secwatch / observer

Caesars Entertainment, Inc. — fact timeline

Source-grounded facts extracted from Caesars Entertainment, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

CZR Caesars Entertainment, Inc. JSON
Shareholder Votes

Caesars Entertainment, Inc. shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2026-06-09 meeting.

“Proposal 3: Ratification of Appointment of Independent Registered Public Accounting Firm The shareholders approved the ratification of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The number and type of votes cast with respect to the proposal were as follows: Votes For % Voted Votes Against % Voted Abstentions Broker Non-Votes 178,889,019 99.8 % 317,670 0.2 % 93,908 — The foregoing Proposal 3 was approved.”
Shareholder Votes

Caesars Entertainment, Inc. shareholders approved Advisory Vote to Approve Named Executive Officer Compensation at the 2026-06-09 meeting.

“Proposal 2: Advisory Vote to Approve Named Executive Officer Compensation The shareholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers as disclosed in the Company’s Proxy Statement. The number and type of votes cast with respect to the proposal, as well as the number of broker non-votes with respect to the proposal, were as follows: Votes For % Voted Votes Against % Voted Abstentions Broker Non-Votes 134,624,250 85.7 % 22,548,056 14.3 % 80,430 22,047,861 The foregoing Proposal 2 was approved.”
Shareholder Votes

Caesars Entertainment, Inc. shareholders approved Election of Directors at the 2026-06-09 meeting.

“Proposal 1: Election of Directors The shareholders elected the Company’s nominees to the Board. The nominees for election to the Board, the number and type of votes cast with respect to each nominee, as well as the number of broker non-votes with respect to each nominee, were as follows: Nominee Votes For % Voted Votes Against % Voted Abstentions Broker Non-Votes Gary L. Carano 153,654,389 97.7 % 3,541,728 2.3 % 56,619 22,047,861 Bonnie S. Biumi 155,167,075 98.7 % 2,007,368 1.3 % 78,293 22,047,861 Jan Jones Blackhurst 155,078,470 98.7 % 2,097,106 1.3 % 77,160 22,047,861 Frank J. Fahrenkopf, Jr. 138,676,487 88.2 % 18,505,815 11.8 % 70,434 22,047,861 Kim Harris Jones 155,542,635 98.9 % 1,652,800 1.1 % 57,301 22,047,861 Jesse Lynn 156,714,584 99.7 % 479,603 0.3 % 58,549 22,047,861 Courtney R. Mather 156,207,893 99.4 % 987,563 0.6 % 57,280 22,047,861 Ted Papapostolou 151,977,304 96.7 % 5,214,008 3.3 % 61,424 22,047,861 Michael E. Pegram 155,779,341 99.1 % 1,415,744 0.9 % 57,651 22,047,861”
Material Agreements

Caesars Entertainment, Inc. entered into Agreement and Plan of Merger with Fertitta Gaming Holdco, LLC, Empire Merger Sub, Inc., Landry’s Fertitta, LLC, Hospitality Headquarters, Inc. (effective 2026-05-27).

“On May 27, 2026, Caesars Entertainment, Inc., a Delaware corporation (the “ Company ”), Fertitta Gaming Holdco, LLC, a Texas limited liability company (“ Parent ”), Empire Merger Sub, Inc., a Delaware corporation and direct wholly owned subsidiary of Parent (“ Merger Sub ”), Landry’s Fertitta, LLC, a Texas limited liability company (“ Parent Guarantor ”) solely for the purposes of Section 9.14 therein, and Hospitality Headquarters, Inc., a Texas corporation, solely for the purposes of Section 9.14(j) therein, entered into an Agreement and Plan of Merger (the “ Merger Agreement ”)”
Earnings Releases

Caesars Entertainment, Inc. reported first quarter ended March 31, 2026 results: revenue GAAP net revenues of $2.9 billion, net income GAAP net loss of $98 million.

