Penn Entertainment, Inc. · NASDAQ:PENN
Penn Entertainment — Penn National Gaming — Proxy Contest (June 2022)
14 slides from Penn Entertainment's proxy contest presentation, Jun 2, 2022
Slide 1: Penn National Gaming, Inc. Stewardship Engagement
Slide 2: Safe Harbor Statement
Safe Harbor Statement Statements in these supplemental materials that refer to forecasts, business outlooks, future plans or expectations, including Penn’s strategic growth and investment strategies (including Penn's execution of its highly-differentiated strategy and the timing thereof), expectatio
Slide 3: Agenda
Agenda Business Overview — Board and Governance Structure Executive Compensation Rh WW BN Corporate Responsibility
Slide 4: Leading Provider of Integrated Entertainment, Sports Content, Casino Gaming Experiences
LEADING PROVIDER OF INTEGRATED ENTERTAINMENT, SPORTS CONTENT, CASINO GAMING EXPERIENCES Highly differentiated strategy focused on organic cross-sell opportunities Dynamic Media Strong Free Cash Flow Interactive Growth . Financial Flexibility Businesses Our leading portfolio of Our interactive busine
Slide 5: Jay Snowden's Visionary Leadership
Jay Snowden’s Visionary Leadership JAY SNOWDEN’S LEADERSHIP comes : TOwh sons S|BET ial Spin-off of Bead ® me Canadian RACE Sports Betting and ast iCasino 1972 Pinnacle Horse Racing ntertainment Properties 20 2024 Interactive Barstool Sports —_U.S. iCasino Gaming US. Sports Betting Content Studio 19
Slide 6: CEO Award Incentivizes Extraordinary Shareholder Value Creation
CEO Award Incentivizes Extraordinary Shareholder Value Creation PHASE I: Stock Price Hurdle Award Shareholder Value Created 2021 CEO PERFORMANCE AWARD REQUIRES $50.8B $4.7B Change in Market Cap from Grant Date 20.000 shares eared at $132.00" Stock Price ¥ MORE THAN 3X MARKET CAPITALIZATION GROWTH FR
Slide 7: 2021 CEO Award Tied to Transformation Strategy
2021 CEO Award Tied to Transformation Strategy 12/31/2025 FACTORS CONSIDERED BY PHASE | END OF STOCK PRICE 04/12/2021 PERFORMANCE PERIOD THE BOARD IN APPROVIN pos ero Reyes OVING CERO RMANCE GRANT Stock Price Hurdle Award | Earned Stock Price Hurdle Award RSUs, 12/31/2028 END OF VESING FOR EARNED ST
Slide 8: Annual Executive Compensation Program
Annual Executive Compensation Program Aligned with Shareholders CEO TARGET COMPENSATION MIX* OTHER NEOs TARGET COMPENSATION MIX 28% : 13% 27% ’ 23% Performance RSUs . Base Salary Performance RSUs_ - Base Salary 87% Variable and At-Risk 77% _ Variable and At-Risk Compensation Compensation 28% 31% 27%
Slide 9: Effective Board Structure and Diversity
David Handler Chairman of the Board . . . (joined Board in 1994) Partner, Centerview Partners Effective Board Board Diversity Board & Cc tte ict Vimla Black-Gupta President meotures ore. Gender lens eee Race/Etnldty {joined Board in 2021) OURSELF designed in line John Jacquemin President . 9 19, {jo
Slide 10: Board Oversight of Corporate Social Responsibility
Board Oversight of Corporate Social Responsibility Supports Long-Term Growth NOMINATING AND CORPORATE GOVERNANCE COMMITTEE OF THE BOARD OVERSEES PENN’S CORPORATE RESPONSIBILITY AND ESG EFFORTS Recent Highlights Include: Committed $1M to annual Diversity Scholarship Program for team members’ children
Slide 11: Annual Corporate Sustainability Reporting
Annual Corporate Sustainability Reporting 2021 Corporate Social Responsibility oa | Penn Cares FOR OUR PEOPLE, OUR COMMUNITIES AND OUR PLANET NNNATIONAL | (®)EAETI | thewtoore | (-—] On April 26, in conjunction with the filing of our annual proxy statement, we released our 2021 Corporate Social Resp
Slide 12: New Initiatives Underway
New Initiatives Underway Emerging Leader Program (ELP): Designed to equip frontline team members with fundamental leadership skills. The program has an emphasis on attracting team PROGRAM members from diverse populations to encourage and position them for supervisory roles within the Company. Elimin
Slide 13: Promoting Responsible Gaming Is a Core Value and Commitment
Promoting Responsible Gaming Is a Core Value and Commitment at Penn National We maintain a Corporate Responsible Gaming Committee that reports to the Compliance Committee of the Board of Directors and oversees our responsible gaming programs in alignment with the industry-leading standards establish
Slide 14: Company Contact
Company Contact Harper Ko EVP, Chief Legal Officer & Secretary (610)401-2936 Harper.kKo@pngaming.com (FE theScore 104964) gees, a iv) Neal