Gary L. Carano - 27 Jan 2023 Form 4 Insider Report for Caesars Entertainment, Inc. (CZR)

Role: Exec. Chairman of the Board, Director
Signature: /s/ Jill Eaton by power of attorney
Issuer symbol: CZR
Transactions as of: 27 Jan 2023
Net transactions value: -$169,273
Form type: 4
Filing time: 31 Jan 2023, 19:05:50 UTC
Previous filing: 26 Jan 2023
Next filing: 21 Aug 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CZR	Common Stock	Options Exercise	$0	+1,497	+0.6%	$0.000000	251,261	29 Jan 2023	Direct
transaction	CZR	Common Stock	Tax liability	$29,866	-590	-0.23%	$50.62	250,671	30 Jan 2023	Direct
transaction	CZR	Common Stock	Options Exercise	$0	+6,998	+2.8%	$0.000000	257,669	29 Jan 2023	Direct
transaction	CZR	Common Stock	Tax liability	$139,407	-2,754	-1.1%	$50.62	254,915	30 Jan 2023	Direct
holding	CZR	Common Stock						8,604,325	27 Jan 2023	See Footnote	F1
holding	CZR	Common Stock						40,000	27 Jan 2023	By Spouse
holding	CZR	Common Stock						20,000	27 Jan 2023	By Trust

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	+8,136		$0.000000	8,136	27 Jan 2023	Common Stock	8,136		Direct	F2, F3
transaction	CZR	Restricted Stock Unit	Options Exercise	$0	-1,497	-33%	$0.000000	2,995	29 Jan 2023	Common Stock	1,497		Direct	F2, F4
transaction	CZR	Restricted Stock Unit	Options Exercise	$0	-6,998	-50%	$0.000000	6,998	29 Jan 2023	Common Stock	6,998		Direct	F2, F5

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

Explanation of Responses:

Id	Content
F1	These shares are owned directly by Recreational Enterprises, Inc. (REI). The reporting person has a direct ownership interest in REI and an indirect ownership interest in REI through the Gary L. Carano S Corporation Trust ("S Corporation Trust") and the Gary L. Carano Qualified S Corporation Trust. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
F2	Restricted stock units convert into common stock on a one-for-one basis.
F3	Restricted stock units were granted on January 27, 2023, pursuant to the Amended and Restated 2015 Equity Incentive Plan and will vest in equal installments on each of January 29, 2024, January 29, 2025, and January 29, 2026.
F4	Restricted stock units were granted on January 28, 2022, pursuant to the Amended and Restated 2015 Equity Incentive Plan and this installment vested on January 29, 2023.
F5	Restricted stock units were granted on January 29, 2021, pursuant to the Amended and Restated 2015 Equity Incentive Plan and this installment vested on January 29, 2023.