“Caesars Entertainment, Inc., (NASDAQ: CZR) (“Caesars,” “CZR,” “CEI” or the “Company”) today reported operating results for the first quarter ended March 31, 2026. First Quarter 2026 and Recent Highlights: • GAAP net revenues of $2.9 billion versus $2.8 billion for the comparable prior-year period. • GAAP net loss of $98 million compared to a net loss of $115 million for the comparable prior-year period.”
Governance Changes

Caesars Entertainment, Inc.: Amended and restated bylaws primarily to tighten stockholder advance notice deadlines for business proposals and director nominations, expand disclosure requirements, modify indemnification provisions, and incorporate DGCL amendments (effective 2025-07-23).

“On July 23, 2025, the Board of Directors (the “Board”) of Caesars Entertainment, Inc. (the “Company”) approved and adopted Amended and Restated Bylaws of the Company (as so amended and restated, the “Bylaws”). The Bylaws became effective immediately upon approval by the Board.”
Governance Changes

Caesars Entertainment, Inc.: Amended Article II, Section 1 of the Bylaws to increase the maximum size of the Board from 11 to 12 directors (effective 2025-03-17).

“On March 17, 2025, the Board adopted an amendment to the Company’s Amended and Restated Bylaws (the “Bylaws”), effective immediately. The amendment revised Article II, Section 1 of the Bylaws to increase the maximum size of the Board from 11 to 12 directors.”

Rodney Williams departed as Director at Caesars Entertainment, Inc..

“On October 21, 2024, Rodney Williams informed the Executive Chairman of the Board of Directors (the “Board”) of Caesars Entertainment, Inc., a Delaware corporation (the “Company”), that he is resigning from the Board effective immediately.”

Rodney Williams was elected as Director at Caesars Entertainment, Inc..

“On June 28, 2024, the Board of Directors (the “Board”) of Caesars Entertainment, Inc. (the “Company”) increased the size of the Board from ten directors to eleven directors and subsequently elected Rodney Williams to fill the vacancy, effective July 1, 2024, subject to customary regulatory approvals and requirements pending licensure.”
Debt Financings

Caesars Entertainment, Inc. amended term loan of $2.5 billion with JPMorgan Chase Bank, N.A., as administrative agent at Term SOFR plus 2.75% per annum or Base Rate plus 1.75% per annum.

“modified from time to time, the “Credit Agreement”). Among other things, the Amendment reduces the interest rate margins applicable to the Company’s existing approximately $2.5 billion term B loan facility to, at the Company’s option, either (a) a forward-looking term rate based on the secured overnight financing rate for the applicable interest period (“Term”
Material Agreements

Caesars Entertainment, Inc. amended Fourth Amendment to Credit Agreement with the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (effective 2024-05-09).

“On May 9, 2024, Caesars Entertainment, Inc. (the “Company”), a Delaware corporation, entered into a Fourth Amendment to Credit Agreement (the “Amendment”), by and among the Company, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”).”
Earnings Releases

Caesars Entertainment, Inc. reported first quarter ended March 31, 2024 results: revenue $2.7 billion, net income $158 million.

“GAAP net revenues of $2.7 billion versus $2.8 billion for the comparable prior-year period.”

Kim Harris Jones was elected as Director at Caesars Entertainment, Inc..

“the Board of Directors (the “Board”) of Caesars Entertainment, Inc. (the “Company”) increased the size of the Board from nine directors to ten directors and subsequently elected Kim Harris Jones to fill the vacancy, subject to customary regulatory approvals and requirements pending licensure.”
Earnings Releases

Caesars Entertainment, Inc. reported financial results for the quarter and year ended December 31, 2023.

“Attached and incorporated herein by reference as Exhibit 99.1 is a copy of the press release of the Registrant, dated February 20, 2024 , reporting the Registrant’s financial results for the quarter and year ended December 31, 2023.”
Debt Financings

Caesars Entertainment, Inc. incurred term loan of aggregate principal amount of $2.9 billion.

“incurred a senior secured incremental term loan in an aggregate principal amount of $2.9 billion (the “Term B-1 Loan”)”
Debt Financings

Caesars Entertainment, Inc. incurred senior notes of $1.5 billion aggregate principal amount at 6.500% maturing 2032.

