ISS and Glass Lewis Recommend FOR Board Declassification Proposal at PENN Entertainment

NEW YORK--(BUSINESS WIRE)--UNITE HERE today announced that Institutional Shareholder Services (“ISS”) and Glass Lewis & Co. (“Glass Lewis”) have both recommended that PENN Entertainment, Inc. (NASDAQ: PENN) shareholders vote FOR the shareholder proposal to declassify the Company’s Board of Directors ahead of PENN’s June 16, 2026 Annual Meeting of Shareholders.

The recommendations delivered by these two major proxy advisory firms represent significant independent support for enhancing shareholder rights and board accountability at PENN.

“We are pleased that ISS and Glass Lewis have both concluded that shareholders should support annual elections for all PENN directors,” said UNITE HERE Director of Gaming Industry Research, Michael Hachey. “These recommendations reinforce what shareholders have communicated for years: that annual director elections enhance board accountability and are a fundamental governance best practice.”

PENN shareholders previously supported board declassification in 2010, yet the Board has not implemented that outcome. Today, annual director elections are widely recognized as a governance best practice among public companies and institutional investors. According to data cited in UNITE HERE’s shareholder communications, declassification proposals in 2025 received average shareholder support of 77.9% and passed at an 86% rate.

The shareholder proposal is non-binding, and it does not call for immediate implementation. Rather, it requests that the Board take the steps necessary to declassify the Board in a manner consistent with applicable law and gaming regulatory requirements.

In its communications to shareholders, UNITE HERE has noted that many leading gaming companies—including MGM Resorts International, Caesars Entertainment, and Boyd Gaming—already maintain annual director elections despite operating in the highly regulated gaming industry environment cited by PENN in opposition to the proposal.

UNITE HERE believes annual elections would:

• Support long-term value creation by reinforcing confidence in Board oversight;
• Enhance accountability and responsiveness during a period of significant change in the gaming industry;
• Reduce entrenchment risk and better align PENN with prevailing governance standards and shareholder expectations.

With less than two weeks remaining before PENN’s June 16, 2026 Annual Meeting, UNITE HERE urges PENN shareholders to cast their vote FOR the proposal to declassify the Board.

YOUR VOTE IS IMPORTANT

This is not a solicitation of authority to vote your proxy. Please do not send us your proxy card, as it will not be accepted.