Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 7, 2021, the Board of Directors (the "Board") of Penn National Gaming, Inc. (the "Company") increased the size of the Board from eight directors to nine directors and subsequently elected Vimla Black-Gupta to fill the vacancy, subject to customary regulatory approvals. Ms. Black-Gupta was elected as a Class III director with a term expiring at the 2023 annual meeting of shareholders.

Ms. Black-Gupta serves as the Chief Marketing Officer and Executive Vice President of Commercial for a stealth Skin Care Bio Tech startup. She previously served as the Global Chief Marketing Officer of Equinox Fitness Clubs, where she oversaw marketing strategy development and execution on behalf of Equinox and its growing portfolio of 100 global fitness club locations and the Equinox Hotel. Prior to Equinox, Ms. Black-Gupta served as the Senior Vice President of Global Marketing of Bobbi Brown Cosmetics at Estee Lauder where she managed, led and created their product, consumer and digital marketing strategy. Ms. Black-Gupta has also held Executive Global Marketing leadership roles at Procter and Gamble and the Gilette Companies.

The Company has not yet made a determination as to the committees of the Board on which Ms. Black-Gupta will serve. Ms. Black-Gupta shall be eligible to participate in all previously established and disclosed compensation plans in which non-employee directors participate. Such compensation plans are described in the Company's Definitive Proxy Statement filed with the Securities and Exchange Commission on April 23, 2021. There are no arrangements or understandings between Ms. Black-Gupta and any other person pursuant to which she was selected as a director. Ms. Black-Gupta has not been a party to any transaction involving the Company required to be disclosed under Item 404(a) of Regulation S-K.

On June 7, 2021, the Company issued a press release announcing Ms. Black-Gupta's election to the Board, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits.
 Exhibit No.         Description of Exhibit
          99.1         Press release dated     June 7    , 2021 of Penn National Gaming, Inc.
           104       Cover Page Interactive Data File (embedded within the Inline XBRL document).


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