“issued $1.5 billion aggregate principal amount of 6.500% Senior Secured Notes due 2032”
Material Agreements

Caesars Entertainment, Inc. entered into Incremental Assumption Agreement No. 3 under Credit Agreement dated July 20, 2020 with Lenders party to Credit Agreement (including JPMorgan) valued at $2,900,000,000 Term B-1 Loan incurred under the Credit Agreement (effective 2024-02-06).

“On February 6, 2024, the Company entered into an Incremental Assumption Agreement No. 3 (the “Incremental Agreement”), whereby it incurred a senior secured incremental term loan in an aggregate principal amount of $2.9 billion (the “Term B-1 Loan”) under its existing Credit Agreement, dated as of July 20, 2020 (as amended, restated, supplemented, waived or otherwise modified from time to time, the “Credit Agreement”), among the Company, the lenders party thereto from time to time, JPMorg”
Material Agreements

Caesars Entertainment, Inc. entered into Indenture for 6.500% Senior Secured Notes due 2032 with U.S. Bank Trust Company, National Association (Trustee), U.S. Bank National Association (Collateral Agent) valued at $1,500,000,000 aggregate principal amount of 6.500% Senior Secured Notes due 2032 (effective 2024-02-06).

“Item 1.01 Entry into a Material Definitive Agreement. 6.500% Senior Secured Notes Due 2032 On February 6, 2024 Caesars Entertainment, Inc. (the “Company,” “Caesars,” “we,” “us,” “our” or similar terms), a Delaware corporation, issued $1.5 billion aggregate principal amount of 6.500% Senior Secured Notes due 2032 (the “Notes”) pursuant to an indenture, dated as of February 6, 2024 (the “Indenture”), among the Company, the Subsidiary Guarantors party thereto, U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and U.S. Bank National Association, as collateral agent (the “Collateral Agent”).”
Earnings Releases

Caesars Entertainment, Inc. reported financial results for the third quarter ended September 30, 2023.

“Attached and incorporated herein by reference as Exhibit 99.1 is a copy of the press release of the Registrant, dated October 31, 2023 , reporting the Registrant’s financial results for the quarter ended September 30, 2023.”
Earnings Releases

Caesars Entertainment, Inc. reported the quarter ended June 30, 2023 results: revenue $2.9 billion, net income $920 million.

“Second Quarter 2023 and Recent Highlights: • GAAP net revenues of $2.9 billion versus $2.8 billion for the comparable prior-year period. • GAAP net income of $920 million compared to net loss of $123 million for the comparable prior-year period,”
Governance Changes

Caesars Entertainment, Inc.: Amended and restated certificate of incorporation to limit liability of certain officers as permitted by Delaware law (effective 2023-06-16).

“On June 16, 2023, Caesars Entertainment, Inc. (the “Company”) filed an amended and restated certificate of incorporation (the “Amended and Restated Certificate of Incorporation”) with the Secretary of State of the State of Delaware.”
Shareholder Votes

Caesars Entertainment, Inc. shareholders rejected Shareholder Proposal Regarding the Company’s Board Matrix at the 2023-06-13 meeting.

“Proposal 6: Consideration of a Shareholder Proposal Regarding the Company’s Board Matrix The number and type of votes cast with respect to the proposal, as well as the number of broker non-votes with respect to the proposal, were as follows: For Against Abstain 34,863,330 148,898,990 1,361,958 Broker non-votes: 10,962,094 The foregoing Proposal 6 was not approved.”
Shareholder Votes

Caesars Entertainment, Inc. shareholders rejected Shareholder Proposal Regarding the Company’s Political Disclosures at the 2023-06-13 meeting.

“Proposal 5: Consideration of a Shareholder Proposal Regarding the Company’s Political Disclosures The number and type of votes cast with respect to the proposal, as well as the number of broker non-votes with respect to the proposal, were as follows: For Against Abstain 75,292,623 104,060,715 5,770,940 Broker non-votes: 10,962,094 The foregoing Proposal 5 was not approved.”
Shareholder Votes

Caesars Entertainment, Inc. shareholders approved Approval and Adoption of an Amendment to the Company’s Certificate of Incorporation to Limit the Liability of Certain Officers and the Amendment and Restatement of the Company’s Certificate of Incorporation to Reflect Such Amendment at the 2023-06-13 meeting.

