Everi Holdings Inc 2024年度报告

Dear Stockholder: On behalf of the Board of Directors and officers of Everi Holdings Inc. (“we,” “us,” “our,” “Everi,” or the“Company”), we are pleased to invite you to attend our 2025 Annual Meeting of Stockholders. The meeting will beheld at Everi’s headquarters located at 7250 South Tenaya Way, Suite 100, Las Vegas, Nevada 89113, onWednesday, May 21, 2025 at 9:00 a.m. Pacific Time (the “Annual Meeting”). At the Annual Meeting, you will be asked to: The accompanying Proxy Statement provides a detailed description of these proposals and other information thatyou should read and consider before voting. Your vote is very important to us. Regardless of whether you expect to attend the Annual Meeting in person,please submit your proxy or voting instructions over the Internet, telephone, or by mail as soon as possible so thatyour shares are represented at the Annual Meeting and your vote is properly recorded. If you decide to attend theAnnual Meeting, you will be able to vote in person, even if you previously submitted your proxy. If you have any questions concerning the Annual Meeting, and you are the stockholder of record of your shares,please contact our Vice President, Investor Relations, Jennifer Hills, at jennifer.hills@everi.com or (702) 676-9513.If your shares are held by a broker or other nominee, please contact your broker or other nominee for questionsconcerning the Annual Meeting. Your Board brings executive, financial, and strategic leadership together with a wide range of complementary skillsand backgrounds relative to the Company’s industry, to assist management in continuing to drive success. TheBoard remains diligent and highly focused on our people, sustainable growth, and performance. On behalf of theBoard of Directors and our employees, we thank you for your past and ongoing support of the Company. Sincerely, /s/ Randy L. Taylor Randy L. TaylorPresident and Chief Executive Officer & Director NOTICE OF 2025 ANNUAL MEETING OF STOCKHOLDERS To Our Stockholders: You are cordially invited to attend the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of EveriHoldings Inc., at which stockholders will vote on the following proposals listed below. Your vote is very importantto us. Regardless of whether you expect to attend the Annual Meeting in person, please submit your proxy orvoting instructions over the Internet, telephone, or by mail as soon as possible so that your shares are representedat the Annual Meeting and your vote is properly recorded. If you decide to attend the Annual Meeting, you will beable to vote in person, even if you previously submitted your proxy. Record DateStockholders of record as of the close of business on April 4, 2025 will be entitled to notice of, and to vote at, the Annual Meeting, or anyadjournment or postponement thereof.Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to be Held on May 21, 2025.Our ProxyStatement is attached. Financial and other information concerning Everi Holdings Inc. is contained in our Annual Report to Stockholders forthe fiscal year ended December 31, 2024 (the “2024 Annual Report”). A complete set of proxy materials relating to our Annual Meeting isavailable on the Internet. These materials, consisting of the Notice of 2025 Annual Meeting of Stockholders, Proxy Statement, Proxy Card,and 2024 Annual Report are available and may be viewed at www.proxyvote.com. This Notice of Annual Meeting and the accompanying Proxy Statement are first being made available to ourstockholders on April 18, 2025. By Order of the Board of Directors, /s/ Kate C. Lowenhar-Fisher Kate C. Lowenhar-FisherExecutive Vice President, Chief Legal Officer – General Counseland Corporate Secretary April 18, 2025 PROXY STATEMENT SUMMARY 2025 Annual Meeting of Stockholders How to Vote Stockholders will also transact any other business that properly comes before the meeting. General This Proxy Statement is being furnished in connection with the solicitation of proxies by the Board of Directors (the“Board”) of Everi Holdings Inc. (“we,” “us,” “Everi,” or the “Company”) for use at the 2025 Annual Meeting ofStockholders (the “Annual Meeting”) and at any adjournment or postponement thereof. On or about April 18,2025, we will begin distributing to each stockholder entitled to vote at the 2025 Annual Meeting of Stockholdersthis Proxy Statement, the Notice of 2025 Annual Meeting of Stockholders, a proxy card or voting instruction form,and our 2024 Annual Report. Shares represented by a properly executed proxy will be voted in accordance withthe instructions provided by the stockholder. This summary highlights information contained elsewhere in thisProxy Statement; however, it does not contain all the information you should consider. You should read the entireProxy Statement before casting your vote. Additional information, including “FREQUENTLY ASKED QUESTIONS” about this Proxy Statement, the AnnualMeeting, and