Caesars (CZR) CFO logs stock award and tax share disposal in Form 4

Rhea-AI Filing Summary

Caesars Entertainment, Inc. Chief Financial Officer Bret Yunker reported equity compensation and related tax withholding transactions in company common stock. He acquired 9,824 shares on a grant/award basis, tied to previously granted performance-based restricted stock units that were deemed earned by the board and settled one-for-one in common stock.

To cover tax obligations, 3,866 shares were disposed of through a tax-withholding transaction at a price of $18.95 per share. After these transactions, Yunker directly owned 208,134 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^*

Yunker Bret

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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(1)	02/17/2026		A		9,824	A	$0	212,000	D
Common Stock	02/17/2026		F		3,866	D	$18.95	208,134	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

Explanation of Responses:

1. The restricted stock units were granted on January 27, 2023, pursuant to the Amended and Restated 2015 Equity Incentive Plan, subject to achievement of specified performance objectives. The level at which such restricted stock units were determined to have been achieved, as reported on this Form 4, was determined by the Board of the Issuer effective with the filing of the annual report on Form 10-K on February 17, 2026. Pursuant to the terms of the grant, the earned restricted stock units immediately vested and settled in common stock, on a one-for-one basis.

Remarks:

	/s/ Jill Eaton, by power of attorney	02/19/2026
	** 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 transactions did Caesars (CZR) CFO Bret Yunker report?

Caesars CFO Bret Yunker reported an equity award and related tax withholding. He acquired 9,824 common shares from performance-based restricted stock units and disposed of 3,866 shares to satisfy tax obligations, leaving him with direct ownership of 208,134 Caesars shares.

How many Caesars (CZR) shares does CFO Bret Yunker now own?

After the reported Form 4 transactions, Bret Yunker directly owns 208,134 Caesars common shares. This balance reflects both the 9,824-share equity grant from vested performance stock units and the 3,866 shares disposed of to cover associated tax liabilities.

What was the nature of the 9,824 Caesars (CZR) shares acquired by the CFO?

The 9,824 Caesars shares were acquired as a grant related to performance-based restricted stock units. These units, originally granted January 27, 2023, vested after performance objectives were certified by the board and then settled into common stock on a one-for-one basis.

Why were 3,866 Caesars (CZR) shares disposed of in the Form 4 filing?

The 3,866 Caesars shares were disposed of as a tax-withholding transaction. They were delivered at $18.95 per share to satisfy tax liabilities associated with the vesting and settlement of performance-based restricted stock units into common stock for the company’s Chief Financial Officer.

What performance award details were included in the Caesars (CZR) CFO Form 4?

The filing notes restricted stock units granted January 27, 2023 under the Amended and Restated 2015 Equity Incentive Plan. After the board determined achievement of specified performance objectives, the earned units immediately vested and were settled in Caesars common stock on a one-for-one basis.

Does the Caesars (CZR) CFO Form 4 indicate any open-market stock purchases or sales?

The Form 4 does not show open-market buying or selling. Instead, it reports an acquisition of 9,824 shares from a performance-based equity award and a 3,866-share tax-withholding disposition related to that award’s vesting and settlement into Caesars common stock.