What changed in this filing

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Item 1. Business

2025-02-25 compared with 2024-02-20 · 90 added, 104 removed, 273 unchanged (42% of the section changed)

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in 2017, Tropicana Entertainment, Inc.

in 2018, Caesars Entertainment Corporation in 2020, and William Hill PLC (the “William Hill Acquisition”) on April 22, 2021.

in 2018, Caesars Entertainment Corporation in 2020, and William Hill PLC in 2021.

Our ticker symbol on the NASDAQ Stock Market is “CZR.”

Our primary source of revenue is generated by our casino properties’ gaming operations, which includes our retail and online sports betting and online gaming, and we utilize our hotels, restaurants, bars, entertainment, racing, retail shops and other services to attract customers to our properties.

Our primary source of revenue is generated by our gaming operations, which includes retail and online sports betting and online gaming.

Additionally, we utilize our hotels, restaurants, bars, entertainment, racing, retail shops and other services to attract customers to our properties.

As of December 31, 2024, we own, lease or manage an aggregate of 53 domestic properties in 18 states.

We also operate and conduct sports wagering across 32 jurisdictions in North America, 26 of which offer online sports betting, and operate iGaming in five jurisdictions in North America.

We continue to expand into additional markets as jurisdictions legalize forms of retail and online gaming and sports betting.

We currently operate the Caesars Sportsbook app, the Caesars Racebook app, the Caesars Palace Online Casino app and the new Horseshoe Online Casino app which initially launched in October 2024.

We expect to continue to grow our operations in the Caesars Digital segment as new jurisdictions legalize retail and online sports betting and iGaming.

In addition, we have other properties in North America that are authorized to use the brands and marks of Caesars Entertainment, Inc., as well as other non-gaming properties.

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Our consolidated business is composed of complementary businesses that reinforce, cross-promote, and build upon each other:

casino, which includes our retail and online sports betting and iGaming, food and beverage, hotel, casino management services, entertainment, retail and other business operations.

casino, which includes our retail and online sports betting and iGaming, food and beverage, hotel, casino management or branding, entertainment, retail and other business operations.

Casino Operations

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Retail and Online Sports Betting and iGaming

We operate and conduct retail and online sports wagering across 31 jurisdictions in North America as of December 31, 2023.

In addition to our online poker operations, we operate iGaming in five jurisdictions in North America and continue to leverage the World Series of Poker (“WSOP”) brand and license the WSOP trademarks for a variety of products and services.

The Company operates and conducts sports wagering across 32 jurisdictions in North America, 26 of which offer online sports betting, and operates iGaming in five jurisdictions in North America as of December 31, 2024.

We offer hundreds of online casino games including slots, table games, live dealer and video poker and we expect to increase our product offerings as iGaming is legalized in additional states.

We launched our Caesars Sportsbook app on our owned and integrated technology platform we have labeled Liberty (“Liberty”) in 2021.

We continue to leverage the World Series of Poker (“WSOP”) brand within the United States with the licensing agreement that we entered into concurrently with the sale of WSOP brand on October 29, 2024.

Our Caesars Sportsbook app operates on our owned and integrated technology platform we have labeled Liberty (“Liberty”).

The app offers extensive pre-match and live markets, extensive odds and flexible limits, player props, and same-game parlays.

In addition to the Caesars Sportsbook app, the Company and NYRABets LLC, the official online wagering platform of the New York Racing Association, Inc., launched the Caesars Racebook app in 2022.

The Caesars Racebook app operates in 20 states and provides access for pari-mutuel wagering at over 300 racetracks around the world as well as livestreaming of races.

Additionally, we launched our new Caesars Palace Online Casino application in states and territories where we operate iGaming in 2023.

In addition to the Caesars Sportsbook app, we partnered with NYRABets LLC, the official online wagering platform of the New York Racing Association, Inc.

and operate the Caesars Racebook app in 22 states.

The Caesars Racebook app provides access for pari-mutuel wagering at over 300 racetracks around the world as well as livestreaming of races.

Additionally, we launched our Caesars Palace Online Casino app in 2023 and initially launched the new Horseshoe Online Casino app in October 2024.

Wagers placed can earn credits towards the Caesars Rewards loyalty program or points which can be redeemed for free wagering credits.

