secwatch / observer

PENN Entertainment, Inc. — fact timeline

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

PENN PENN Entertainment, Inc. JSON
Shareholder Votes

PENN Entertainment, Inc. shareholders approved Shareholder proposal regarding annual elections of directors at the 2026-06-16 meeting.

“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”
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.

“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”
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.

“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”
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.

“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”
Shareholder Votes

PENN Entertainment, Inc. shareholders approved Election of Class III Directors at the 2026-06-16 meeting.

“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”
Material Agreements

PENN Entertainment, Inc. amended Amendment with Bank of America, N.A. valued at $962.5 million (effective 2026-05-28).

“On May 28, 2026, PENN Entertainment, Inc. (the “Company”) entered into an amendment (the “Amendment”) to its Second Amended and Restated Credit Agreement, dated as of May 3, 2022 (as amended prior to the effectiveness of the Amendment, the “Existing Credit Agreement” and as further amended by the Amendment, the “Amended Credit Agreement”), by and among the Company, the guarantors party thereto, the lenders party thereto and Bank of America, N.A, as administrative agent and collateral agent.”
Debt Financings

PENN Entertainment, Inc. amended term loan of $962.5 million with Bank of America, N.A, as administrative agent and collateral agent at from 2.50% to 2.00%, in the case of term SOFR loans, and from 1.50% to 1.00%, in maturing May 2033.

“On May 28, 2026, PENN Entertainment, Inc. (the “Company”) entered into an amendment (the “Amendment”) to its Second Amended and Restated Credit Agreement, dated as of May 3, 2022 (as amended prior to the effectiveness of the Amendment, the “Existing Credit Agreement” and as further amended by the Amendment, the “Amended Credit Agreement”), by and among the Company, the guarantors party thereto, the lenders party thereto and Bank of America, N.A, as administrative agent and collateral agent. The Amendment amended the Existing Credit Agreement to, among other things, reprice and extend the term of the Company’s $962.5 million term loan B facility (as so amended, the “Term Loan B Facility”). The Term Loan B Facility will mature in May 2033. The Amendment reduces the interest rate margins applicable to the Term Loan B Facility from 2.50% to 2.00%, in the case of term SOFR loans, and from 1.50% to 1.00%, in the case of base rate loans.”
Earnings Releases

PENN Entertainment, Inc. reported quarter ended March 31, 2026 results: revenue $1,779.1, net income $(2.8), EPS $(0.02).

“Summary of First Quarter Results For the quarter ended March 31, (in millions, except per share data, unaudited) 2026 2025 Revenues $ 1,779.1 $ 1,672.5 Net income (loss) $ (2.8) $ 111.5”
Earnings Releases

PENN Entertainment, Inc. reported three months ended March 31, 2026 results: revenue $1,779.1, net income $(2.8), EPS $(0.02).

“not refinanced as part of this transaction. Summary of First Quarter Results For the quarter ended March 31, (in millions, except per share data, unaudited) 2026 2025 Revenues $ 1,779.1 $ 1,672.5 Net income (loss) $ (2.8) $ 111.5 Consolidated Adjusted EBITDA (1) $ 265.8 $ 173.3 Rent expense associated with triple net operating leases (2) 163.3 155.9 Cash payments”
Debt Financings

PENN Entertainment, Inc. incurred term loan of $446.9 million with Bank of America, N.A. maturing April 2031.

“agent. The Amendment amended the Existing Credit Agreement to, among other things, refinance and extend the term of the Company’s $1.0 billion revolving credit facility and $446.9 million term loan A facility (together, as so amended, the “2026 Facilities”). The 2026 Facilities will mature in April 2031, subject to an earlier springing maturity 91 days inside”
Debt Financings

PENN Entertainment, Inc. incurred revolving credit of $1.0 billion with Bank of America, N.A. maturing April 2031.

“The Amendment amended the Existing Credit Agreement to, among other things, refinance and extend the term of the Company’s $1.0 billion revolving credit facility”
Material Agreements

PENN Entertainment, Inc. amended Amendment with Bank of America, N.A valued at $1.0 billion revolving credit facility and $446.9 million term loan A facility (effective 2026-04-16).

“On April 16, 2026, PENN Entertainment, Inc. (the “Company”) entered into an amendment (the “Amendment”) to its Second Amended and Restated Credit Agreement, dated as of May 3, 2022”
Debt Financings

PENN Entertainment, Inc. incurred senior notes of $600 million with Computershare Trust Company, National Association at 6.750% maturing April 1, 2031.

“On March 16, 2026, PENN Entertainment, Inc. (the "Company") closed a private offering (the "Offering") of $600 million aggregate principal amount of 6.750% senior notes due 2031 (the "Notes").”
Material Agreements

PENN Entertainment, Inc. entered into Indenture with Computershare Trust Company, National Association valued at $600 million 6.750% senior notes due 2031 (effective 2026-03-16).

