Caesars amends Icahn nomination agreement on share repurchase cap adjustments

Caesars Entertainment, Inc.

Amendment dated May 2, 2025 to the March 17, 2025 Director Appointment and Nomination Agreement with Carl Icahn and affiliates.
If Caesars repurchases shares causing Icahn Group to exceed 5% beneficial ownership, Icahn may reduce stake below 5% without triggering board representation thresholds.
Icahn designees executed new irrevocable resignation letters reflecting the amended terms.
Company must notify Icahn Group within two business days of any share repurchase decreasing outstanding shares by 1% or more.

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