No customers under 21 years old are allowed to wager on any of our Caesars Sportsbook, Caesars Racebook and iGaming mobile apps.

Growth in the Caesars Digital segment continues to be realized with the strategic expansion into new states as jurisdictions legalize retail and online sports betting and online horse race wagering.

Growth in the Caesars Digital segment continues to be realized with the strategic expansion into new states as jurisdictions legalize retail and online sports betting, iGaming and online horse race wagering.

Sports Brand Partnerships — Caesars Sportsbook has partnerships with the NFL, NBA, NHL, MLB, and several individual teams.

We have continued to create new partnerships among professional sports teams and, in 2021, entered into a 20-year exclusive naming-rights partnership branding the Caesars Superdome in New Orleans.

We have continued to create new partnerships among professional sports teams and entered into a 20-year exclusive naming-rights partnership branding the Caesars Superdome in New Orleans in 2021.

Our strategy includes developing local and national partnerships that align our sportsbooks, casinos, resorts and brands with sports fans.

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This includes exclusive rights to use NFL trademarks to promote our properties and enabling Caesars to host exclusive special events and experiences.

We expect to continue to host brand activations at prominent, high-profile NFL events, including the NFL Draft, NFL playoffs, and the Super Bowl during this multi-year partnership.

Food and Beverage Operations

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Hotel Operations

Hotel operations generate revenues from hotel stays at our properties in our approximately 44,700 guest rooms and suites worldwide and represented approximately 18% of our total net revenues in 2023.

Hotel operations generate revenues from hotel stays at our properties in our approximately 45,600 guest rooms and suites and represented approximately 18% of our total net revenues in 2024.

Our properties operate at various price and service points, allowing us to host a variety of casino guests, who are visiting our properties for gaming and other casino entertainment options, and non-casino guests who are visiting our properties for other purposes, such as vacation travel or conventions.

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We provide a variety of retail and entertainment offerings at our properties.

We operate various entertainment venues across the United States, including the Colosseum at Caesars Palace Las Vegas and Bakkt Theater at Planet Hollywood Resort & Casino.

These award-winning entertainment venues host or have announced plans to host, prominent headliners such as Garth Brooks, The Killers, Kelly Clarkson, Jerry Seinfeld, Shania Twain and Miranda Lambert.

The LINQ Promenade is an open-air dining, entertainment, and retail development located between The LINQ Hotel & Casino and Flamingo Las Vegas, which features The High Roller, a 550-foot observation wheel, and Fly LINQ, the first and only zipline on the Las Vegas Strip.

We operate various entertainment venues across the United States, including the Colosseum at Caesars Palace Las Vegas and PH Live at Planet Hollywood Resort & Casino.

These award-winning entertainment venues host or have announced plans to host, prominent headliners such as Garth Brooks, The Killers, Rod Stewart, Jerry Seinfeld, Kelly Clarkson, Shania Twain, Scorpions and Blake Shelton.

On December 12, 2024, we sold the LINQ Promenade, which is an open-air dining, entertainment, and retail development located between The LINQ Hotel & Casino and Flamingo Las Vegas.

The retail stores offer guests a wide range of options from high-end brands and accessories to souvenirs and decorative items.

We continue to operate the High Roller, a 550-foot observation wheel, and Fly LINQ, the first and only zipline on the Las Vegas Strip located between the LINQ Hotel & Casino and Flamingo Las Vegas.

CAESARS FORUM is a 550,000 square-foot state-of-the-art conference center located at the center of the Las Vegas Strip.

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Market Activities

Economic Factors Impacting Discretionary Spending — Gaming and other leisure activities we offer represent discretionary expenditures which may be sensitive to economic downturns.

The resurgence of the Omicron variant of COVID-19 continued to impact the beginning of 2022, however, many of our properties experienced positive trends during much of the year ended December 31, 2022 including higher hotel occupancy and rates, particularly in Las Vegas, and increased gaming and food and beverage volumes coupled with improved product mix.

Economic Factors Impacting Discretionary Spending — Gaming and other leisure activities we offer represent discretionary expenditures which may be sensitive to economic downturns which impacts the behavior among the components of our customer mix differently.

We continue to monitor the effects of recent inflation and the possible implications on certain customers most affected by lower discretionary income.

