---
schema_version: "secwatch.filing_event.v1"
accession: "0001140361-26-025759"
form_type: "8-K"
ticker: "PENN"
cik: "0000921738"
company_name: "PENN Entertainment, Inc."
filed_at: "2026-06-18T20:15:48+00:00"
generated_at: "2026-06-18T20:24:57.286141+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.15
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# PENN Entertainment holds 2026 annual meeting; all director nominees and proposals approved

## Summary
- Shareholders elected Class III directors Marla Kaplowitz, Jane Scaccetti, Fabio Schiavolin, and Jay Snowden.
- Ratification of PwC as auditor for FY2026 passed with 115.9M for vs 276k against.
- Advisory say-on-pay vote passed with 90.1M for (87.6% of votes cast).
- Amendment to 2022 LTIP approved with 81.7M for (79.4% of votes cast).
- Shareholder proposal for annual elections of directors passed with 82.4M for (80.1% of votes cast).

## SEC filing metadata
- accession: 0001140361-26-025759
- form_type: 8-K
- ticker: PENN
- cik: 0000921738
- company_name: PENN Entertainment, Inc.
- filed_at: 2026-06-18T20:15:48+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.15
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/921738/000114036126025759/0001140361-26-025759-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/921738/000114036126025759/ef20076371_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001140361-26-025759
- JSON: https://secwatch.observer/filing/0001140361-26-025759.json
- Plain text: https://secwatch.observer/filing/0001140361-26-025759.txt

## Key facts
- Shareholder Votes
  PENN Entertainment, Inc. shareholders approved Election of Class III Directors at the 2026-06-16 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2026-06-16
  source text: 1. The following Class III Director nominees were elected to the Company’s Board of Directors (the “Board”) to serve until the 2029 Annual Meeting of Shareholders and until their respective successors are duly elected and qualified. The votes cast for each nominee were as follows: Director Votes FOR Votes WITHHELD Broker Non-Votes Marla Kaplowitz 89,774,779 13,297,143 13,306,314 Jane Scaccetti 92,971,444 10,100,478 13,306,314 Fabio Schiavolin 102,312,318 759,604 13,306,314 Jay Snowden 99,755,630 3,316,292 13,306,314
  evidence_url: https://www.sec.gov/Archives/edgar/data/921738/000114036126025759/0001140361-26-025759-index.htm
- Shareholder Votes
  PENN Entertainment, Inc. shareholders approved Approval of third amendment to the Company’s 2022 Long-Term Incentive Compensation Plan at the 2026-06-16 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2026-06-16
  source text: 4. The results of the vote to approve the third amendment to the Company’s 2022 Long-Term Incentive Compensation Plan were as follows: Votes FOR Votes AGAINST Abstentions Broker Non-Votes 81,706,683 21,249,317 115,922 13,306,314
  evidence_url: https://www.sec.gov/Archives/edgar/data/921738/000114036126025759/0001140361-26-025759-index.htm
- Shareholder Votes
  PENN Entertainment, Inc. shareholders approved Shareholder proposal regarding annual elections of directors at the 2026-06-16 meeting.
  - Outcome: passed
  - Meeting: 2026-06-16
  source text: 5. The results of the advisory vote to approve the shareholder proposal regarding the annual elections of directors were as follows: Votes FOR Votes AGAINST Abstentions Broker Non-Votes 82,389,215 20,495,322 187,385 13,306,314
  evidence_url: https://www.sec.gov/Archives/edgar/data/921738/000114036126025759/0001140361-26-025759-index.htm
- Shareholder Votes
  PENN Entertainment, Inc. shareholders approved Ratification of appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for 2026 fiscal year at the 2026-06-16 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2026-06-16
  source text: 2. The results of the vote to ratify the appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for the 2026 fiscal year were as follows: Votes FOR Votes AGAINST Abstentions Broker Non-Votes 115,909,227 276,451 192,558 0
  evidence_url: https://www.sec.gov/Archives/edgar/data/921738/000114036126025759/0001140361-26-025759-index.htm
- Shareholder Votes
  PENN Entertainment, Inc. shareholders approved Advisory vote on executive compensation of Named Executive Officers for 2025 fiscal year at the 2026-06-16 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2026-06-16
  source text: 3. The results of the advisory vote on executive compensation of the Company’s Named Executive Officers for the 2025 fiscal year were as follows: Votes FOR Votes AGAINST Abstentions Broker Non-Votes 90,146,492 12,778,578 146,852 13,306,314
  evidence_url: https://www.sec.gov/Archives/edgar/data/921738/000114036126025759/0001140361-26-025759-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.