentive Plan - Restricted Stock Unit Award Agreement (incorporated by
+Added: reference to Exhibit 10.48 to the Company’s Annual Report on Form 10-K (File No.
001-38850) filed on March
−Removed: Note Purchase Agreement, dated February 7, 2025, by and among the Company, the subsidiaries of the Company party thereto as guarantors, Alter Domus (US) LLC as note agent and collateral agent, and the purchasers party thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.
+Added: Description of Exhibit
+Added: Bally’s Corporation Amended and Restated 2021 Equity Incentive Plan (incorporated by reference to Annex A
+Added: to the Company’s Definitive Proxy Statement on Schedule 14A (File No.
+Added: 001-38850) filed on April 4, 2025.
+Added: Note Purchase Agreement, dated February 7, 2025, by and among the Company, the subsidiaries of the
+Added: Company party thereto as guarantors, Alter Domus (US) LLC as note agent and collateral agent, and the
+Added: purchasers party thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-
001-38850) filed on February 13, 2025)
−Removed: Binding Term Sheet, dated as of July 11, 2024, by and among Bally’s Corporation and Gaming and Leisure Properties, Inc.
−Removed: (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.
+Added: Binding Term Sheet, dated as of July 11, 2024, by and among Bally’s Corporation and Gaming and Leisure
+Added: Properties, Inc.
+Added: (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File
001-38850) filed on July 12, 2024)
−Removed: Employment Agreement, dated March 10, 2025, by and between Bally's Corporation and Mira Mircheva (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.
+Added: Employment Agreement, dated March 10, 2025, by and between Bally's Corporation and Mira Mircheva
+Added: (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.
filed on March 11, 2025)
−Removed: I nsider Trading Policy
+Added: Subscription Agreement, dated as of Mary 23, 2025, by and among Bally’s Corporation and The Star
+Added: Entertainment Group Limited (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on
+Added: Form 10-Q (File No.
+Added: 001-38850) filed on August 11, 2025)
+Added: Subordination Deed Poll, dated as of May 23, 2025, by and among Bally’s Corporation and The Star
+Added: Entertainment Group Limited (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on
+Added: Form 10-Q (File No.
+Added: 001-38850) filed on August 11, 2025)
+Added: Binding Term Sheet, dated as of April 7, 2025, by and among Bally’s Corporation and The Star Entertainment
+Added: Group Limited (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File
+Added: 001-38850) filed on April 11, 2025
+Added: Amended and Restated Ground Lease, dated July 17, 2025, by and between Bally’s Chicago Operating
+Added: Company, LLC and GLP Capital, L.P.
+Added: (incorporated by reference to Exhibit 10.20 to the registration statement
+Added: on Form S-1 filed by Bally’s Chicago, Inc.
+Added: 333-283772) on August 5, 2025)
+Added: Development Agreement, date July 17, 2025, by and between Bally’s Chicago Operating Company, LLC and
+Added: GLP Capital, L.P.
+Added: (incorporated by reference to Exhibit 10.21 to the registration statement on Form S-1 filed by
+Added: Bally’s Chicago, Inc.
+Added: 333-283772) on August 5, 2025)
+Added: Bally's Corporation 2021 Equity Incentive Plan - Option Right Award Agreement, dated October 7, 2025, by and
+Added: between Bally's Corporation and Robeson Reeves
+Added: Bally's Corporation 2021 Equity Incentive Plan - Incentive Stock Option Award Agreement, dated October 7,
+Added: 2025, by and between Bally's Corporation and George Papanier
+Added: Amendment No.
+Added: 5 to Employment Agreement, dated October 7, 2025, by and between Bally’s Corporation and
+Added: George Papanier
+Added: Separation Agreement and General Release, dated October 15, 2025, by and between Bally's Corporation and
+Added: Marcus Glover
+Added: Third Amendment to Service Agreement, dated November 1, 2025, by and between Gamesys Group Limited and
+Added: Robeson Reeves
+Added: Employment Agreement, dated January 27, 2026, by and between Bally’s Management Group, LLC, and
+Added: Soohyung Kim (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File
+Added: 001-38850) filed on January 27, 2026)
+Added: Term Loan Credit Agreement, dated February 11, 2026, by and between Bally’s Corporation and Ares Agent
+Added: Services, L.P.
