PENN Entertainment in its cooperation agreement with HG Vora Capital Management

On February 23, 2026, PENN Entertainment, Inc. (Nasdaq: PENN) announced that it has entered into a cooperation agreement with HG Vora Capital Management, LLC, pursuant to which PENN appointed three new independent directors to its Board of Directors, effective immediately.  The cooperation agreement includes customary standstill restrictions and voting obligations on HG Vora, which remain in effect until 45 days prior to the closing of the nomination window for PENN’s 2028 annual meeting of shareholders.  In addition, HG Vora has agreed to voluntarily dismiss with prejudice the litigation currently pending against PENN in the U.S. District Court for the Eastern District of Pennsylvania.

Wachtell, Lipton, Rosen & Katz is serving as legal advisor to PENN.