Caesars Entertainment (CZR) CLO logs RSU vesting and stock sale in Form 4

Rhea-AI Filing Summary

Caesars Entertainment, Inc. Chief Legal Officer Edmund L. Quatmann Jr reported equity-related transactions in company stock. On January 29, 2026, multiple installments of restricted stock units vested and converted into common shares on a one-for-one basis under the Amended and Restated 2015 Equity Incentive Plan.

These vestings included 5,605, 7,292, and 10,372 restricted stock units granted in 2023, 2024, and 2025, respectively, converting into the same number of common shares at an exercise price of $0. Following a related acquisition transaction of 23,269 common shares and a disposition of 10,252 common shares at $21.28 per share, Quatmann directly owned 97,360 shares of Caesars Entertainment common stock.

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Quatmann Edmund L Jr

(Last) (First) (Middle)

C/O CAESARS ENTERTAINMENT, INC.

100 WEST LIBERTY STREET, 12TH FLOOR

(Street)

RENO NV 89501

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Caesars Entertainment, Inc. [ CZR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/29/2026		M		23,269	A	$0	107,612	D
Common Stock	01/29/2026		F		10,252	D	$21.28	97,360	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	01/29/2026		M			5,605	(2)	(2)	Common Stock	5,605	$0	0	D
Restricted Stock Units	(1)	01/29/2026		M			7,292	(3)	(3)	Common Stock	7,292	$0	7,293	D
Restricted Stock Units	(1)	01/29/2026		M			10,372	(4)	(4)	Common Stock	10,372	$0	20,745	D

Explanation of Responses:

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

2. Restricted stock units were granted on January 27, 2023, pursuant to the Amended and Restated 2015 Equity Incentive Plan. This installment vested on January 29, 2026. The restricted stock units do not expire.

3. Restricted stock units were granted on January 26, 2024, pursuant to the Amended and Restated 2015 Equity Incentive Plan. This installment vested on January 29, 2026. The restricted stock units do not expire.

4. Restricted stock units were granted on January 24, 2025, pursuant to the Amended and Restated 2015 Equity Incentive Plan. This installment vested on January 29, 2026. The restricted stock units do not expire.

Remarks:

	/s/ Jill Eaton, by power of attorney	02/02/2026
	** 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).
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FAQ

What insider transaction did Caesars Entertainment (CZR) report for Edmund L. Quatmann Jr?

Edmund L. Quatmann Jr reported vesting of restricted stock units and related common stock transactions. Several RSU installments converted into common shares, alongside one acquisition of 23,269 shares and a sale of 10,252 shares, leaving him with 97,360 directly owned Caesars Entertainment shares.

How many Caesars Entertainment shares does the Chief Legal Officer own after these Form 4 transactions?

After the reported transactions, the Chief Legal Officer directly owns 97,360 Caesars Entertainment common shares. This figure reflects RSU conversions into stock, an acquisition of 23,269 shares at $0 per share, and a disposition of 10,252 shares at $21.28 per share.

What restricted stock unit grants vested for Caesars Entertainment’s Chief Legal Officer?

Installments from three RSU grants vested for the Chief Legal Officer. These included 5,605 units granted January 27, 2023, 7,292 units granted January 26, 2024, and 10,372 units granted January 24, 2025, each converting into Caesars Entertainment common stock on January 29, 2026.

At what price were Edmund L. Quatmann Jr’s Caesars Entertainment restricted stock units exercised?

The restricted stock units were exercised at an effective price of $0 per share. Each vested RSU converted into one share of Caesars Entertainment common stock, consistent with the one-for-one conversion described, under the company’s Amended and Restated 2015 Equity Incentive Plan.

What was the price of the Caesars Entertainment shares disposed of in this Form 4 filing?

The filing shows a disposition of 10,252 Caesars Entertainment common shares at $21.28 per share. This transaction is coded as “F” in the Form 4, indicating a sale of already owned shares at that specified transaction price on January 29, 2026.

Which equity plan governs the Caesars Entertainment restricted stock units reported here?

The restricted stock units were granted under Caesars Entertainment’s Amended and Restated 2015 Equity Incentive Plan. Footnotes specify that grants from 2023, 2024, and 2025 vested on January 29, 2026, with the units converting into common stock and not expiring.