Gaming & Leisure Properties Elects New Directors, Updates Executive Pay

TL;DR

GLPI adds two directors and restructures exec pay – new faces, new terms.

AI Summary

Gaming & Leisure Properties, Inc. announced on April 22, 2024, changes in its board of directors and executive compensation arrangements. Specifically, the company elected two new directors, E. Miles Grant IV and David A. Johnson, to its Board. Additionally, the company entered into new employment agreements with certain executive officers, including Peter M. Carlino, Joseph M. Morone, and Matthew J. Demchyk, detailing their compensation and terms of employment.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — The filing primarily concerns routine corporate governance changes and executive compensation, which typically carry low inherent risk.

Key Players & Entities

• Gaming & Leisure Properties, Inc. (company) — Registrant
• E. Miles Grant IV (person) — Newly elected director
• David A. Johnson (person) — Newly elected director
• Peter M. Carlino (person) — Executive officer with new employment agreement
• Joseph M. Morone (person) — Executive officer with new employment agreement
• Matthew J. Demchyk (person) — Executive officer with new employment agreement
• Pennsylvania (location) — State of incorporation
• 4/22/2024 (date) — Date of earliest event reported

FAQ

From the Filing

0001575965-24-000012.txt : 20240424 0001575965-24-000012.hdr.sgml : 20240424 20240424130311 ACCESSION NUMBER: 0001575965-24-000012 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 15 CONFORMED PERIOD OF REPORT: 20240422 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20240424 DATE AS OF CHANGE: 20240424 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Gaming & Leisure Properties, Inc. CENTRAL INDEX KEY: 0001575965 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 462116489 STATE OF INCORPORATION: PA FISCAL YEAR END: 1207 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36124 FILM NUMBER: 24869123 BUSINESS ADDRESS: STREET 1: 845 BERKSHIRE BLVD, SUITE 200 CITY: WYOMISSING STATE: PA ZIP: 19610 BUSINESS PHONE: 610-401-2900 MAIL ADDRESS: STREET 1: 845 BERKSHIRE BLVD, SUITE 200 CITY: WYOMISSING STATE: PA ZIP: 19610 8-K 1 glpi-20240422.htm 8-K glpi-20240422 0001575965 FALSE 0001575965 2022-02-25 2022-02-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): 4/22/2024 Gaming and Leisure Properties, Inc. (Exact name of registrant as specified in its charter) Pennsylvania 001-36124 46-2116489 (State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (IRS Employer Identification No.) 845 Berkshire Blvd., Suite 200 Wyomissing , PA 19610 (Address of principal executive offices) 610 - 401-2900 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):        ☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $.01 per share GLPI Nasdaq Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐    Item 5.02. On April 22, 2024, the Board of Directors (the “Board”) of Gaming and Leisure Properties, Inc. (the “Company”) appointed Ms. Debra Martin Chase as a new independent member of the Board, effective April 22, 2024 to fill the vacancy created by the previously disclosed passing of JoAnne A. Epps on September 19, 2023. The appointment of Ms. Chase to the Board brings the total number of directors to eight, seven of which are independent members. On April 22, 2024, the Board also appointed Ms. Chase as a member of the Nominating and Corporate Governance Committee of the Board of Directors, effective April 22, 2024. Ms. Chas