SEAS SeaWorld Entertainment Inc

* Includes 10,723 Shares of unvested restricted stock held directly by Mr. Ross.

The following constitutes Amendment No. 5 to the Schedule 13D filed by the undersigned (“Amendment No. 5”). This Amendment No. 5 amends the Schedule 13D as specifically set forth herein.

Item 3 is hereby amended and restated to read as follows:

The Shares purchased by each of Hill Path Capital, Hill Path Co-Investment, Hill Path H, Hill Path E, Hill Path E2 and Hill Path S were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except as otherwise noted, as set forth in Schedule A, which is incorporated by reference herein. The aggregate purchase price of the 5,485,320 Shares beneficially owned by Hill Path Capital is approximately $94,371,716, including brokerage commissions.  The aggregate purchase price of the 166,046 Shares beneficially owned by Hill Path Co-Investment is approximately $2,920,366, including brokerage commissions.  The aggregate purchase price of the 1,334,162 Shares beneficially owned by Hill Path H is approximately $24,107,872, including brokerage commissions.   The aggregate purchase price of the 6,109,962 Shares beneficially owned by Hill Path E is approximately $104,180,978, including brokerage commissions.   The aggregate purchase price of the 402,016 Shares beneficially owned by Hill Path E2 is approximately $7,160,983, including brokerage commissions.   The aggregate purchase price of the 83,900 Shares beneficially owned by Hill Path S is approximately $1,298,412, including brokerage commissions. The 10,723 Shares of unvested restricted stock held directly by Mr. Ross were awarded to Mr. Ross by the Issuer in connection with his appointment to the Board.

Item 4 is hereby amended to add the following:

Mr. Ross has been appointed to the Board of Directors of the Issuer (the “Board”). Various agreements (collectively, the “Agreements”), as set forth in Item 6 below, were entered into between certain of the Reporting Persons and the Issuer in connection therewith. A more complete description of each of the Agreements is set forth in the Issuer’s Current Report on Form 8-K, filed with the SEC on November 7, 2017 (the “Issuer 8-K”). Such descriptions of the Agreements are incorporated herein by reference and are qualified in their entirety by reference to the full text of the Agreements, which are attached as Exhibits 10.1, 10.2 and 10.3, to the Issuer 8-K and are also incorporated herein by reference.

Items 5(a) – (c) are hereby amended and restated to read as follows:

The aggregate percentage of Shares reportedly owned by each person named herein is based upon 90,549,373 Shares outstanding, as of August 3, 2017, which is the total number of Shares outstanding as reported in the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission (the “SEC”) on August 9, 2017.

Percentage: Approximately 6.1%

Percentage: Less than 1%

Percentage: Approximately 1.5%

Percentage: Approximately 6.7%

Percentage: Less than 1%

Percentage: Less than 1%

Percentage: Approximately 7.7%

Percentage: Approximately 7.2%

Percentage: Less than 1%

Percentage: Approximately 15.0%

Percentage: Approximately 15.0%

Percentage: Approximately 15.0%

Percentage: Approximately 15.0%

Each of the Reporting Persons, as a member of a “group” with the other Reporting Persons for purposes of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), may be deemed to beneficially own the Shares owned by the other Reporting Persons.  The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Exchange Act, the beneficial owners of any Shares he or it does not directly own.  Each of the Reporting Persons specifically disclaims beneficial ownership of the Shares reported herein that he or it does not directly own.

Item 6 is hereby amended to add the following:

On November 5, 2017, Hill Path and the Issuer entered into a Cooperation Agreement described in Item 4 above and referenced as Exhibit 99.1 hereto.

On November 5, 2017, Hill Path, Mr. Ross and the Issuer entered into an Undertaking Agreement described in Item 4 above and referenced as Exhibit 99.2 hereto.

On November 5, 2017, Hill Path and the Issuer entered into a Side Letter, described in Item 4 above and referenced as Exhibit 99.3 hereto.

Other than as described herein, there are no contracts, arrangements, understandings or relationships among the Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer.

Item 7 is hereby amended to add the following exhibits:

SIGNATURES

After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: November 7, 2017