Todd George - 28 Feb 2023 Form 4 Insider Report for PENN Entertainment, Inc. (PENN)

Role: EVP, Operations
Signature: /s/ Harper Ko, Attorney-In-Fact for Todd George
Issuer symbol: PENN
Transactions as of: 28 Feb 2023
Net transactions value: -$580,178
Form type: 4
Filing time: 02 Mar 2023, 18:00:12 UTC
Previous filing: 05 Jan 2023
Next filing: 10 Mar 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PENN	Common Stock	Disposed to Issuer	$0	-18	-0.04%	$0.000000	40,694	28 Feb 2023	Direct	F1
transaction	PENN	Common Stock	Disposed to Issuer	$0	-10	-0.02%	$0.000000	40,684	28 Feb 2023	Direct	F2
transaction	PENN	Common Stock	Award	$0	+6,672	+16%	$0.000000	47,356	28 Feb 2023	Direct	F3
transaction	PENN	Common Stock	Options Exercise		+19,275	+41%		66,631	28 Feb 2023	Direct	F4
transaction	PENN	Common Stock	Disposed to Issuer	$580,178	-19,275	-29%	$30.10	47,356	28 Feb 2023	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	PENN	Phantom Sock Units	Award		+4,805	+33%		19,275	28 Feb 2023	Common Stock	4,805		Direct	F5, F6
transaction	PENN	Phantom Sock Units	Options Exercise		-19,275	-100%		0	28 Feb 2023	Common Stock	19,275		Direct	F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Reflects an adjustment to the restricted stock credited to the Reporting Person underlying a performance shares award, granted in 2020 and initially reported at target, for actual achievement of the third year's performance goal.
F2	Reflects an adjustment to the restricted stock credited to the Reporting Person underlying a performance shares award, granted in 2021 and initially reported at target, for actual achievement of the second year's performance goal.
F3	Restricted stock credited to the Reporting Person from a performance unit award granted in 2022 due to the achievement of the first year's performance goal.
F4	The Reporting Person 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.
F5	Phantom stock units credited to the Reporting Person from a performance unit award granted in 2020 due to the achievement of the third year's performance goal.
F6	Reflects the total phantom stock units credited to the Reporting Person from a performance shares award granted in 2020 that vested in three annual tranches and cash-settled upon the vesting of the third tranche.