PENN appoints Ace, Fox, Schiavolin as directors; settles activist HG Vora

PENN Entertainment, Inc.

Appoints Heather Ace, Jeffrey Fox, and Fabio Schiavolin as independent directors effective Feb 22, 2026.
Board size increased from 8 to 11; Class II directors expanded from 2 to 4, Class III from 3 to 4.
Enters cooperation agreement with activist HG Vora; standstill through 45 days before 2028 annual meeting deadline.
HG Vora agreed to customary voting and standstill restrictions; non-disparagement obligations included.
New directors bring experience in global gaming, technology, finance, and human resources.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

PENN Entertainment, Inc. entered into Cooperation Agreement with HG Vora Capital Management, LLC and certain related parties (collectively, "HG Vora") (effective 2026-02-22).

Action: entry
Counterparty: HG Vora Capital Management, LLC and certain related parties (collectively, "HG Vora")
Effective: 2026-02-22

Exact text from the filing

On February 22, 2026, PENN Entertainment, Inc. (the “Company”) entered into a cooperation agreement (the “Cooperation Agreement”) with HG Vora Capital Management, LLC and certain related parties (collectively, “HG Vora”).

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PENN Entertainment, Inc. filing history →

Source: SEC EDGAR

accession 0001104659-26-018332

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