SEC Form 4 · accession 0000858339-18-000024
CAESARS ENTERTAINMENT Corp · CZR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark P Frissora
Officer — President and CEO · Director
Period of report
Feb 5, 2018
Accepted (ET)
Feb 7, 2018 · 8:54 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000858339
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3,F4 | Feb 5, 2018 | F | 12,145 | $13.25 | D | 1,945,370 | D | |
| Common StockF1 | holding | — | — | — | 385,070 | D | ||
| Common StockF2 | holding | — | — | — | 1,900 | I | by daughter |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee stock option (right to buy)F5,F6 | $9.45 | Feb 5, 2018 | A | 50,000 | A | — | Feb 5, 2025 | Common Stock | 50,000 | 250,000 | D |
Explanation of responses
- F1Represents shares held in a trust.
- F2The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
- F3Withholding of shares by the Company for tax withholding purposes related to the vesting of previously awarded Restricted Stock Units that vested on 02/05/2018.
- F4Includes shares of Common Stock beneficially owned and unvested RSUs previously granted and reported.
- F5On February 5, 2015, the reporting person was awarded performance-based options to purchase 200,000 shares of common stock at a 5% EBITDA performance target. The option vests in four equal installments based on the Registrant's satisfaction of the performance criteria for each of the fiscal years ending December 31, 2015, 2016, 2017, and 2018. The performance criteria in 2017 for the 5% target was met and approved for vesting as of February 5, 2018 of a total of 50,000 shares .
- F6Options are exercisable as of February 5, 2018.