PENN Entertainment, Inc. — Director's Dealing 2017

Feb 13, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENN NATIONAL GAMING INC (PENN)
CIK: 0000921738
Period of Report: 2017-02-09

Reporting Person: HANDLER DAVID A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-09	Common Stock	M	4857	—	Acquired	144857	Direct
2017-02-09	Common Stock	D	4857	$14.02	Disposed	140000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-02-09	Phantom Stock Unit	$	M	4857	Disposed		Common Stock (4857)	Direct

Footnotes

F1: The recipient receives a cash payment for each phantom stock unit equal to the fair market value on the vesting date of one share of the Company's common stock. Of the original award of phantom stock units, 4,857 units vested on February 9, 2017. Of the remaining phantom stock units, 4,856 units will vest on each of February 9, 2018, February 9, 2019 and February 9, 2020.