0001181431-11-040998.txt : 20110712 0001181431-11-040998.hdr.sgml : 20110712 20110712171729 ACCESSION NUMBER: 0001181431-11-040998 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110708 FILED AS OF DATE: 20110712 DATE AS OF CHANGE: 20110712 ISSUER: 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 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LOVEMAN GARY W CENTRAL INDEX KEY: 0001200743 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10410 FILM NUMBER: 11964457 MAIL ADDRESS: STREET 1: ONE CAESARS PALACE DRIVE CITY: LAS VEGAS STATE: NV ZIP: 89109 4 1 rrd309450.xml X0303 4 2011-07-08 0 0000858339 CAESARS ENTERTAINMENT Corp NONE 0001200743 LOVEMAN GARY W ONE CAESARS PALACE DRIVE LAS VEGAS NV 89109 1 1 0 0 Chairman, President and CEO Stock Option 100 2011-07-08 4 D 0 466729 D 2018-02-27 Common Stock 466729 0 D Stock Option 35 2011-07-08 4 A 0 466729 A 2018-02-27 Common Stock 466729 466729 D Stock Option 56.08 2011-07-08 4 D 0 457998 D 2020-03-01 Common Stock 457998 0 D Stock Option 35 2011-07-08 4 A 0 457998 A 2020-03-01 Common Stock 457998 457998 D Rollover Stock Option 25 2012-06-17 Common Stock 133133 133133 D The reported transactions represent an amendment on July 8, 2011 (the "Repricing Date") of the outstanding option to reflect a modification (the "Modification") of the exercise price to $35; the ability to exercise the options at this reduced price is phased in over 4 to 7 years in equal annual increments based on the original grant date for the option. No changes have been made to the vesting provisions of the options. The option was originally granted on February 27, 2008 and provides for vesting in five equal annual installments commencing on January 28, 2009. The option was originally granted on March 1, 2010 and provides for vesting in four equal annual installments commencing on March 1, 2012. The expiration date and vesting dates reported herein correct the expiration date and vesting dates previously incorrectly reported on November 24, 2010. Form 4 filed on November 24, 2010 incorrectly included performance-based options. The options and underlying shares reported on this line item reflect the correct holdings of the Reporting Person. The Modification provides that vested options may be exercised at the reduced $35 price at the rates set forth below. The Modification also provides that vested options may be exercised at the original price at any time prior to the expiration. 20% on the Repricing Date and continuing 20% on each anniversary of the original grant date. The Modification provides that vested options may be exercised at the reduced $35 price at the rates set forth below. The Modification also provides that vested options may be exercised at the original price at any time prior to the expiration. 1/7th on the Repricing Date and continuing 1/7th on each anniversary of the original grant date. The exercise price of $100 reported herein corrects the exercise price of $100.02 previously incorrectly reported on November 24, 2010. The exercise price of $25 reported herein corrects the exercise price of $100.02 previously incorrectly reported on November 24, 2010. The Modification does not apply to Rollover Options provided to Mr. Loveman. Immediate. /s/ Gary W. Loveman by Jill Eaton, attorney-in fact 2011-07-12