Although we have seen periods of reduced visitation from those customers, visitation from customers who are not as affected by inflation remains steady or has slightly improved.

In addition, our leases with VICI are impacted by inflation as they are subject to annual escalators based on the Consumer Price Index (“CPI”).

We are also continuing to monitor rising interest rates which have a direct impact on certain of our debt instruments, in addition to an effect on consumer spending.

We evaluate projected changes in interest rates when entering into borrowing arrangements and manage our mix of fixed versus variable debt.

We are also continuing to monitor interest rates which have a direct impact on certain of our debt instruments, in addition to an effect on consumer spending.

We evaluate projected changes in interest rates when entering into borrowing arrangements and manage our mix of fixed versus variable debt accordingly.

We continue to manage the economic challenges affecting our industry and our Company that arise including labor shortages, higher labor costs, supply chain disruptions, increased costs of goods and services, among other impacts.

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Online Betting and Gaming — Online betting and gaming is a rapidly developing sector of the e-commerce industry and we believe the digital segment of the global betting and gaming industry will continue to grow in popularity and consumer confidence.

The market for online betting platforms is being driven by the increased use of digital processes and global, growing bettor demand.

The market for online betting platforms is being driven by the increased use of digital processes and growing bettor demand.

We anticipate that the United States market will continue to have a strong and steady uptake in active wagers as state-by-state legislation in the United States continues to evolve resulting in new opportunities in the United States sports betting market.

The extent and future effects of online betting and gaming on our casino properties is uncertain but we expect that our online betting and gaming offerings will be complementary to our brick-and-mortar casino business.

The casino entertainment business is highly competitive.

The industry is comprised of a diverse group of competitors that vary considerably in size and geographic diversity, quality of facilities and amenities available, marketing and growth strategies, and financial condition.

The industry is composed of a diverse group of competitors that vary considerably in size and geographic diversity, quality of facilities and amenities available, marketing and growth strategies, and financial condition.

In most regions, we compete directly with other casino facilities operating in the immediate and surrounding areas.

There has been increased competition from openings of newly developed casinos and plans of development in certain regions, as well as increased competition from recent legalization of casino gambling and sports betting in states such as Nebraska.

In Las Vegas, our largest jurisdiction, competition is expected to increase in the coming years.

There has been increased competition from openings of newly developed casinos and plans of development in certain regions, including new tribal expansions throughout the United States.

In Las Vegas, our largest jurisdiction, there have been openings and proposals for other large scale gaming and non-gaming development projects by various other developers and local casino operators.

In response to changing trends, Las Vegas operators have been focused on expanding their non-gaming offerings, including upgrades to hotel rooms, new food and beverage offerings, and new entertainment offerings.

There have also been openings and proposals for other large scale gaming and non-gaming development projects in Las Vegas by various other developers.

Our Las Vegas Strip hotels and casinos also compete, in part, with each other.

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As companies have completed new expansion projects, supply has grown at a faster pace than demand in some areas.

The expansion of properties and entertainment venues into new jurisdictions also presents competitive issues.

The expansion of properties and entertainment venues into new jurisdictions also presents competitive pressures.

Our properties also compete with legalized gaming from casinos located on Native American tribal lands.

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Our non-gaming offerings also compete with other retail facilities, amusement attractions, food and beverage offerings, and entertainment venues.

Internet gaming and sports betting also create additional competition for our brick-and-mortar operations.

Internet gaming and sports betting may also create additional competition in certain jurisdictions that our brick-and-mortar properties are located.

We face significant competition in our online sports betting, online horse racing wagering and iGaming businesses in jurisdictions where we currently operate and those jurisdictions in which we wish to expand.

We continue to face new forms of competition with the advancement of other mobile sports betting, daily fantasy sports, sweepstakes betting products and other products by operators in similar jurisdictions in which we operate, as well as operators which are unregulated and operate outside of the United States.

Although we have experienced recent success in obtaining approval for sports betting and iGaming licenses in new jurisdictions, new state launches may require significant upfront investment and may not be successful.

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Rewards Programs

We believe Caesars Rewards, one of the largest loyalty programs, enables us to compete more effectively and capture a larger share of our customers’ entertainment spending when they travel among regions or engage in online wagering and gaming versus that of a standalone property, which is core to our cross-market strategy.

