Additional Proxy Soliciting Materials (definitive) (defa14a)
April 27 2020 - 7:05AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a)
of
the Securities Exchange Act of 1934 (Amendment
No. )
Filed by the Registrant x
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Filed by a Party other than the Registrant ¨
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Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to §240.14a-12
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PENN
NATIONAL GAMING, INC.
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(Name of Registrant as Specified In Its Charter)
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N/A
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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Payment of Filing Fee (Check the appropriate box):
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x
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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Title of each class of securities to which transaction applies:
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Aggregate number of securities to which transaction applies:
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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Filing Party:
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Date Filed:
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P33571
- D14318 *** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Shareholder
Meeting to Be Held on June 10, 2020. PENN NATIONAL GAMING, INC. Meeting Information Meeting Type: Annual Meeting
For holders as of: April 6, 2020 Date: June 10, 2020 Time: 10:00 AM EDT Location: Meeting live via the Internet-please
visit www.virtualshareholdermeeting.com/PENN2020. The company will be hosting the meeting live via the Internet this year. To
attend the meeting via the Internet please visit www.virtualshareholdermeeting.com/PENN2020 and be sure to have the information
that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page). You are receiving this communication
because you hold shares in the company named above. This is not a ballot. You cannot use this notice to vote these shares. This
communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may
view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access
and review all of the important information contained in the proxy materials before voting. See the reverse side of this notice
to obtain proxy materials and voting instructions.
P33571
- D14319 Before You Vote How to Access the Proxy Materials Proxy Materials Available to VIEW or RECEIVE: NOTICE AND PROXY STATEMENT
ANNUAL REPORT How to View Online: Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located
on the following page) and visit: www.proxyvote.com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive
a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of
the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: sendmaterial@proxyvote.com
* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the
box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) in the subject line. Requests, instructions and other
inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed
above on or before May 27, 2020 to facilitate timely delivery. How To Vote Please Choose One of the Following Voting Methods Vote
By Internet: Before The Meeting: Go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow
XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions. During The Meeting: Go to www.virtualshareholdermeeting.com/PENN2020.
Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available
and follow the instructions. Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include
a voting instruction form.
Voting
Items The Board of Directors recommends you vote FOR the following: 1. Election of two Class III directors to serve until the
2023 Annual Meeting of Shareholders and until their respective successors are elected and qualified to serve. Nominees: 01) Jane
Scaccetti 02) Jay A. Snowden The Board of Directors recommends you vote FOR the following
proposals: 2. Ratification of the selection of Deloitte & Touche LLP as the Company's independent registered public accounting
firm for the 2020 fiscal year. 3. Advisory vote to approve the compensation paid to the Company's named executive officers. NOTE:
At their discretion, the named proxies are authorized to consider and vote upon such other business as may properly come before
the meeting or any adjournment or postponement thereof. P33571 - D14320
Voting
Instructions P33571 - D14321
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