SEC FORM
4
SEC Form 4
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Caesars Entertainment, Inc.
[ CZR ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
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10% Owner |
| X |
Officer (give title below) |
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Other (specify below) |
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President and COO
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3. Date of Earliest Transaction
(Month/Day/Year)
08/20/2020
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
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| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Restricted Stock Units |
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08/20/2020 |
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A |
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5,668 |
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Common Stock |
5,668 |
$0
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5,668 |
D |
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| Explanation of Responses: |
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| Remarks: |
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/s/ Jill Eaton
by power of attorney |
08/24/2020 |
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** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
Exhibit 24
LIMITED POWER OF ATTORNEY FOR ANTHONY L. CARANO
BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS
Know all by these presents,that the undersigned hereby makes,
constitutes and appoints Jill Eaton, acting individually,
as the undersigned's true and lawful attorney-in-fact,
with full power and authority as hereinafter described
on behalf of and in the name, place and stead of the undersigned to:
(1) prepare, execute, acknowledge, deliver and file Schedules 13G,
13D, Forms 3, 4, and 5 (including any amendments thereto),
including applications for Form ID, and any documents necessary
to facilitate the filing of beneficial ownership reports, with respect
to the securities of Caesars Entertainment, Inc., a Delaware
corporation (the Company), with the United States Securities
and Exchange Commission, any national securities exchanges
and the Company, as considered necessary or advisable under
Sections 13(d) and 16(a) of the Securities Exchange Act of 1934
and the rules and regulations promulgated thereunder, as amended
from time to time (the Exchange Act);
(2) seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information on transactions in the Company's
securities from any third party, including brokers, employee benefit
plan administrators and trustees, and the undersigned hereby authorizes
any such person to release any such information to the undersigned and
approves and ratifies any such release of information; and
(3) perform any and all other acts which in the discretion of such
attorney-in-fact are necessary or desirable for and on behalf of the
undersigned in connection with the foregoing.
The undersigned acknowledges that:
(1) this Limited Power of Attorney authorizes, but does not require,
each such attorney-in-fact to act in his discretion on information provided
to such attorney-in-fact without independent verification of such information;
(2) any documents prepared and/or executive by any such attorney-in-fact
on behalf of the undersigned pursuant to this Limited Power of Attorney
will be in such form and will contain such information and disclosure
as such attorney-in-fact, in his or her discretion, deems necessary or
desirable;
(3) neither the Company nor any such attorney-in-fact assumes:
(i) any liability for the undersigned's responsibility to comply
with the requirements of the Exchange Act, (ii) any liability of the
undersigned for any failure to comply with such requirements, or
(iii) any obligation or liability of the undersigned for profit disgorgement
under Sections 13(d) and 16(b) of the Exchange Act; and
(4) this Limited Power of Attorney does not relieve the undersigned
from responsibility for compliance with the undersigned's obligations under
the Exchange Act, including without limitation the reporting requirements
under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives
and grants each of the foregoing attorneys-in-fact full power and authority
to do and perform all and every act and thing whatsoever requisite, necessary
or appropriate to be done in and about the foregoing matters as fully to all
intents and purposes as the undersigned might or could do if present, hereby
ratifying all that each such attorney-in-fact of, for and on behalf of the
undersigned, shall lawfully do or cause to be done by virtue of this
Limited Power of Attorney.
This Limited Power of Attorney shall remain in full force and effect until
revoked by the undersigned in a signed writing delivered to each such
attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Limited Power of
Attorney to be executed as of August 13, 2020.
Signature
/s/ Anthony L. Carano
Anthony L. Carano
