SEC FORM
3
SEC Form 3
FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB APPROVAL |
OMB Number: |
3235-0104 |
Estimated average burden |
hours per response: |
0.5 |
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1. Name and Address of Reporting Person*
825 BERKSHIRE BLVD, SUITE 200 |
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(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 12/01/2009
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3. Issuer Name and Ticker or Trading Symbol
PENN NATIONAL GAMING INC
[ PENN ]
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
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10% Owner |
X |
Officer (give title below) |
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Other (specify below) |
V. P. and Chief Accounting Off
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5. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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Table I - Non-Derivative Securities Beneficially Owned |
1. Title of Security (Instr.
4)
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2.
Amount of Securities Beneficially Owned (Instr.
4)
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3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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4. Nature of Indirect Beneficial Ownership (Instr.
5)
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Common Stock |
10,000 |
D |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security (Instr.
4)
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2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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6. Nature of Indirect Beneficial Ownership (Instr.
5)
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Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Incentive Stock Options (right to buy) |
11/14/2009 |
11/14/2015 |
Common Stock |
12,944 |
30.9 |
D |
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Non-Qualified Stock Options (right to buy) |
11/14/2009 |
11/14/2015 |
Common Stock |
7,056 |
30.9 |
D |
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Incentive Stock Options (right to buy( |
01/12/2010 |
01/12/2016 |
Common Stock |
3,019 |
33.12 |
D |
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Non-Qualified Stock Options (right to buy) |
01/12/2007
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01/12/2016 |
Common Stock |
11,981 |
33.12 |
D |
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Incentive Stock Options (right to buy) |
01/02/2011 |
01/02/2017 |
Common Stock |
2,402 |
41.62 |
D |
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Non-Qualified Stock Options (right to buy) |
01/02/2008
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01/02/2017 |
Common Stock |
22,598 |
41.62 |
D |
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Incentive Stock Options (right to buy) |
07/08/2012 |
07/08/2018 |
Common Stock |
3,347 |
29.87 |
D |
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Non-Qualified Stock Options (right to buy) |
07/08/2009
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07/08/2018 |
Common Stock |
21,653 |
29.87 |
D |
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Non-Qualified Stock Options (right to buy) |
01/02/2010
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01/01/2016 |
Common Stock |
25,000 |
21.38 |
D |
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Explanation of Responses: |
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/s/Robert S. Ippolito as attorney-in-fact for Desiree A. Burke |
12/01/2009 |
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** Signature of Reporting Person |
Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* If the form is filed by more than one reporting person,
see
Instruction
5
(b)(v). |
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
POWER OF ATTORNEY
For Executing Forms, 3, 4 and 5
Know all persons by these presents, that the
undersigned hereby constitutes and appoints William
J. Clifford, Robert S. Ippolito and Jordan B.
Savitch, and each of them, her true and lawful
attorney-in-fact to:
(1) prepare and/or execute for and on behalf of the
undersigned, in the undersigned's capacity as an
officer and/or director of Penn National Gaming,
Inc. (the "Company"), Forms 3, 4 and 5 to report
transactions in the Company's securities reportable
by the undersigned in accordance with the provisions
of Section 16(a) of the Securities Exchange Act of
1934, as amended, and the rules promulgated
thereunder; and
(2) do and perform any and all acts for and on behalf of
the undersigned which may be necessary or desirable
to complete the preparation, execution and timely
filing of any such Form 3, 4 or 5, and any amendment
thereto, with the United States Securities and
Exchange Commission and any other authority, it
being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned
pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as
such attorney-in-fact may approve in his discretion.
The undersigned hereby grants to each such
attorney-in-fact full power and authority to do and
perform all and every act and thing whatsoever,
necessary and proper to be done in the exercise of
any of the rights and powers herein granted, as
fully to all intents and purposes as such attorney-
in-fact might or could do if personally present,
with full power of substitution or revocation,
hereby ratifying and confirming all that such
attorney-in-fact, or his substitute or substitutes,
shall lawfully do or cause to be done by virtue of
this Power of Attorney and the rights and powers
herein granted. The undersigned acknowledges that
the foregoing attorneys-in-fact, in serving in such
capacity at the request of the undersigned, are not
assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934,
as amended.
This Power of Attorney shall remain in full force
and effect until the undersigned is no longer
required to file Forms, 3, 4 and 5 with respect to
the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier
revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of this 1st day
of December, 2009.
/s/ Desiree A. Burke
Signature
Desiree A. Burke
Print Name
2