Welcome to our dedicated page for Caesars Entertainment SEC filings (Ticker: CZR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Caesars Entertainment, Inc. filings document regulatory disclosures for a casino-resort operator with common stock listed on Nasdaq under CZR. Form 8-K reports include quarterly and annual operating results, segment commentary for Las Vegas, Regional and Caesars Digital operations, liquidity, debt and other material events.
The company’s proxy materials cover annual-meeting matters, director elections, governance practices, executive compensation and shareholder voting procedures. Other filings record board changes, capital-structure actions involving senior notes and registered securities information tied to its gaming, hospitality and digital wagering operations.
Caesars Entertainment, Inc. (CZR) stockholders approved the merger agreement under which Empire Merger Sub, Inc., a wholly owned subsidiary of Fertitta Gaming Holdco, LLC, will merge into Caesars, with Caesars surviving as Fertitta Gaming Holdco, LLC’s wholly owned subsidiary if the merger is consummated. If completed, each eligible share of Caesars common stock would convert into the right to receive $31.00 in cash. If the merger is not consummated by June 26, 2027, eligible shares would also receive $0.007150 per share for each day from the first calendar day of the following month through the day before closing, without interest and subject to applicable withholding taxes.
At the September 22, 2026 special meeting, the merger proposal received 133,313,001 votes for, 4,276,986 against and 5,687,952 abstentions; votes for represented approximately 65.4% of shares outstanding on the August 21, 2026 record date. Stockholders also approved the executive-compensation proposal on a non-binding, advisory basis. The adjournment proposal was not presented because there were sufficient votes to approve the merger proposal.
Caesars Entertainment, Inc. (CZR) reports a stockholder demand and issues supplemental proxy disclosures related to its pending merger with Fertitta Gaming Holdco, LLC. The company previously entered into an Agreement and Plan of Merger on May 27, 2026, under which a Fertitta subsidiary will merge into Caesars, leaving Caesars as a wholly owned subsidiary of Fertitta Entertainment.
On September 15, 2026, Caesars received a demand letter from a purported stockholder seeking inspection of books and records under Section 220 of the Delaware General Corporation Law and raising concerns about disclosures in the definitive proxy statement filed August 25, 2026. Caesars states it believes the claims are without merit and that no additional disclosure is legally required, but has elected to voluntarily supplement the proxy materials to avoid potential delay or adverse effects on the merger and to minimize litigation costs and risks. The company clarifies that Latham & Watkins LLP represents Caesars on the sale process and merger, while a separate Latham team represents Tilman J. Fertitta and/or certain affiliates on unrelated matters, and that fees from those unrelated matters are significantly less than the merger-related fees.
Caesars Entertainment, Inc. (CZR) reports several developments related to its pending merger with Fertitta Gaming Holdco, LLC. Caesars and Fertitta Entertainment received a Federal Trade Commission Second Request for additional information on September 14, 2026, which extends the Hart-Scott-Rodino waiting period until 30 days after each party substantially complies, unless further extended or earlier terminated.
The company states that completion of the merger remains subject to expiration or termination of this waiting period and other closing conditions in the merger agreement. Separately, directors Jesse Lynn and Ted Papapostolou resigned from the board effective immediately, and the Icahn Group waived its contractual right to appoint replacement directors. Caesars also clarifies that stockholders of record submitting or changing proxies via Internet or telephone must do so by 11:59 p.m. Eastern Time (8:59 p.m. Pacific Time) on September 21, 2026, as reflected on the proxy card.
Caesars Entertainment, Inc. (CZR) director David P. Tomick reported open-market sales of company common stock. On September 15, 2026 he sold 7,142 shares at $29.7101 per share, and on September 14, 2026 he sold 7,000 shares at $29.6612 per share. He also reports 7,650 shares of common stock held indirectly by his spouse, and no Rule 10b5-1 trading plan is indicated.
Caesars Entertainment, Inc. (CZR) director David P. Tomick reported open-market sales of company common stock. On September 10, 2026 and September 11, 2026, he sold a total of 14,000 shares at prices around $29.67–$29.68 per share. The filing also reports 7,650 shares of common stock held indirectly through his spouse as of September 10, 2026. No Rule 10b5-1 trading plan is reported for these transactions.
Caesars Entertainment, Inc. (CZR) director David P. Tomick reported an amended insider transaction reflecting that on March 3, 2025, an entity associated with his spouse purchased 1,850 shares of common stock at $33.36 per share in an open-market or private transaction. The amended filing clarifies that these shares are held as indirect ownership by his spouse, rather than directly by Tomick, and notes that no transactions were made under a Rule 10b5-1 trading plan. After this transaction, Tomick is reported to hold 7,650 shares indirectly through his spouse and 35,542 shares directly.
Caesars Entertainment, Inc. (CZR) has a notice from director David Paul Tomick to sell up to 45,911 shares of common stock under Rule 144. The shares are held in an account at Charles Schwab registered to a revocable declaration of trust and derive from multiple restricted stock unit equity compensation grants.
The proposed sale has an indicated aggregate market value of about $1.36 million, with Caesars reporting 203,720,372 shares outstanding. The notice is dated September 10, 2026.
Caesars Entertainment, Inc. (CZR) received a Rule 144 notice indicating that former director Courtney R. Mather plans to sell CZR common stock through Interactive Brokers LLC. The planned sale covers 57,027 shares of common stock, with an aggregate market value of $1,695,412.71, and Caesars reports approximately 203,720,372 shares outstanding. The shares to be sold were acquired via stock-based compensation, including 10,369 shares from a stock grant dated January 23, 2026, 23,128 shares received as phantom stock units under a registered plan related to outside director fees, and 23,530 shares received as restricted stock units under a registered plan. The common stock is listed on Nasdaq, and the notice is dated August 31, 2026.
Caesars Entertainment, Inc. (CZR) reported that director Janis L. Jones Blackhurst sold shares of the company’s common stock. On 2026-08-27, she sold 33,899 shares in a sale classified as an open market or private transaction at a weighted average price of $29.6306 per share, with individual trade prices ranging from $29.6300 to $29.6350. Following this transaction, she reported holding 0 shares of Caesars common stock directly.
Caesars Entertainment, Inc. (CZR) has agreed to be acquired by Fertitta Gaming Holdco, LLC in an all‑cash merger. Empire Merger Sub, Inc. will merge into Caesars, which will survive as a wholly owned private subsidiary and its common stock will be delisted from NASDAQ and deregistered.
Each eligible share of Caesars common stock will be converted at closing into the right to receive $31.00 in cash, plus a daily cash amount of $0.007150 per share if closing occurs after June 26, 2027, in each case without interest and subject to withholding taxes. The board unanimously approved the merger agreement, received a fairness opinion from PJT Partners, and recommends that stockholders vote FOR the merger, an advisory vote on merger‑related executive compensation, and a potential adjournment to solicit more proxies. A special meeting will be held in person on September 22, 2026; approval of the merger requires a majority of all outstanding shares. Stockholders also have appraisal rights under Delaware law if they strictly follow statutory procedures.