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Penn National Gaming Inc – ‘8-K’ for 1/22/20 – ‘EX-10.2’

On:  Friday, 1/24/20, at 4:30pm ET   ·   For:  1/22/20   ·   Accession #:  1104659-20-6729   ·   File #:  0-24206

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 1/24/20  Penn National Gaming Inc          8-K:5,9     1/22/20   13:365K                                   Toppan Merrill/FA

Current Report   —   Form 8-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     41K 
 2: EX-10.1     Material Contract                                   HTML     65K 
 3: EX-10.2     Material Contract                                   HTML     14K 
 4: EX-99.1     Miscellaneous Exhibit                               HTML     15K 
10: R1          Cover                                               HTML     47K 
11: XML         IDEA XML File -- Filing Summary                      XML     12K 
 8: XML         XBRL Instance -- tm205508d1_8k_htm                   XML     15K 
 9: EXCEL       IDEA Workbook of Financial Reports                  XLSX      6K 
 6: EX-101.LAB  XBRL Labels -- penn-20200122_lab                     XML     97K 
 7: EX-101.PRE  XBRL Presentations -- penn-20200122_pre              XML     64K 
 5: EX-101.SCH  XBRL Schema -- penn-20200122                         XSD     13K 
12: JSON        XBRL Instance as JSON Data -- MetaLinks               25±    34K 
13: ZIP         XBRL Zipped Folder -- 0001104659-20-006729-xbrl      Zip     34K 


‘EX-10.2’   —   Material Contract


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



Exhibit 10.2

 

FIRST AMENDMENT TO

 

EXECUTIVE AGREEMENT

 

THIS FIRST AMENDMENT TO EXECUTIVE AGREEMENT (“Amendment”) is made effective the 23rd day of January, 2020 (the “Effective Date”) by and between Penn National Gaming, Inc., a Pennsylvania corporation (the “Company”), and William J. Fair, an individual (“Executive”), with respect to the following facts and circumstances:

 

RECITALS

 

The Company and Executive entered into an Executive Agreement on September 24, 2019 (the “Agreement”).

 

The Company and Executive desire to amend the Agreement pursuant to the terms set forth herein.

 

NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements set forth herein, the parties hereto agree as follows:

 

AMENDMENTS

 

1.                  As of the Effective Date, Article 1, Section 1.1 of the Agreement (Duties and Responsibilities) is hereby deleted in its entirety and replaced with the following new Article 1, Section 1.1:

 

“1.1.     Duties and Responsibilities. Executive shall continue to serve as Executive Vice President and Chief Financial Officer of the Company until March 3, 2020 and shall perform all duties and accept all responsibilities incident to such position as may be reasonably assigned to him by the Chief Executive Officer of the Company or the Board of Directors of the Company. On March 3, 2020, Executive shall be employed as an Executive Advisor of the Company until March 31, 2020.”

 

2.                  As of the Effective Date, Article 1, Section 1.2 of the Agreement (Term) is hereby deleted in its entirety and replaced with the following new Article 1, Section 1.2:

 

“1.2     Term. The term of this Agreement shall begin on the Effective Date and shall terminate on March 31, 2020 (the “Term”) or the termination of Executive’s employment with the Company; provided, however, notwithstanding anything in this Agreement to the contrary, Sections 6 through 24 shall survive the termination of Executive’s employment with the Company. On March 3, 2020, Executive shall be deemed to have resigned from all officer, director, manager member or other such positions with the Company or its affiliates or subsidiaries.”

 

3.                  Except as modified herein, all other terms of the Agreement shall remain in full force and effect. In the event of a conflict between the terms of the Agreement and this Amendment, the terms of this Amendment shall apply. No modification may be made to the Agreement or this Amendment except in writing and signed by both the Company and Executive.

 

[SIGNATURES APPEAR ON THE FOLLOWING PAGE]

 

 C: 
 -  C: 1 -

 

 

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the date first written above.

 

EXECUTIVE   PENN NATIONAL GAMING, INC.
     
     
/s/ William J. Fair   By: /s/ Carl Sottosanti
William J. Fair     Carl Sottosanti,
    Executive Vice President, General Counsel and Secretary

 

 C: 
 - 2 -

 

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
3/31/2010-Q,  4
3/3/203
Filed on:1/24/20
For Period end:1/22/20
9/24/198-K
 List all Filings 


6 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/23/23  PENN Entertainment, Inc.          10-K       12/31/22  144:25M
 2/28/22  PENN Entertainment, Inc.          10-K       12/31/21  134:23M
 8/26/21  PENN Entertainment, Inc.          424B7                  1:156K                                   Toppan Merrill/FA
 2/26/21  PENN Entertainment, Inc.          10-K       12/31/20  131:21M
 9/28/20  PENN Entertainment, Inc.          424B5                  1:647K                                   Toppan Merrill/FA
 9/24/20  PENN Entertainment, Inc.          424B5                  1:1M                                     Toppan Merrill/FA
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Filing Submission 0001104659-20-006729   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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