Caesars Rewards members earn Reward Credits for qualifying gaming activities, including sports betting, online gaming and iGaming apps and wagering in the Caesars Sportsbook and Caesars Racebook apps.

Members also earn Reward Credits for qualifying hotel, dining and retail spending at all Caesars Entertainment destinations in the United States and Canada.

We believe Caesars Rewards enables us to compete more effectively and capture a larger share of our customers’ entertainment spending when they travel among regions or engage in online wagering and gaming versus that of a standalone property, which is core to our cross-market strategy.

Members also earn Reward Credits for qualifying hotel, dining and retail spending at most Caesars Entertainment destinations in the United States and Canada.

Additionally, Reward Credits are earned when members use their Caesars Rewards VISA credit card or make a purchase through a Caesars Rewards partner.

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In addition, others may independently develop substantially equivalent intellectual property.

We own or have the right to use proprietary rights to a number of trademarks that we consider, along with the associated name recognition, to be valuable to our business, including Eldorado, Silver Legacy, Isle, Lady Luck, Tropicana, Circus Circus, Caesars, Flamingo, Harrah’s, Horseshoe, Paris, Planet Hollywood, Caesars Rewards, Caesars Sportsbook, William Hill and WSOP.

As of December 31, 2024, our Caesars Sportsbook app is powered by our Liberty platform.

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Our Liberty platform also integrates customers with the Caesars Rewards loyalty program.

In addition, we and NYRABets LLC, the official online wagering platform of the New York Racing Association, Inc., have launched the Caesars Racebook app in more than 20 jurisdictions.

In addition, we and NYRABets LLC, the official online wagering platform of the New York Racing Association, Inc., have launched the Caesars Racebook app in 22 jurisdictions.

The Caesars Racebook app provides access for pari-mutuel wagering at over 300 racetracks around the world.

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A more detailed description of the regulations to which we are subject is contained in Exhibit 99.1 to this Annual Report on Form 10-K, which is incorporated herein by reference.

Internal Revenue Service Regulations

Internal Revenue Service Regulations, Bank Secrecy Act & Anti-Money Laundering

The Internal Revenue Service requires operators of casinos and online sports betting apps located in the United States to file information returns for U.S.

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In addition to currency transaction reporting requirements, suspicious financial activity is also required to be reported to FINCEN.

Caesars maintains a comprehensive risk-based Bank Secrecy Act (“BSA”) and Anti-Money Laundering (“AML”) program.

It includes strong governance and effective internal controls and procedures to comply with applicable BSA requirements, regulatory guidance, and any related laws, and to take measures to prevent its affiliated casinos from being used for money laundering or other criminal activity.

Execution of the program is governed with reference to FINCEN’s guidance on the Culture of Compliance.

Caesars’ internal AML Policy, Know Your Customer Policy and BSA Identification Policy outline the Caesars AML Program and set the minimum standards for the related procedures and internal controls of the Caesars casino affiliates.

Certain employees are required to complete annual trainings related to company policies, including AML.

Other Laws and Regulations

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There has been an increasing focus of international, national, state, regional and local regulatory bodies on greenhouse gas (“GHG”), including carbon emissions, and climate change issues.

The United States is a member of the Paris Agreement, a climate accord reached at the Conference of the Parties (“COP 21”) in Paris, that set many new goals, and many related policies are still emerging.

The Paris Agreement requires set GHG emission reduction goals every five years beginning in 2020.

Stronger GHG emission targets were set at COP 26 in Glasgow in November 2021.

Future regulation could impose stringent standards to substantially reduce GHG emissions.

Legislation to regulate GHG emissions has periodically been introduced in the U.S.

The current Administration has taken steps to further regulate GHG emissions.

Some Administrations have taken steps to further regulate GHG emissions.

Those reductions could be costly and difficult to implement or estimate.

Beyond financial and regulatory effects, the projected severe effects of climate change – such as property damage or supply chain issues stemming from extreme weather events – has already and may continue to directly affect our facilities and operations.

Caesars recognizes the impacts of climate change and is engaged in long-term initiatives to identify, assess, and manage the risks and opportunities associated with climate change (see “Environmental Stewardship” below).