“On March 16, 2026, PENN Entertainment, Inc. (the “Company”) closed a private offering (the “Offering”) of $600 million aggregate principal amount of 6.750% senior notes due 2031 (the “Notes”). The Notes were issued at par.”
Material Agreements

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

“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”).”
Governance Changes

PENN Entertainment, Inc.: Amended bylaws to incorporate a condition from the Colorado Limited Gaming Control Commission that restricts investors from acquiring control or influence without Commission suitability determination, affecting director nominations and shareholder proposals (effective 2025-12-09).

“the Board of Directors (the “Board”) of the Company on December 9, 2025 approved and adopted, effective as of that date, certain amendments to the Company’s Fifth Amended and Restated Bylaws, as incorporated in the Company’s Sixth Amended and Restated Bylaws (the “Sixth A&R Bylaws”), which reflect this condition with respect to the nomination of directors and shareholder proposals.”

Saul Reibstein departed as Director at PENN Entertainment, Inc..

“Also on April 25, 2025, Barbara Shattuck Kohn and Saul Reibstein notified the Board of their respective decision not to stand for reelection to the Board at the expiration of their respective current term at the Company’s 2025 annual meeting of shareholders”

Barbara Shattuck Kohn departed as Lead Independent Director at PENN Entertainment, Inc..

“Also on April 25, 2025, Barbara Shattuck Kohn and Saul Reibstein notified the Board of their respective decision not to stand for reelection to the Board at the expiration of their respective current term at the Company’s 2025 annual meeting of shareholders”

Ronald J. Naples resigned as Director at PENN Entertainment, Inc..

“On April 25, 2025, Ronald J. Naples resigned from the Board of Directors (the “Board”) of PENN Entertainment, Inc. (the “Company”) effective immediately.”
Governance Changes

PENN Entertainment, Inc.: Amended bylaws to comply with universal proxy rules, requiring evidence of compliance and use of non-white proxy cards by shareholders soliciting proxies (effective 2024-11-11).

“On November 11, 2024, the Board of Directors of PENN Entertainment, Inc. (the “Company”) approved and adopted, effective as of that date, certain amendments to the Company’s Fourth Amended and Restated Bylaws (as amended), which are reflected in the Company’s Fifth Amended and Restated Bylaws (the “Fifth A&R Bylaws”).”
Earnings Releases

PENN Entertainment, Inc. reported three months ended March 31, 2024 results: revenue $1,606.9 million, net income $(114.9) million, EPS $(0.76) per diluted share.

“PENN Entertainment, Inc. (the “Company”) issued a press release announcing the results of operations and financial condition for the three months ended March 31, 2024.”

John Jacquemin was appointed as Director Emeritus at PENN Entertainment, Inc..

“appointed Mr. Jacquemin to serve as a director emeritus, effective from the expiration of his term as a director at the 2024 Annual Meeting until January 3, 2025.”

John Jacquemin departed as Director (Class I) at PENN Entertainment, Inc..

“On April 17, 2024, John Jacquemin notified the Board of Directors (the “Board”) of PENN Entertainment, Inc. (the “Company”) of his decision not to stand for reelection to the Board at the expiration of his current term at the Company’s 2024 annual meeting of stockholders (the “2024 Annual Meeting”).”

Anuj Dhanda was elected as Class I director at PENN Entertainment, Inc..

“the Board of Directors (the “Board”) of PENN Entertainment, Inc. (the “Company”) increased the size of the Board from nine directors to ten directors and subsequently elected Anuj Dhanda to fill the vacancy”
Earnings Releases

PENN Entertainment, Inc. reported for the three months and year ended December 31, 2023 results: revenue $1,395.4, net income $(358.8), EPS $(2.37).

“may not be reasonably predicted. 2 Summary of Fourth Quarter Results For the three months ended December 31, (in millions, except per share data, unaudited) 2023 2022 Revenues $ 1,395.4 $ 1,585.6 Net income (loss) $ (358.8) $ 20.8 Adjusted EBITDA (1) $ (39.6) $ 438.3 Rent expense associated with triple net operating leases (2) 152.1 30.0 Adjusted EBITDAR (1) $”

Felicia Hendrix was appointed as Principal Accounting Officer at PENN Entertainment, Inc..

“On December 20, 2023, the Board of Directors (the “Board”) of PENN Entertainment, Inc. (the “Company”) appointed Felicia Hendrix, the Company’s Executive Vice President and Chief Financial Officer and principal financial officer, as the Company’s principal accounting officer, effective as of February 25, 2024.”
Earnings Releases

PENN Entertainment, Inc. reported financial results for the three months ended September 30, 2023.

“On November 2, 2023, PENN Entertainment, Inc. (the “Company”), issued a press release announcing the results of operations and financial condition for the three months ended September 30, 2023.”
Auditor Changes

PENN Entertainment, Inc. dismissed Deloitte and Touche, LLP as its auditor.

“on September 26, 2023, the Committee approved the dismissal of Deloitte as the Company’s independent registered public accounting firm”
Auditor Changes

PENN Entertainment, Inc. engaged PricewaterhouseCoopers LLP as its auditor.

