Christopher Byron Rogers - Jan 3, 2024 Form 4 Insider Report for PENN Entertainment, Inc. (PENN)

Role: EVP and Chief Strategy Officer
Signature: /s/ Joshua Sidworth, Attorney-in-Fact for Christopher Byron Rogers
Stock symbol: PENN
Transactions as of: Jan 3, 2024
Transactions value $: -$26,836
Form type: 4
Date filed: 1/5/2024, 04:47 PM
Previous filing: Sep 26, 2023
Next filing: Mar 4, 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PENN	Common Stock	Options Exercise	$99.7K	+7.07K	+25.12%	$14.10	35.2K	Jan 3, 2024	Direct
transaction	PENN	Common Stock	Sale	-$127K	-5.02K	-14.24%	$25.23	30.2K	Jan 3, 2024	Direct	F1, F2

Showing 1 to 2 of 2 entries

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	Stock Options (Rightto Buy)	Options Exercise	$0	-7.07K	-100%	$0.00^*	0	Jan 3, 2024	Common Stock	7.07K	$14.10	Direct	F3
transaction	PENN	Stock Options (Rightto Buy)	Award	$0	+94.9K		$0.00	94.9K	Jan 3, 2024	Common Stock	94.9K	$25.95	Direct	F4

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

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id	Content
F1	The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person. The stock options exercised by the reporting person on January 3, 2024 were scheduled to expire on January 4, 2024. This was a broker-assisted cashless exercise and hold transaction and therefore the proceeds from the sales were used solely to pay the exercise price, cover withholding taxes and pay broker fees and commissions.
F2	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.78 to $25.26, inclusive. The reporting person undertakes to provide to Penn Entertainment, Inc., any security holder of Penn Entertainment, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (2) to this Form 4.
F3	The stock options vested in four annual installments beginning on January 4, 2018.
F4	The stock options vest in four equal annual installments beginning on January 3, 2025.