Light & Wonder, Inc. — Director's Dealing 2020

Sep 16, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCIENTIFIC GAMES CORP (SGMS)
CIK: 0000750004
Period of Report: 2020-09-16

Reporting Person: PERELMAN RONALD O (Director, Executive Chairman, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-09-16	Common Stock	M	17104	$0.00	Acquired	17104	Direct
2020-09-16	Common Stock	S	9375806	$28.00	Disposed	27435554	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-09-16	Restricted Stock Units	$	M	1555	Disposed		Common Stock (1555)	Direct
2020-09-16	Restricted Stock Units	$	M	1394	Disposed		Common Stock (1394)	Direct
2020-09-16	Restricted Stock Units	$	M	5783	Disposed		Common Stock (5783)	Direct
2020-09-16	Restricted Stock Units	$	M	8372	Disposed		Common Stock (8372)	Direct

Footnotes

F1: Mr. Perelman is the sole beneficiary and trustee of The ROP Revocable Trust dated 1/9/2018 (the "Trust"), which directly holds 105,624 shares of common stock. The Trust is also the sole stockholder of MacAndrews & Forbes Incorporated, which is the sole stockholder, directly or indirectly, of each of SGMS Acquisition Corporation, RLX Holdings Two LLC, SGMS Acquisition Two LLC, SGMS Acquisition Three LLC and MacAndrews & Forbes Group, LLC, which hold the remaining securities described above. On September 16, 2020, SGMS Acquisition Corporation, RLX Holdings Two LLC, SGMS Acquisition Two LLC, SGMS Acquisition Three LLC and MacAndrews & Forbes Group, LLC sold an aggregate of 9,375,806 shares of Common Stock pursuant to a Stock Purchase Agreement with Pivot Buyer LLC (the "Stock Purchase Agreement").

F2: Represents vesting of the remaining restricted stock units granted on June 19, 2017 in connection with the conclusion of Mr. Perelman's service as a director on September 16, 2020 in connection with the transactions provided for in the Stock Purchase Agreement. The award has fully vested. Each unit converted into a share of common stock on a one-for-one basis.

F3: Represents vesting of the remaining restricted stock units granted on June 13, 2018 in connection with the conclusion of Mr. Perelman's service as a director on September 16, 2020 as described above. The award has fully vested. Each unit converted into a share of common stock on a one-for-one basis.

F4: Represents vesting of the remaining restricted stock units granted on June 12, 2019 in connection with the conclusion of Mr. Perelman's service as a director on September 16, 2020 as described above. The award has fully vested. Each unit converted into a share of common stock on a one-for-one basis.

F5: Represents vesting of the restricted stock units granted on June 10, 2020 in connection with the conclusion of Mr. Perelman's service as a director on September 16, 2020 as described above. The award has fully vested. Each unit converted into a share of common stock on a one-for-one basis.