0000858339-13-000073.txt : 20131224 0000858339-13-000073.hdr.sgml : 20131224 20131224161556 ACCESSION NUMBER: 0000858339-13-000073 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131224 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20131224 DATE AS OF CHANGE: 20131224 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAESARS ENTERTAINMENT Corp CENTRAL INDEX KEY: 0000858339 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 621411755 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10410 FILM NUMBER: 131297716 BUSINESS ADDRESS: STREET 1: ONE CAESARS PALACE DRIVE CITY: LAS VEGAS STATE: NV ZIP: 89109 BUSINESS PHONE: 7024076000 MAIL ADDRESS: STREET 1: ONE CAESARS PALACE DRIVE CITY: LAS VEGAS STATE: NV ZIP: 89109 FORMER COMPANY: FORMER CONFORMED NAME: HARRAHS ENTERTAINMENT INC DATE OF NAME CHANGE: 19950727 FORMER COMPANY: FORMER CONFORMED NAME: PROMUS COMPANIES INC DATE OF NAME CHANGE: 19920703 8-K 1 form8-k.htm 8-K Form 8-K Option Vesting Change

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

 
FORM 8-K
 

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
December 24, 2013 (December 18, 2013)
Date of Report (Date of earliest event reported)
 
Caesars Entertainment Corporation
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-10410
 
62-1411755
(State of Incorporation)
 
(Commission File Number)
 
(IRS Employer
 
 
 
 
Identification Number)
 
 
One Caesars Palace Drive
 
 
 
 
Las Vegas, Nevada 89109
 
 
 
 
(Address of principal executive offices)
(Zip Code)
 
 
 
(702) 407-6000
(Registrant’s telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 18, 2013, the Human Resources Committee of Caesars Entertainment Corporation (the "Company") approved certain changes under the Company’s 2012 Performance Incentive Plan.

The vesting schedule for all outstanding performance-based stock options to purchase shares, with a vesting trigger based on a 30-day trailing average stock price of $57.41 (the “$57.41 Performance Options”), was amended such that 50% of the shares underlying the option shall vest on March 15, 2014 and 50% of the shares underlying the option shall vest on March 15, 2015 or all shares underlying the option shall vest if the current $57.41 30-day trailing stock price average hurdle is met, whichever comes first.

These vesting changes shall apply to all outstanding $57.41 Performance Options, including those held by the Company’s Named Executive Officers:


Name
Total Number of $57.41 Performance Options
Gary Loveman
768,709
Donald Colvin
28,125
Thomas Jenkin
35,947
John Payne
25,808
Timothy Donovan
9,737
Diane Wilfong
1,624






SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
   



Date: December 24, 2013
CAESARS ENTERTAINMENT CORPORATION
 
 
 
By: /s/ Michael D. Cohen
 
Michael D. Cohen
 
Senior Vice President, Deputy General Counsel
 
and Corporate Secretary