Thomas Reeg - Feb 25, 2022 Form 4 Insider Report for Caesars Entertainment, Inc. (CZR)

Role: Chief Executive Officer, Director
Signature: /s/ Jill Eaton by power of attorney
Stock symbol: CZR
Transactions as of: Feb 25, 2022
Transactions value $: $0
Form type: 4
Date filed: 2/28/2022, 08:52 PM
Previous filing: Feb 25, 2022
Next filing: Mar 8, 2022

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	CZR	Restricted Stock Unit	Award	$0	+225K		$0.00	225K	Feb 25, 2022	Common Stock	225K		Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	Restricted stock units convert into common stock on a one-for-one basis.
F2	Restricted stock units were granted on February 25, 2022 pursuant to the Amended and Restated 2015 Equity Incentive Plan and will vest upon the Issuers stock price achieving certain Company Stock Price (as defined below) hurdles as follows: (a) 22.2% vests if the Company Stock Price exceeds $125 per share, (b) 33.3% vests if the Company Stock Price exceeds $150 per share, and (c) 44.5% vests if the Company Stock Price exceeds $175 per share. For purposes of this Form 4, Company Stock Price means the trailing average closing stock price of the Issuers common stock measured over any consecutive twenty (20) calendar day period.

Content

Restricted stock units convert into common stock on a one-for-one basis.

Restricted stock units were granted on February 25, 2022 pursuant to the Amended and Restated 2015 Equity Incentive Plan and will vest upon the Issuers stock price achieving certain Company Stock Price (as defined below) hurdles as follows: (a) 22.2% vests if the Company Stock Price exceeds $125 per share, (b) 33.3% vests if the Company Stock Price exceeds $150 per share, and (c) 44.5% vests if the Company Stock Price exceeds $175 per share. For purposes of this Form 4, Company Stock Price means the trailing average closing stock price of the Issuers common stock measured over any consecutive twenty (20) calendar day period.