We recognize the impacts of climate change and are engaged in long-term initiatives to identify, assess, and manage the risks and opportunities associated with climate change (see “Environmental Stewardship” below).

Reporting and Record-Keeping Requirements

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We aim to provide a workplace that is engaging, empowering, inclusive and respectful for all employees (our “Team Members”), embracing a culture of openness, passion for service and recognition.

Our ongoing investment in professional training and development, safety, health and wellbeing, and Team Member recognition linked to guest satisfaction are all important drivers of our success in delivering strong financial results and creating value for our communities.

We have approximately 51,000 Team Members throughout our organization, excluding the Team Members of certain of our tribal partners.

Our ongoing investment in professional training and development, safety, health and wellbeing, and Team Member recognition linked to guest satisfaction and community engagement are all important drivers of our success in delivering strong business results and creating value.

We have approximately 50,000 Team Members throughout our organization, excluding all tribal partnerships.

Labor Relations

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The majority of these employees in various job positions are covered by the following agreements:

Employee Group Approximate Number of Active Employees Represented Union Date on which Collective Bargaining Agreement Becomes Amendable

Employee Group Approximate Number of Active Employees Represented Union Expiration Date of Collective Bargaining Agreement (a)

Las Vegas Culinary Employees 10,300 Culinary Workers Union, Local 226 September 30, 2028

Atlantic City Food & Beverage and Hotel Employees 2,600 UNITE HERE, Local 54 May 31, 2026

Las Vegas Dealers 2,000 United Auto Workers September 30, 2023 *

Las Vegas Teamsters 1,100 Teamsters, Local 986 March 31, 2024

Las Vegas Dealers 2,000 United Auto Workers June 30, 2026

Las Vegas Bartenders 1,300 Bartenders Union, Local 165 September 30, 2028

Las Vegas Teamsters 1,200 Teamsters, Local 986 August 31, 2029

____________________

* The agreement is currently under negotiation.

Hiring and Development

We aim to support Team Members throughout their career with Caesars.

We are committed to providing opportunities to help Team Members achieve their professional goals.

We maintain a wide range of channels for diverse recruiting, including outreach to academic institutions and nonprofits that help us source diverse candidates.

Our leadership receives training on our inclusive and equitable talent management recruitment and retention processes.

Additionally, to support hiring initiatives across the enterprise, we maintain a recruiting website that includes information describing our culture, benefits and diversity initiatives.

The website highlights our commitment to corporate social responsibility (“CSR”) diversity, equity and inclusion (“DEI”), and we welcome candidates from all backgrounds.

(a) The agreements are generally amendable 60 days prior to expiration date.

Talent acquisition and retention are key priorities.

We maintain a wide range of channels for recruiting, including outreach to academic institutions, trade training centers, culinary institutions and nonprofits that help us source a dynamic pool of candidates who represent the communities in which we operate across the United States.

We are committed to supporting Team Members throughout their career with Caesars and providing opportunities to achieve their professional goals.

We strive to inspire our Team Members through our mission, vision and values, and our Code of Commitment (described below).

To evaluate our Team Member experience and our retention efforts, we monitor a number of Team Member measures, such as turnover rates and Team Member satisfaction.

To evaluate our Team Member experience and our retention efforts, we monitor several Team Member measures, such as turnover rates and Team Member satisfaction.

We send out Team Member experience surveys to help us further understand the drivers of engagement and areas where we can improve.

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We place utmost importance on creating a safe workplace for our Team Members, embedding procedures so that all our Team Members have the awareness, knowledge and tools to make safe working a habit.

We also maintain a wellness program to help our Team Members improve their health and wellbeing.

This program has demonstrated improved health metrics for participating Team Members and their covered family members helping reduce the cost of healthcare for Team Members and for the Company.

We continue to make enhancements to our offerings and wellness programs with a wide range of affordable options, mental health initiatives and onsite primary care clinics across the US.

Diversity, Equity and Inclusion

We embrace diversity and aim to create an inclusive working environment that celebrates all our Team Members as individuals.

Our diversity, equity and inclusion framework identifies five pillars of activity:

advocacy, Team Members, suppliers, communities and guests for a holistic approach to embedding DEI in everything we do.

We publish our DEI data in our annual CSR report (described below).

