FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Reeg Thomas
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
__X__ Officer (give title below)    _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

100 WEST LIBERTY STREET 12TH FLOOR
3. Date of Earliest Transaction (MM/DD/YYYY)

1/29/2021
(Street)

RENO, NV 89501
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 1/29/2021  S(1)  9316 D$69.4869 (2)271309 D  
Common Stock 1/29/2021  S(1)  26495 D$70.3959 (3)244814 D  
Common Stock 1/29/2021  S(1)  28950 D$71.2104 (4)215864 D  
Common Stock 1/29/2021  S(1)  4539 D$72.1306 (5)211325 D  
Common Stock 1/29/2021  S(1)  700 D$73.04 210625 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit  (6)1/29/2021  A   45638     (7) (7)Common Stock 45638.0 $0 45638 D  

Explanation of Responses:
(1) The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 16, 2020.
(2) The price reported in Column 4 is a weighted average price with shares sold in multiple transactions at prices ranging from $68.82 to $69.81, inclusive. The reporting person undertakes to provide to the Registrant, any security holder of the Registrant, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 2 to this Form 4.
(3) The price reported in Column 4 is a weighted average price with shares sold in multiple transactions at prices ranging from $69.82 to $70.81, inclusive. The reporting person undertakes to provide to the Registrant, any security holder of the Registrant, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 3 to this Form 4.
(4) The price reported in Column 4 is a weighted average price with shares sold in multiple transactions at prices ranging from $70.82 to $71.81, inclusive. The reporting person undertakes to provide to the Registrant, any security holder of the Registrant, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 4 to this Form 4.
(5) The price reported in Column 4 is a weighted average price with shares sold in multiple transactions at prices ranging from $71.82 to $72.61, inclusive. The reporting person undertakes to provide to the Registrant, any security holder of the Registrant, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 5 to this Form 4.
(6) Restricted stock units convert into common stock on a one-for-one basis.
(7) Restricted stock units were granted on January 29, 2021 pursuant to the Amended and Restated 2015 Equity Incentive Plan and will vest in equal installments on each of January 29, 2022, January 29, 2023, and January 29, 2024.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Reeg Thomas
100 WEST LIBERTY STREET 12TH FLOOR
RENO, NV 89501
X
Chief Executive Officer

Signatures
/s/ Jill Eaton by power of attorney2/2/2021
**Signature of Reporting PersonDate

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