PENN Entertainment, Inc. — Director's Dealing 2017

Oct 20, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENN NATIONAL GAMING INC (PENN)
CIK: 0000921738
Period of Report: 2017-10-18

Reporting Person: Snowden Jay A (President and COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-10-18	Common Stock	M	10000	$8.88	Acquired	46281	Direct
2017-10-18	Common Stock	S	10000	$25.04	Disposed	36281	Direct
2017-10-18	Common Stock	M	91531	$8.88	Acquired	127812	Direct
2017-10-18	Common Stock	S	91531	$25.08	Disposed	36281	Direct
2017-10-19	Common Stock	M	8469	$8.88	Acquired	44750	Direct
2017-10-19	Common Stock	S	8469	$25.00	Disposed	36281	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-10-18	Non Qualified Stock Options (right to buy)	$8.88	M	10000	Disposed	2019-01-03	Common Stock (10000)	Direct
2017-10-18	Non Qualified Stock Options (right to buy)	$8.88	M	91531	Disposed	2018-10-11	Common Stock (91531)	Direct
2017-10-19	Non Qualified Stock Options (right to buy)	$8.88	M	8469	Disposed	2018-10-11	Common Stock (8469)	Direct

Footnotes

F1: The transactions on this Form 4 were made pursuant to a stock trading plan established pursuant to rule 10b5-1.

F2: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $25.00 to $25.14. The reporting person undertakes to provide to Penn National Gaming, Inc., any security holder of Penn National Gaming, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in the footnote to this Form 4.

F3: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $25.00 to $25.20. The reporting person undertakes to provide to Penn National Gaming, Inc., any security holder of Penn National Gaming, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in the footnote to this Form 4.

F4: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $25.00 to $25.03. The reporting person undertakes to provide to Penn National Gaming, Inc., any security holder of Penn National Gaming, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in the footnote to this Form 4.

F5: The option award, representing a right to purchase 10,000 shares, became exercisable in four equal installments on the anniversary date of the grant, beginning January 3, 2013.

F6: The option award, representing a right to purchase 150,000 shares, became exercisable in four equal installments on the anniversary date of the grant, beginning October 11, 2012, and would have expired on October 11, 2018.