0001181431-12-047246.txt : 20120823 0001181431-12-047246.hdr.sgml : 20120823 20120823165027 ACCESSION NUMBER: 0001181431-12-047246 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120821 FILED AS OF DATE: 20120823 DATE AS OF CHANGE: 20120823 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WILLIAMS CHRISTOPHER J CENTRAL INDEX KEY: 0001269949 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10410 FILM NUMBER: 121052546 MAIL ADDRESS: STREET 1: 650 FIFTH AVE STREET 2: 10TH FL CITY: NEW YORK STATE: NY ZIP: 10019 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 4 1 rrd353507.xml X0306 4 2012-08-21 0 0000858339 CAESARS ENTERTAINMENT Corp CZR 0001269949 WILLIAMS CHRISTOPHER J ONE CAESARS PALACE DRIVE LAS VEGAS NV 89109 1 0 0 0 Stock Option 2012-08-21 4 D 0 4916 D 2018-02-27 Common Stock 4916 0 D Stock Option 2012-08-21 4 A 0 4916 A 2022-08-21 Common Stock 4916 4916 D As a result of a re-pricing in July 2011 and after giving effect to the Issuer's subsequent stock split, the shares (underlying the option to purchase shares) became vested and exercisable at an exercise price per share of $20.09 with respect to 20% of the shares on July 8, 2011, with the remainder to vest in four equal annual installments commencing on the 2012 anniversary of the original grant date. Alternatively, the Reporting Person could elect to exercise the vested portion of the shares underlying the option (based on the original vesting schedule of the underlying option, which provided for the shares to vest in five equal annual installments commencing on the first anniversary of the original grant date) at an exercise price per share of $57.41 at any time prior to the expiration date. Gives effect to the Issuer's 1.742-for-1 stock split on February 8, 2012. On August 21, 2012, pursuant to the Issuer's Option Exchange, the Issuer canceled the option to purchase shares reported as disposed in Table II. In exchange, the reporting person received an equal replacement option to purchase shares, which is reported as acquired in Table II above. 20% of the shares represented here vested immediately upon grant and are exercisable at $8.22 per share. The portion of the shares vesting on or before August 21, 2014 will be exercisable at $20.09 per share until August 21,2014. After such date, the shares underlying the option will be exercisable at $8.22 per share. Any remaining shares underlying the option vesting after August 21, 2014 will be exercisable at $8.22 per share. 20% of the shares underlying the option vested immediately upon grant with the remainder vesting in four equal annual installments commencing on August 21,2013. /s/ Chris Williams, by Jill Eaton, Attorney-in-Fact 2012-08-23