PENN Entertainment (PENN) disclosed:
The selling shareholder referred to in this prospectus supplement (the “selling shareholder”) may offerand resell up to 1,254,800 shares of our common stock, $0.01 par value per share (“common stock”), under this prospectus supplement. We issued these shares of common stock to the selling shareholder on February 17, 2023 in connection with our acquisition of all of the outstanding shares of common stock of Barstool Sports, Inc. (“Barstool”) not already owned by us. These shares of common stock were issued tothe selling shareholder pursuant to a stock assignment agreement, dated as of February 17, 2023, by and among PIV West, LLC, a wholly owned subsidiary of PENN Entertainment, Inc., Barstool and the selling shareholder, as partial consideration for the Barstool shares then-owned by the selling shareholder. We have waived all contractual restrictions on transfer applicable to the shares of common stock covered by this prospectus supplement and agreed to file this prospectus supplement with respect to such shares. Our registration of the shares of common stock covered by this prospectus supplement does not mean that the selling shareholder will offer or sell any of the shares. The common stock offered by the selling shareholder may be sold from time to time through public or private transactions at market prices prevailing at the time of sale, at prices related to such market prices, at varying prices determined at the time of sale, at fixed prices, or at negotiated prices. The timing and amount of any sale is within the sole discretion of the selling shareholder, subject to certain restrictions. See “Plan of Distribution” for more information. We will not receive any proceeds from any sale of shares of common stock by the selling shareholder. Our common stock is listed on the NASDAQ Global Select Market under the trading symbol “PENN.” On August 10, 2023, the last reported sale price of our common stock was $25.13 per share.
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