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

Role: EVP, Operations
Signature: /s/ Harper Ko, Attorney-In-Fact for Todd George
Stock symbol: PENN
Transactions as of: Feb 28, 2023
Transactions value $: -$580,178
Form type: 4
Date filed: 3/2/2023, 06:00 PM
Previous filing: Jan 5, 2023
Next filing: Mar 10, 2023

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%	$0.00	40.7K	Feb 28, 2023	Direct	F1
transaction	PENN	Common Stock	Disposed to Issuer	$0	-10	-0.02%	$0.00	40.7K	Feb 28, 2023	Direct	F2
transaction	PENN	Common Stock	Award	$0	+6.67K	+16.4%	$0.00	47.4K	Feb 28, 2023	Direct	F3
transaction	PENN	Common Stock	Options Exercise		+19.3K	+40.7%		66.6K	Feb 28, 2023	Direct	F4
transaction	PENN	Common Stock	Disposed to Issuer	-$580K	-19.3K	-28.93%	$30.10	47.4K	Feb 28, 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		+4.81K	+33.21%		19.3K	Feb 28, 2023	Common Stock	4.81K		Direct	F5, F6
transaction	PENN	Phantom Sock Units	Options Exercise		-19.3K	-100%		0	Feb 28, 2023	Common Stock	19.3K		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.