PENN Entertainment Files 8-K with Bylaw Amendments

Ticker: PENN · Form: 8-K · Filed: Dec 10, 2025 · CIK: 921738

Sentiment: neutral

Topics: corporate-governance, filing, financials

Related Tickers: PENN

TL;DR

PENN Entertainment filed an 8-K on Dec 9, 2025, for bylaw changes & financials.

AI Summary

PENN Entertainment, Inc. filed an 8-K on December 10, 2025, reporting events as of December 9, 2025. The filing indicates amendments to its Articles of Incorporation or Bylaws and includes financial statements and exhibits. The company, formerly PENN National Gaming Inc., is incorporated in Pennsylvania and has its principal executive offices in Wyomissing, PA.

Why It Matters

This filing signals potential changes in PENN Entertainment's corporate governance or financial reporting structure, which could impact how the company operates and is regulated.

Risk Assessment

Risk Level: low — The filing is a routine corporate disclosure and does not appear to contain any immediate negative financial or operational news.

Key Players & Entities

FAQ

What specific amendments were made to PENN Entertainment's Articles of Incorporation or Bylaws?

The filing indicates that amendments were made, but the specific details of these amendments are not provided in the summary information of the 8-K.

What is the significance of filing financial statements and exhibits with this 8-K?

Filing financial statements and exhibits suggests that there are financial events or disclosures that the company is required to report under SEC regulations.

When was PENN Entertainment previously known as PENN National Gaming Inc. and when did the name change occur?

The company was formerly known as PENN National Gaming Inc., and the date of the name change was April 15, 1994.

What is the primary business address of PENN Entertainment, Inc.?

The principal executive office address is 825 Berkshire Blvd., Suite 200, Wyomissing, PA 19610.

What is the Commission File Number for PENN Entertainment, Inc.?

The SEC file number for PENN Entertainment, Inc. is 000-24206.

Filing Stats: 687 words · 3 min read · ~2 pages · Grade level 11.4 · Accepted 2025-12-10 16:25:59

Key Financial Figures

Filing Documents

03. Amendment to Articles of Incorporation or Bylaws

Item 5.03. Amendment to Articles of Incorporation or Bylaws On November 20, 2025, the Colorado Limited Gaming Control Commission (the "Commission") added the following condition to the Colorado gaming license held by Ameristar Casino Black Hawk, LLC, a subsidiary of PENN Entertainment, Inc. (the "Company"): As a condition for licensure in accordance with C.R.S. 44-30-506, Ameristar and its parent company, PENN Entertainment, Inc. (Penn), shall not permit an investor, who may or may not have claimed passivity previously, to acquire, assume, or exercise any control and/or influence over Penn and/or Ameristar, unless and until the Commission has determined that the investor is found suitable in accordance with the Gaming Act (Article 30 of Title 44, C.R.S.) and the Commission's limited gaming regulations in 1 C.C.R. 207-1. This condition shall apply to any investor who (1) Proposes to nominate, appoint, replace, or remove any officer, director, or key management personnel with Penn and/or Ameristar; (2) Seeks to exercise any rights or powers that could materially affect the management, operations, or strategic direction of Penn; (3) Proposes to merge with, consolidate, or reorganize Penn in a manner that alters control or governance. Accordingly, 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. The descriptions of the amendments set forth in the Sixth A&R Bylaws are qualified in their entirety by reference to the full text of the Sixth A&R Bylaws, which is filed with this Current Report on Form 8-K as Exhibit 3.1 and is incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 3.1 Sixth Amended and Restated Bylaws of the Company 104 Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: December 10, 2025 PENN ENTERTAINMENT, INC. By: /s/ Christopher Rogers Christopher Rogers Executive Vice President, Chief Strategy and Legal Officer and Secretary

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