Director Michael E. Pegram receives 10,369 Caesars (CZR) RSUs under equity plan

Rhea-AI Filing Summary

Caesars Entertainment director Michael E. Pegram reported a grant of 10,369 restricted stock units (RSUs). The RSUs were awarded on January 23, 2026 under the company’s Amended and Restated 2015 Equity Incentive Plan at a price of $0 per unit.

The RSUs convert into Caesars Entertainment common stock on a one-for-one basis. Pegram elected to defer receiving the underlying shares until he separates from service on the board of directors under the issuer’s outside director deferred compensation plan. The RSUs do not expire and are held directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Pegram Michael E

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	10,369	$0.00	--

Holdings After Transaction: Restricted Stock Units — 10,369 shares (Direct)

Footnotes (1)

1. Restricted stock units convert into common stock on a one-for-one basis. Fully vested restricted stock units were granted on January 23, 2026, pursuant to the Amended and Restated 2015 Equity Incentive Plan. The reporting person has elected to defer receipt of these shares until his separation from service on the board of directors under the Issuer's outside director deferred compensation plan. The restricted stock units do not expire.

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Pegram Michael E

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026

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

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)	01/23/2026		A		10,369		(2)	(2)	Common Stock	10,369	$0	10,369	D

Explanation of Responses:

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

2. Fully vested restricted stock units were granted on January 23, 2026, pursuant to the Amended and Restated 2015 Equity Incentive Plan. The reporting person has elected to defer receipt of these shares until his separation from service on the board of directors under the Issuer's outside director deferred compensation plan. The restricted stock units do not expire.

Remarks:

	/s/ Jill Eaton, by power of attorney	01/27/2026
	** 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).
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.

FAQ

What insider transaction did Caesars Entertainment (CZR) disclose for Michael E. Pegram?

Caesars Entertainment disclosed that director Michael E. Pegram received 10,369 restricted stock units on January 23, 2026. These units were granted at $0 per unit under the company’s 2015 equity incentive plan and are reported as directly owned derivative securities.

How many Caesars Entertainment (CZR) restricted stock units were granted to Michael E. Pegram?

Michael E. Pegram was granted 10,369 restricted stock units of Caesars Entertainment. Each unit represents the right to receive one share of common stock. The Form 4 shows he beneficially owns 10,369 derivative securities following this transaction, all held in direct ownership.

When were the Caesars Entertainment (CZR) RSUs granted to director Michael E. Pegram?

The restricted stock units were granted to Michael E. Pegram on January 23, 2026. The grant was made pursuant to Caesars Entertainment’s Amended and Restated 2015 Equity Incentive Plan and is reported as an acquisition transaction code “A” on the Form 4 filing.

What is the conversion ratio for Michael E. Pegram’s Caesars Entertainment (CZR) restricted stock units?

Pegram’s restricted stock units convert into Caesars Entertainment common stock on a one-for-one basis. This means each of the 10,369 RSUs corresponds to one share of CZR common stock upon settlement, according to the explanation of responses included in the Form 4.

Do Michael E. Pegram’s Caesars Entertainment (CZR) RSUs have an expiration date?

The restricted stock units reported for Michael E. Pegram do not expire. The filing’s footnote specifies that these fully vested RSUs have no expiration, even though receipt of the underlying shares is deferred until his separation from service on the board.

When will Michael E. Pegram receive Caesars Entertainment (CZR) shares from his RSUs?

Pegram elected to defer receipt of the Caesars Entertainment shares underlying his RSUs until his separation from service on the board. This deferral is under the issuer’s outside director deferred compensation plan, meaning settlement occurs when he leaves the board.