We set goals to increase the representation of women and people of color in leadership roles (supervisory and above).

Our 2025 goals outlined 50% of management roles to be held by women in both the mid-level and senior leadership populations, and 50% of leadership roles to be held by people of color.

We also committed to increase the representation of people of color in senior leadership roles by 50%.

As of December 31, 2023, 45% of mid-level roles and 29% of senior leadership roles in the Company were held by women.

Additionally, 44% of leadership roles were held by people of color and the representation of people of color in senior leadership positions has increased by 116% since October 2020.

We also maintain programs to help our Team Members improve their health and wellbeing.

These programs strive to provide metrics to demonstrate improvements in health for participating Team Members and their covered family members.

We continue to make enhancements to our offerings and wellbeing programs with a wide range of affordable options, mental health initiatives and onsite primary care clinics.

We remain focused on recruiting and retaining Team Members who represent the communities in which we operate and creating an inclusive environment where all Team Members and guests are welcome.

We embrace the unique and dynamic perspectives of our workforce and are committed to providing a workplace where every individual feels valued and empowered to be their best.

We are concluding our five-year workforce diversity goals established in 2020, continue to comply with demographic requirements as outlined by various regulators.

Corporate Social Responsibility

Caesars’ Board of Directors (the “Board”) and senior executives view CSR as an integral element in the way we do business, with the belief that being a good corporate citizen helps protect the Company against risk, contributes to improved performance and helps foster positive relationships with all those with whom we connect.

The Board and our executive management are committed to being an industry leader in CSR (which includes diversity, equity and inclusion, social impact, and environmental sustainability).

In 2023, the Board and our leadership continued to engage with our CEO-level external CSR Advisory Board comprised of experts representing DEI, sustainability, business strategy, academia and investors, and used their guidance to confirm our CSR priorities.

Caesars’ Board of Directors (the “Board”) and senior executives view corporate social responsibility (“CSR”) as an integral element in the way we do business, with the belief that being a good corporate citizen helps protect the Company against risk, contributes to improved performance and helps foster positive relationships with all those with whom we connect.

The Board and our executive management are committed to being an industry leader in CSR.

In 2024, the Board and our leadership continued to engage with our CEO-level external CSR Advisory Board composed of experts representing inclusion, social impact, sustainability, business strategy, academia and investors, and used their guidance to confirm our CSR priorities.

These priorities are reflected in our 15th annual CSR report, published in 2024 in accordance with Global Reporting Initiative Standards.

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PEOPLE PLANET PLAY Strategy

Our PEOPLE PLANET PLAY strategy defines how we meet the obligations of our Code of Commitment and is aligned with global priorities articulated by the United Nations as the Sustainable Development Goals.

Our PEOPLE PLANET PLAY strategy defines how we meet the obligations of our Code of Commitment.

PEOPLE PLANET PLAY establishes multi-year targets in key areas of impact, including science-based greenhouse gas emissions-reduction goals aligning with global best practices on climate change action.

In 2022, we conducted a comprehensive CSR assessment to evaluate our

In 2022, we conducted a comprehensive CSR assessment to evaluate our assumptions.

With the help of an external specialist, our assessment gathered input from internal and external stakeholders, reviewed multiple industry and environmental, social and governance (“ESG”) disclosures, standards and frameworks and yielded 21 material topics.

Our materiality assessment is available on our website at www.investor.caesars.com within the ESG resource hub on our Corporate Social Responsibility page.

We are in the process of reviewing and updating our materiality assessment.

Responsible Gaming

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No customers under 21 years old are allowed to wager on any of our Caesars Sportsbook, Caesars Racebook and iGaming mobile apps.

Caesars maintains a comprehensive risk-based Bank Secrecy Act (“BSA”) and Anti-Money Laundering (“AML”) program.

Execution of the program is governed with reference to FINCEN’s guidance on the Culture of Compliance.

Certain employees are required to complete annual trainings related company policies, including AML.

Code of Ethics and Business Conduct

Caesars also maintains a Code of Ethics and Business Conduct (the “Code”) that includes standards designed to deter wrongdoing and to promote, amongst other standards, honest and ethical conduct and full, fair, accurate, timely and understandable disclosure in reports and documents that the Company files with the Securities and Exchange Commission.