“on September 26, 2023, the Committee approved the appointment of PricewaterhouseCoopers LLP ("PwC") as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024”
Earnings Releases

PENN Entertainment, Inc. reported three months ended June 30, 2023 results: revenue $1,674.8, net income $78.1, EPS $0.48.

“For the three months ended June 30, (in millions, except per share data, unaudited) 2023 2022 Revenues $ 1,674.8 $ 1,626.9 Net income $ 78.1 $ 26.1 Adjusted EBITDA (1) $ 330.4 $ 476.5 Rent expense associated with triple net operating leases (2) 146.4 28.0 Adjusted EBITDAR (1) $ 476.8 $ 504.5 Payments to our REIT Landlords under Triple Net Leases (3) $ 234.2 $ 231.8 Diluted earnings per common share $ 0.48 $ 0.15”
Shareholder Votes

PENN Entertainment, Inc. shareholders approved Approval of amendment to 2022 Long Term Incentive Compensation Plan to increase authorized shares at the 2023-06-06 meeting.

“5. The results of the vote to approve the amendment to the Company’s 2022 Long Term Incentive Compensation Plan to increase the number of authorized shares were as follows: Votes FOR Votes AGAINST Abstentions Broker Non-Votes 85,087,760 22,706,814 206,287 18,927,322”
Shareholder Votes

PENN Entertainment, Inc. shareholders approved Advisory vote on the frequency of shareholder advisory votes on executive compensation at the 2023-06-06 meeting.

“4. The results of the advisory vote on the frequency of the shareholder advisory vote to approve executive compensation paid to the Company’s named executive officers were as follows: One Year Two Years Three Years Abstentions Broker Non-Votes 106,064,769 107,639 1,658,741 169,712 18,927,322”
Shareholder Votes

PENN Entertainment, Inc. shareholders approved Advisory vote on executive compensation of the Company's Named Executive Officers for 2022 at the 2023-06-06 meeting.

“3. The results of the advisory vote on executive compensation of the Company’s Named Executive Officers for the 2022 fiscal year were as follows: Votes FOR Votes AGAINST Abstentions Broker Non-Votes 97,134,462 10,705,026 161,373 18,927,322”
Shareholder Votes

PENN Entertainment, Inc. shareholders approved Ratification of appointment of Deloitte & Touche LLP as independent registered public accounting firm at the 2023-06-06 meeting.

“2. The results of the vote to ratify the appointment of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for the 2023 fiscal year were as follows: Votes FOR Votes AGAINST Abstentions Broker Non-Votes 126,571,979 246,222 109,982 0”
Shareholder Votes

PENN Entertainment, Inc. shareholders approved Election of Class III Directors at the 2023-06-06 meeting.

“1. The following Class III Director nominees were elected to the Company’s Board of Directors to serve until the 2026 Annual Meeting of Shareholders. The votes cast for each nominee were as follows: Director Votes FOR Votes WITHHELD Broker Non-Votes Vimla Black-Gupta 105,651,971 2,348,890 18,927,322 Marla Kaplowitz 102,368,626 5,632,235 18,927,322 Jane Scaccetti 106,473,681 1,527,180 18,927,322 Jay Snowden 105,417,500 2,583,361 18,927,322”
Earnings Releases

PENN Entertainment, Inc. reported three months ended March 31, 2023 results: revenue $1.67 billion, net income $514.4 million. Guidance reaffirmed.

“Inc. (“PENN” or the “Company”) (Nasdaq: PENN) today reported financial results for the three months ended March 31, 2023. 2023 First Quarter Highlights: • Revenues of $1.67 billion, an increase of 7.0% year-over-year; • Net income of $514.4 million and net income margin of 30.7%, as compared to net income of $51.6 million and net income margin of 3.3% in”
Earnings Releases

PENN Entertainment, Inc. reported 2023 results: revenue $6.15 billion to $6.58 billion. Guidance initiated.

“For 2023, we are guiding to a revenue range of $6.15 billion to $6.58 billion and an Adjusted EBITDAR range of $1.875 billion to $2.0 billion”
Earnings Releases

PENN Entertainment, Inc. reported the three months and year ended December 31, 2022 results: revenue $1.6 billion, net income $20.8 million. Guidance initiated.

“(“PENN” or the “Company”) (Nasdaq: PENN) today reported financial results for the three months and year ended December 31, 2022. 2022 Fourth Quarter Highlights: • Revenues of $1.6 billion, an increase of 0.8% year-over-year; • Net income of $20.8 million and net income margin of 1.3%, as compared to net income of $44.8 million and net income margin of 2.8% in the”
Earnings Releases

PENN Entertainment, Inc. reported three and nine months ended September 30, 2022 results: revenue $1.6 billion, net income $123.2 million. Guidance reaffirmed.

“(“PENN” or the “Company”) (Nasdaq: PENN) today reported financial results for the three and nine months ended September 30, 2022. 2022 Third Quarter Highlights: • Revenues of $1.6 billion, an increase of 7.5% year-over-year; • Net income of $123.2 million and net income margin of 7.6%, as compared to net income of $86.1 million and net income margin of 5.7% in the”

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.