Caesars Entertainment Inc.

06/12/2026 | Press release | Distributed by Public on 06/12/2026 04:02

Proxy Results (Form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its 2026 Annual Meeting on June 9, 2026. Present at the 2026 Annual Meeting, either in person or by proxy, were holders of 179,300,597 shares of the Company's common stock, constituting a quorum of the Company's outstanding shares. At the 2026 Annual Meeting, the Company's shareholders considered three proposals. Each of the proposals is discussed briefly below and is described in more detail in the Company's Proxy Statement filed with the Securities and Exchange Commission on April 23, 2026 (the "Proxy Statement").
Proposal 1: Election of Directors
The shareholders elected the Company's nominees to the Board. The nominees for election to the Board, the number and type of votes cast with respect to each nominee, as well as the number of broker non-votes with respect to each nominee, were as follows:
Nominee Votes For % Voted Votes Against % Voted Abstentions Broker
Non-Votes
Gary L. Carano 153,654,389 97.7 % 3,541,728 2.3 % 56,619 22,047,861
Bonnie S. Biumi 155,167,075 98.7 % 2,007,368 1.3 % 78,293 22,047,861
Jan Jones Blackhurst 155,078,470 98.7 % 2,097,106 1.3 % 77,160 22,047,861
Frank J. Fahrenkopf, Jr. 138,676,487 88.2 % 18,505,815 11.8 % 70,434 22,047,861
Kim Harris Jones 155,542,635 98.9 % 1,652,800 1.1 % 57,301 22,047,861
Jesse Lynn 156,714,584 99.7 % 479,603 0.3 % 58,549 22,047,861
Courtney R. Mather 156,207,893 99.4 % 987,563 0.6 % 57,280 22,047,861
Ted Papapostolou 151,977,304 96.7 % 5,214,008 3.3 % 61,424 22,047,861
Michael E. Pegram 155,779,341 99.1 % 1,415,744 0.9 % 57,651 22,047,861
Thomas R. Reeg 156,565,166 99.6 % 631,783 0.4 % 55,787 22,047,861
David P. Tomick 153,220,598 97.5 % 3,974,898 2.5 % 57,240 22,047,861
Each of the foregoing directors was elected by a majority of the votes cast at the 2026 Annual Meeting at which a quorum was present.
Proposal 2: Advisory Vote to Approve Named Executive Officer Compensation
The shareholders approved, on an advisory basis, the compensation paid to the Company's named executive officers as disclosed in the Company's Proxy Statement. The number and type of votes cast with respect to the proposal, as well as the number of broker non-votes with respect to the proposal, were as follows:
Votes For % Voted Votes Against % Voted Abstentions Broker
Non-Votes
134,624,250 85.7 % 22,548,056 14.3 % 80,430 22,047,861
The foregoing Proposal 2 was approved.
Proposal 3: Ratification of Appointment of Independent Registered Public Accounting Firm
The shareholders approved the ratification of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026. The number and type of votes cast with respect to the proposal were as follows:
Votes For % Voted Votes Against % Voted Abstentions Broker
Non-Votes
178,889,019 99.8 % 317,670 0.2 % 93,908 -
The foregoing Proposal 3 was approved.
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