UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On June 10, 2020, Penn National Gaming, Inc. (the “Company”), held its Annual Meeting of Shareholders (“Annual Meeting”).
At the Annual Meeting, the shareholders of the Company (i) elected two Class III directors to serve until the 2023 Annual Meeting of Shareholders; (ii) ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the 2020 fiscal year; and (iii) approved, on an advisory basis, the compensation of the Company’s named executive officers.
The following are the final voting results for the three proposals submitted at the Annual Meeting:
Proposal One. Election of two Class III directors to serve until the 2023 Annual Meeting of Shareholders. The final vote tabulation for each of the individual directors was as follows:
| Director | Votes FOR | Votes WITHHELD | Broker Non-Votes | |||
| Jane Scaccetti | 79,748,676 | 930,405 | 21,850,452 | |||
| Jay A. Snowden | 79,327,866 | 1,351,215 | 21,850,452 |
The term of office of each of David A. Handler, John M. Jacquemin, Barbara Shattuck Kohn, Ronald J. Naples, and Saul V. Reibstein continued following the Annual Meeting.
Proposal Two. Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the 2020 fiscal year. The final vote tabulation was as follows:
| Votes FOR | Votes AGAINST | Abstentions | ||
| 101,839,421 | 336,174 | 353,938 |
Proposal Three. Approval, on an advisory basis, of the compensation of the Company’s named executive officers. The final vote tabulation was as follows:
| Votes FOR | Votes AGAINST | Abstentions | Broker Non-Votes | |||
| 79,404,699 | 995,398 | 278,984 | 21,850,452 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PENN NATIONAL GAMING, INC. | ||
| Date: June 12, 2020 | ||
| By: | /s/ Carl Sottosanti | |
| Carl Sottosanti | ||
| Executive Vice President, General Counsel and Secretary | ||