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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1. Name and Address of Reporting Person*
LaBombard Christine

(Last) (First) (Middle)
825 BERKSHIRE BLVD SUITE 200

(Street)
WYOMISSING PA 19610

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/29/2019
3. Issuer Name and Ticker or Trading Symbol
PENN NATIONAL GAMING INC [ PENN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Chief Accounting Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 24,029 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Rights 10/15/2019(1) 10/15/2028(1) Common Stock 10,183 29.92(1) D
Non-Qualified Options (right to buy) 01/03/2020(2) 01/03/2029(2) Common Stock 26,158 19.45(2) D
Explanation of Responses:
1. Each vested Stock Appreciation Right (SAR) represents the right to receive a cash payment upon exercise equal to the amount by which the Fair Market Value of a share of Common Stock on the date of exercise exceeds the Base Amount ($29.92) for the SAR. Vests over four years on the anniversary date of grant as follows: 2,546 SARs on October 15, 2019; 2,546 SARs on October 15, 2020; 2,546 SARs on October 15, 2021; and 2,545 SARs on October 15, 2022.
2. Vests over four years on the anniversary date of grant as follows: 6,540 shares on January 3, 2020; 6,539 shares on January 3, 2021; 6,540 shares on January 3, 2022; and 6,539 shares on January 3, 2023.
/s/ Christopher Rogers as attorney-in-fact for Christine LaBombard 02/01/2019
** 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).
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POWER OF ATTORNEY
For Executing Forms, 3, 4 and 5

Know all persons by these presents, that the undersigned hereby
constitutes and appoints Timothy J. Wilmott, Carl Sottosanti and
Christopher Rogers, and each of them, his 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
and regulations 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 and execution of any such Form 3, 4 or 5,
and any amendment thereto, and the 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 or her 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 requisite, 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 the undersigned 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 such attorney-in-fact's 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 or the rules
and regulations promulgated thereunder.

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 31st day of January, 2019.



/s/Christine LaBombard
______________________
Signature

Christine LaBombard
_______________________
Print Name