Carano Anthony L. 4

What Happened

• Anthony L. Carano, President and Chief Operating Officer of Caesars Entertainment (CZR), had restricted stock units (RSUs) vest on January 29, 2026. The Form 4 reports 53,398 shares acquired via conversion of derivatives (RSUs) at $0.00 per share.
• To satisfy tax obligations, 21,014 of those shares were withheld/disposed at $21.28 per share, generating proceeds of $447,178. The filing also lists additional conversion/disposition line items for 14,646; 15,998; and 22,574 shares (reported at $0.00), which correspond to vested RSU installments.

Key Details

• Transaction date: January 29, 2026; Form 4 filed February 2, 2026.
• Prices: RSU conversions recorded at $0.00; tax withholding/disposition at $21.28 (21,014 shares → $447,178).
• Shares owned after the transaction: not disclosed in the provided filing summary.
• Footnotes: F1 notes 1-for-1 conversion of RSUs into common stock. F2–F4 indicate RSU grants from Jan 27, 2023; Jan 26, 2024; and Jan 24, 2025 that vested on Jan 29, 2026 and do not expire.
• Filing timeliness: the Form 4 was filed 4 days after the transaction date. Form 4s are typically due within two business days of a reportable transaction, so this filing appears later than the usual deadline.

Context

• This was not an open-market purchase or a discretionary sale for investment purposes but a routine equity award vesting event with shares withheld to cover tax liabilities. Withholding/sale of shares to pay taxes is common and does not necessarily signal the insider’s view of the company’s stock.
• For retail investors, purchases are often more informative as potential bullish signals; conversions of RSUs and tax-withholding are standard compensation mechanics.