“Proposal 4: Approval and Adoption of an Amendment to the Company’s Certificate of Incorporation to Limit the Liability of Certain Officers and the Amendment and Restatement of the Company’s Certificate of Incorporation to Reflect Such Amendment The shareholders approved the proposal to amend the Company’s certificate of incorporation to limit the liability of certain officers and the amendment and restatement of the Company’s certificate of incorporation to reflect such amendment. The number and type of votes cast with respect to the proposal, as well as the number of broker non-votes with respect to the proposal, were as follows: For Against Abstain 174,517,174 9,785,883 821,221 Broker non-votes: 10,962,094”
Shareholder Votes

Caesars Entertainment, Inc. shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2023-06-13 meeting.

“Proposal 3: Ratification of Appointment of Independent Registered Public Accounting Firm The shareholders approved the ratification of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The number and type of votes cast with respect to the proposal were as follows: For Against Abstain 195,911,270 78,298 96,804”
Shareholder Votes

Caesars Entertainment, Inc. shareholders approved Advisory Vote to Approve Named Executive Officer Compensation at the 2023-06-13 meeting.

“Proposal 2: Advisory Vote to Approve Named Executive Officer Compensation The shareholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers as disclosed in the Company’s Proxy Statement. The number and type of votes cast with respect to the proposal, as well as the number of broker non-votes with respect to the proposal, were as follows: For Against Abstain 144,468,851 40,537,088 118,339 Broker non-votes: 10,962,094”
Shareholder Votes

Caesars Entertainment, Inc. shareholders approved Election of Directors at the 2023-06-13 meeting.

“Proposal 1: Election of Directors The shareholders elected the Company’s nominees to the Board of Directors of the Company (the “Board”). The nominees for election to the Board, the number and type of votes cast with respect to each nominee, as well as the number of broker non-votes with respect to each nominee, were as follows: Nominee Votes For Votes Withheld Gary L. Carano 181,857,488 3,266,790 Bonnie S. Biumi 184,049,419 1,074,859 Jan Jones Blackhurst 183,701,272 1,423,006 Frank J. Fahrenkopf 140,431,989 44,692,289 Don R. Kornstein 155,898,165 29,226,113 Courtney R. Mather 181,340,179 3,784,099 Michael E. Pegram 181,290,014 3,834,264 Thomas R. Reeg 183,915,770 1,208,508 David P. Tomick 163,283,785 21,840,493 Broker non-votes: 10,962,094 for each of Gary L. Carano, Bonnie S. Biumi, Jan Jones Blackhurst, Frank J. Fahrenkopf, Don R. Kornstein, Courtney R. Mather, Michael E. Pegram, Thomas R. Reeg and David P. Tomick”
Earnings Releases

Caesars Entertainment, Inc. reported the quarter ended March 31, 2023 results: revenue $2.8 billion, net income GAAP net loss of $136 million.

“GAAP net revenues of $2.8 billion versus $2.3 billion for the comparable prior-year period.”
Earnings Releases

Caesars Entertainment, Inc. reported financial results for the quarter and year ended December 31, 2022.

“Attached and incorporated herein by reference as Exhibit 99.1 is a copy of the press release of the Registrant, dated February 21, 2023 , reporting the Registrant’s financial results for the quarter and year ended December 31, 2022.”
Material Agreements

Caesars Entertainment, Inc. terminated CRC Credit Agreement with Caesars Resort Collection, LLC, the other borrowers party thereto from time to time, the lenders party thereto from time to time, Credit Suisse AG, Cayman Islands Branch, as administrative agent, and U.S. Bank National Association, as collateral agent (effective 2023-02-06).

