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

Departure of Senior Vice President and Chief Accounting Officer

On November 23, 2021, Michael F. Winterscheidt informed Scientific Games Corporation (the "Company") that he would like to transition to a part-time role and, accordingly, will leave his full-time position as Senior Vice President and Chief Accounting Officer and transition to a consulting role effective upon the close of business on November 30, 2021 (the "Separation Date"). Constance P. James, the Company's Executive Vice President, Chief Financial Officer, Treasurer and Corporate Secretary, will serve as the Company's principal accounting officer effective as of the Separation Date. For biographical information with respect to Ms. James, see the information provided under the heading "Appointment of Executive Vice President, Chief Financial Officer, Treasurer and Corporate Secretary and Departure of Executive Vice President, Chief Financial Officer, Treasurer and Corporate Secretary" in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on September 16, 2021, which information is incorporated herein by reference. Ms. James will not receive any additional compensation in respect of such responsibilities.

Engagement Letter with Mr. Winterscheidt

On November 23, 2021, the Company entered into an engagement letter with Mr. Winterscheidt (d/b/a Uphill Consulting) (the "Engagement Letter") pursuant to which Mr. Winterscheidt will provide, effective as of the Separation Date, general accounting and advisory consulting services to the Company to be set forth in one or more statements of work in connection with such services.

The Engagement Letter provides that the Company will pay Mr. Winterscheidt a cash fee in exchange for such consulting services, with the applicable fee to be set forth in the applicable statement of work and calculated based on the actual hours of work required in connection with such services and the complexity thereof. Each statement of work may be terminated by the Company, without cause, by giving Mr. Winterscheidt no less than 60 days' written notice before the effective date of such termination.

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