PENN Entertainment (PENN) investor relations material

Opening remarks and agenda

• The meeting was called to order by the CEO and President, with all directors and key management present via webcast.

• Shareholders could attend, ask questions, and vote online, with the agenda and rules of conduct displayed on the webcast.

• The Secretary confirmed the meeting was duly called, a quorum was present, and the polls for voting were open.

Shareholder proposals

• Five proposals were presented: election of four Class 3 directors, ratification of PwC as auditor, advisory vote on executive compensation, amendment to the long-term incentive plan, and a non-binding proposal for annual director elections.

• The board recommended voting for all proposals except the annual election of directors, which it opposed.

• The non-binding proposal for annual director elections was presented by a shareholder representative, emphasizing accountability and alignment with industry standards.

Corporate governance

• The shareholder proposal advocated declassifying the board to allow annual elections, citing industry peers and previous shareholder support.

• Arguments included the need for regular accountability, especially amid industry disruption and strategic transitions.