+Added: (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File
+Added: 001-38850) filed on February 17, 2026)
+Added: Description of Exhibit
+Added: Insider Trading Policy (incorporated by reference to Exhibit 19.1 to the Company’s Annual Report on Form 10-
+Added: 001-38850) filed on March 17, 2025)
Schedule of Subsidiaries
2 unchanged sentences
Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
−Removed: Number Description of Exhibit
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: Bally’s Corporation Compensation Clawback Policy (incorporated by reference to Exhibit 97.1 to the Company’s Annual Report on Form 10-K (File No.
+Added: Bally’s Corporation Compensation Clawback Policy (incorporated by reference to Exhibit 97.1 to the
+Added: Company’s Annual Report on Form 10-K (File No.
001-38850) filed on March 15, 2024)
Description of Government Regulations
−Removed: 101.INS Inline XBRL Instance Document - the instance document does not appear in the interactive data file because XBRL tags are embedded within the inline XBRL document
−Removed: 101.SCH Inline XBRL Taxonomy Extension Schema Document
−Removed: 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
−Removed: 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
−Removed: 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document
−Removed: 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
−Removed: 104 The cover page from Bally’s Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024, formatted in inline XBRL contained in Exhibit 101
+Added: Inline XBRL Instance Document - the instance document does not appear in the interactive data file because
+Added: XBRL tags are embedded within the inline XBRL document
+Added: Inline XBRL Taxonomy Extension Schema Document
+Added: Inline XBRL Taxonomy Extension Calculation Linkbase Document
+Added: Inline XBRL Taxonomy Extension Definition Linkbase Document
+Added: Inline XBRL Taxonomy Extension Label Linkbase Document
+Added: Inline XBRL Taxonomy Extension Presentation Linkbase Document
+Added: The cover page from Bally’s Corporation’s Annual Report on Form 10-K for the year ended December 31, 2025 ,
+Added: formatted in inline XBRL contained in Exhibit 101
As permitted under Item 601(a)(5) of Regulation S-K, the exhibits and schedules to this exhibit are omitted from this filing.
3 unchanged sentences
FORM 10-K SUMMARY
−Removed: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on March 17, 2025.
+Added: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this
+Added: report to be signed on its behalf by the undersigned, thereunto duly authorized, on March 23, 2026 .
BALLY’S CORPORATION
−Removed: /s/ MARCUS GLOVER
−Removed: Marcus Glover
+Added: /s/ VLADIMIRA MIRCHEVA
+Added: Vladimira Mircheva
Chief Financial Officer
3 unchanged sentences
(Principal Executive Officer)
−Removed: Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
−Removed: Signature Title Date
+Added: Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following
+Added: persons on behalf of the registrant and in the capacities and on the dates indicated.
/s/ ROBESON M.
−Removed: REEVES President, Chief Executive Officer and Director March 17, 2025
−Removed: Reeves (Principal Executive Officer)
−Removed: /s/ MARCUS GLOVER Chief Financial Officer March 17, 2025
−Removed: Marcus Glover (Principal Financial and Accounting Officer)
−Removed: /s/ SOOHYUNG KIM Chairman March 17, 2025
−Removed: /s/ TERRENCE DOWNEY Director March 17, 2025
−Removed: Terrence Downey
−Removed: /s/ TRACY HARRIS Director March 17, 2025
+Added: President, Chief Executive Officer and Director
+Added: March 23, 2026
+Added: (Principal Executive Officer)
+Added: /s/ VLADIMIRA MIRCHEVA
+Added: Chief Financial Officer
+Added: March 23, 2026
+Added: Vladimira Mircheva
+Added: (Principal Financial and Accounting Officer)
+Added: /s/ SOOHYUNG KIM
+Added: Executive Chairman
+Added: March 23, 2026
+Added: /s/ TRACY HARRIS
+Added: March 23, 2026
/s/ GEORGE T.
−Removed: PAPANIER Director March 17, 2025
+Added: March 23, 2026
/s/ JAYMIN B.
−Removed: PATEL Director March 17, 2025
+Added: March 23, 2026
/s/ JEFFREY W.
−Removed: ROLLINS Director March 17, 2025
−Removed: WILSON Director March 17, 2025
+Added: March 23, 2026
+Added: March 23, 2026
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.