“repay all of the outstanding loans under and terminate as of February 6, 2023 that certain Credit Agreement, dated as of December 22, 2017 (the “CRC Credit Agreement”), among Caesars Resort Collection, LLC (“ CRC ”), the other borrowers party thereto from time to time, the lenders party thereto from time to time, Credit Suisse AG, Cayman Islands Branch, as administrative agent, and U.S. Bank National Association, as collateral agent”
Material Agreements

Caesars Entertainment, Inc. amended Incremental Assumption Agreement No. 2 with the lenders party thereto from time to time, JPMorgan Chase Bank, N.A., as administrative agent, and U.S. Bank National Association, as collateral agent valued at $2.5 billion (effective 2023-02-06).

“On February 6, 2023, the Company entered into an Incremental Assumption Agreement No. 2 (the “ Incremental Agreement ”), whereby it incurred a senior secured incremental term loan in an aggregate principal amount of $2.5 billion (the “ Term B Loan ”) under its existing Credit Agreement, dated as of July 20, 2020 (as amended, restated, supplemented, waived or otherwise modified from time to time, the “ Credit Agreement ”), among the Company, the lenders party thereto from time to time, JPMorgan Chase Bank, N.A., as administrative agent, and U.S. Bank National Association, as collateral agent.”
Material Agreements

Caesars Entertainment, Inc. entered into Indenture with U.S. Bank Trust Company, National Association, as Trustee, and U.S. Bank National Association, as Collateral Agent valued at $2.0 billion (effective 2023-02-06).

“On February 6, 2023, Caesars Entertainment, Inc. (the “ Company ”), a Delaware corporation, issued $2.0 billion aggregate principal amount of 7.000% Senior Secured Notes due 2030 (the “ Notes ”) pursuant to an indenture, dated as of February 6, 2023 (the “ Indenture ”), among the Company, the Subsidiary Guarantors party thereto from time to time, U.S. Bank Trust Company, National Association, as Trustee, and U.S. Bank National Association, as Collateral Agent.”
Earnings Releases

Caesars Entertainment, Inc. reported preliminary financial results for Three Months Ended December 31, 2022.

“Item 2.02 Results of Operations and Financial Condition. Incorporated herein by reference is the information furnished by Caesars Entertainment, Inc. (the "Company") under the heading "Preliminary Operating Results for the Three Months Ended December 31, 2022" in Item 7.01 of its Current Report on Form 8-K, dated January 23, 2023, reporting the Company’s current expectations regarding the range of net revenues, net income (loss) and adjusted EBITDA for the three months ended December 31, 2022, as compared to the same period ended December 31, 2021.”
Earnings Releases

Caesars Entertainment, Inc. reported the third quarter ended September 30, 2022 results: revenue $2.9 billion, net income $52 million.

““CZR,” “CEI” or “the Company”) today reported operating results for the third quarter ended September 30, 2022. Third Quarter 2022 and Recent Highlights: • GAAP net revenues of $2.9 billion versus $2.7 billion for the comparable prior-year period. • GAAP net income of $52 million compared to net loss of $233 million for the comparable prior-year period. • Same-store”

Sandra Douglass Morgan resigned as Director at Caesars Entertainment, Inc..

“On July 15, 2022, Sandra Douglass Morgan informed the Executive Chairman of the Board of Directors (the “Board”) of Caesars Entertainment, Inc., a Delaware corporation (the “Company”), that she is resigning from the Board effective immediately.”

Josh Jones was appointed as Chief Marketing Officer at Caesars Entertainment, Inc..

“The Company also entered into a new executive employment agreement with each of the following executives: Name Position Stephanie Lepori Chief Administrative and Accounting Officer Josh Jones Chief Marketing Officer”

Stephanie Lepori was appointed as Chief Administrative and Accounting Officer at Caesars Entertainment, Inc..

“The Company also entered into a new executive employment agreement with each of the following executives: Name Position Stephanie Lepori Chief Administrative and Accounting Officer Josh Jones Chief Marketing Officer”

Sandra Douglass Morgan was appointed as Director at Caesars Entertainment, Inc..

“On October 22, 2021, Caesars Entertainment, Inc., a Delaware corporation (the “Company”), announced the appointment of Sandra Douglass Morgan to its Board of Directors (the “Board”), effective November 7, 2021.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.