PENN Entertainment Files Definitive Proxy Statement

TL;DR

PENN Ent. filed its proxy statement on 5/27/25. Get ready to vote.

AI Summary

PENN Entertainment, Inc. filed a Definitive Proxy Statement (DEFA14A) on May 27, 2025. This filing is a standard proxy statement, indicating the company is seeking shareholder votes on various matters. The filing does not contain specific details about proposals or financial figures in the provided snippet.

Why It Matters

Proxy statements are crucial for shareholders as they outline important company decisions and proposals requiring their vote, impacting corporate governance and strategy.

Risk Assessment

Risk Level: low — This filing is a routine proxy statement and does not inherently present new risks to the company or its investors.

Key Players & Entities

• PENN Entertainment, Inc. (company) — Registrant
• 0000921738 (company) — Central Index Key
• May 27, 2025 (date) — Filing Date

FAQ

From the Filing

0001104659-25-052722.txt : 20250527 0001104659-25-052722.hdr.sgml : 20250527 20250527073813 ACCESSION NUMBER: 0001104659-25-052722 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 10 FILED AS OF DATE: 20250527 DATE AS OF CHANGE: 20250527 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PENN Entertainment, Inc. CENTRAL INDEX KEY: 0000921738 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] ORGANIZATION NAME: 05 Real Estate & Construction EIN: 232234473 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 000-24206 FILM NUMBER: 25984207 BUSINESS ADDRESS: STREET 1: 825 BERKSHIRE BLVD STE 200 STREET 2: WYOMISSING PROFESSIONAL CENTER CITY: WYOMISSING STATE: PA ZIP: 19610 BUSINESS PHONE: 6103732400 MAIL ADDRESS: STREET 1: 825 BERKSHIRE BLVD STREET 2: SUITE 200 CITY: WYOMISSING STATE: PA ZIP: 19610 FORMER COMPANY: FORMER CONFORMED NAME: PENN NATIONAL GAMING INC DATE OF NAME CHANGE: 19940415 DEFA14A 1 tm2516166d1_defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement x Definitive Additional Materials ¨ Soliciting Material Under Rule 14a-12 PENN ENTERTAINMENT, INC. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check the appropriate box): x No fee required. ¨ Fee paid previously with preliminary materials. ¨ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. On May 27, 2025, PENN Entertainment, Inc. (the “Company”) issued the following addendum to the fact sheet that it issued on May 15, 2025 and press release containing a letter to shareholders from the Board of Directors of the Company. PENN Entertainment Files Addendum to Fact Sheet to Correct HG Vora Misstatements WYOMISSING, Pa. – May 27, 2025 – PENN Entertainment, Inc. (Nasdaq: PENN) (“PENN” or the “Company”) today issued the following letter to shareholders. The full text of the letter follows: Dear Fellow Shareholder, On May 19, 2025, we informed you that PENN would not be expending resources to solicit proxies for the PENN White Card over the HG Vora Gold Card as both HG Vora and the Company are recommending the same directors for the two open positions at this year’s Annual Meeting. While we attempted to reach a settlement with HG Vora in good faith, HG Vora rejected all of our proposals and insisted on imposing other conditions that violated directives from a gaming regulator and, therefore were not demands with which we could comply. Notwithstanding this impasse, HG Vora was successful in achieving changes to PENN’s Board composition, and, following our 2025 Annual Meeting, HG Vora nominees will represent 25% of the continuing Board. Nevertheless, last week, HG Vora issued a 116-page investor presentation full of false claims and mischaracterizations about the Company. Today we issued an addendum to our May 15, 2025 Fact Sheet to set the record straight on these false mischaracterizations. PENN’s gaming licenses are our most valuable assets – we understand and take our regulatory obligations seriously and, over our 30-year history in the industry, PENN has earned a reputation of trust with our regulators and the communities in which we operate. HG Vora, on the other hand, has consistently disregarded the gaming regulatory regime in its pursuit to exercise control and influence over PENN without all necessary licenses. Rather than operate within the well-established gamin