HG Vora Capital Management, LLC, a stakeholder in PENN Entertainment Inc., has raised concerns over the recent actions of PENN's Board of Directors ahead of the company's 2025 Annual Meeting of Shareholders. The Board's decision to reduce the number of director seats up for election from three to two has been criticized by HG Vora as a breach of fiduciary duties. HG Vora argues that this move undermines shareholders' rights to elect directors of their choice. In response, HG Vora has nominated three candidates, including William Clifford, Johnny Hartnett, and Carlos Ruisanchez, for the Board, emphasizing the potential value that Mr. Clifford could bring. The situation follows a previous instance in 2024 where PENN was accused of violating Pennsylvania law concerning director elections. The upcoming shareholder meeting is expected to address these issues as HG Vora continues to advocate for changes aimed at improving accountability and oversight within the company.