Caesars Entertainment, Inc. — Director's Dealing 2022

Feb 2, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Caesars Entertainment, Inc. (CZR)
CIK: 0001590895
Period of Report: 2022-01-28

Reporting Person: Carano Gary L. (Director, Exec. Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-01-29	Common Stock	M	6997	—	Acquired	213302	Direct
2022-01-29	Common Stock	F	2754	$76.14	Disposed	210548	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-01-28	Restricted Stock Unit	$	A	4492	Acquired		Common Stock (4492.0)	Direct
2022-01-29	Restricted Stock Unit	$	M	6997	Disposed		Common Stock (6997.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	8604325	Indirect
Common Stock	40000	Indirect

Footnotes

F1: These shares are owned directly by Recreational Enterprises, Inc. (REI). The reporting person has a direct ownership interest in REI and an indirect ownership interest in REI through the Gary L. Carano S Corporation Trust ("S Corporation Trust") and the Gary L. Carano Qualified S Corporation Trust. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

F2: Restricted stock units convert into common stock on a one-for-one basis.

F3: Restricted stock units were granted on January 28, 2022 pursuant to the Amended and Restated 2015 Equity Incentive Plan and will vest in equal installments on each of January 29, 2023, January 29, 2024, and January 29, 2025.

F4: The restricted stock units were granted on January 29, 2021 pursuant to the Amended and Restated 2015 Equity Incentive Plan and vested on January 29, 2022.