SEC Form 4 · accession 0001179110-16-021686

PENN Entertainment, Inc. · PENN

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).

Reporting owner

Director

Period of report

Mar 13, 2016

Accepted (ET)

Mar 15, 2016 · 5:32 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000921738

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Mar 13, 2016	M	6,542	—	A	194,662	D
Common Stock	Mar 13, 2016	D	6,542	$14.58	D	188,120	D
Common Stock^F2,F3	holding	—	—		—	6,378,341	I	By Trusts

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Phantom Stock Unit^F1	—	Mar 13, 2016	M	6,542	D	—	—	Common Stock	6,542	13,084	D

F1The recipient receives a cash payment for each phantom stock unit equal to the fair market value on the vesting date of one share of the Company's common stock. Of the original award of phantom stock units, 6,542 units vested on March 13, 2016. The remaining phantom stock units will vest as follows: 6,542 units on March 13, 2017 and 6,542 on March 13, 2018.
F2Includes 365,212 shares owned by a residuary trust for the benefit of Peter D. Carlino and Peter D. Carlino's children. The reporting person is a trustee of the residuary trust with shared voting and investment power. The reporting person disclaims beneficial ownership of the shares owned by the residuary trust, except to the extent to of his pecuniary interest therein, and this report should not be deemed an admission the reporting person is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
F3Includes 6,013,129 shares held by the Carlino Family Trust, as to which Peter M. Carlino has sole voting power for certain matters. The reporting person disclaims beneficial ownership of the shares owned by the trust, except to the extent to of his pecuniary interest therein, and this report should 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.