Caesars’ Chief Legal Officer serves as the compliance officer of the Code and Caesars provides periodic training regarding the contents and importance of the Code.

Gaming Compliance Plan

Caesars also maintains an Amended and Restated Gaming Compliance Plan (the “Plan”), which is approved by various gaming regulators.

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Our goals are based in science as part of our strategy to reduce our environmental impact.

In 2023, we began the process to establish new goals to align with a 1.5-degree Celsius limit to global warming, measured against a 2019 base-year and we expect to announce our new goals in 2024.

Our existing GHG targets, established in 2018 to be in line with SBTi’s guidance to achieve a level of decarbonization required to keep global temperature increase below 2 degrees Celsius, are (i) reducing absolute Scope 1 and 2 GHG emissions by 35% by 2025, and 100% by 2050, from a 2011 base-year and (ii) having 60% of suppliers by spend institute science-based GHG reduction targets for their operations by 2023.

Between 2011 and 2022, Caesars estimated a reduction in absolute Scopes 1 and 2 GHG emissions of 41.8%, thereby achieving our interim Scope 1 and 2 reduction target ahead of schedule.

We fell short of our supplier engagement goal;

however, in 2023 we revisited our Scope 3 emissions and intend to set an absolute reduction target in 2024 as part of our new GHG goals that better align with a 1.5-degree Celsius pathway.

In 2024, we updated our Scope 1 and 2 GHG emission reduction goals to align with a 1.5-degree Celsius limit to global warming, measured against a 2019 base year.

Our goals were established using an absolute contraction approach and align with published guidance from the Intergovernmental Panel on Climate Change.

We also reaffirmed our publicly stated goal to become carbon neutral by 2050 with interim absolute GHG emission reduction goal of 46.2% by 2030 measured against a 2019 base year.

We have updated our inventory management plan to allow for ongoing management and reporting of Scope 1 and 2 emissions in accordance with industry standards and we have updated and restated our energy and GHG emissions data dating back to 2019.

Between 2019 and 2023, Caesars delivered a reduction in absolute Scopes 1 and 2 GHG emissions of 20.7%.

In 2024 we also set an absolute reduction target for Scope 3 emissions of 37.5% by 2035 against a 2022 baseline.

To achieve our goals, we have taken initiatives such as pursuing renewable energy sources and low-carbon options, including on site solar developments.

For example, we have contracts to purchase energy from solar covered parking canopies recently completed at two Atlantic City properties and we installed solar covered parking at Harrah’s Pompano Beach.

Our long-term goals include a continued focus on energy efficiency and conservation as well as evaluating renewable energy supply opportunities for each of our properties.

For example, we have contracts to purchase energy from solar covered parking canopies completed at two Atlantic City properties, we installed solar covered parking at Harrah’s Pompano Beach and the Harrah’s Atlantic City convention center solar rooftop project is expected to be completed by the end of 2025.

We also entered into long-term purchase power agreements for solar energy in Nevada from an on-site rooftop development at our Caesars Forum that is expected to go online by the end of 2025 as well as an off-site, utility-scale project.

Our long-term goals include a continued focus on energy efficiency and conservation as well as evaluating additional renewable energy supply opportunities for each of our properties.

We voluntarily participate in the CDP (formerly the Carbon Disclosure Project), an international nonprofit that runs a global disclosure system for investors, companies, and regions to manage their environmental impacts.

In 2023, Caesars scored an A-for water security and a B for climate change.

Approximately 2% of companies assessed by CDP in 2023 made the A List for either climate change or water security.

In 2024, Caesars scored a B for both water security and for climate change.

We are engaged in extensive waste reduction efforts across our facilities, including recycling, food donation, and manure composting.

In 2022, we diverted 59% of our total waste from landfills.

In 2023, we estimated our total waste diversion from landfills at 44%.

Community Investment

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In 2024, the Caesars Foundation contributed $3.4 million to communities across the United States.

The Caesars Foundation also continued to support significant national relationships that support diversity, equity and inclusion.

During 2023, our Team Members volunteered over 82,000 hours through the HERO program.

We focus on multi-faceted support of our non-profit partners.

For example, in 2023 we demonstrated our commitment to the mission of Boys & Girls Clubs of America through regional giving to local Clubs, HERO volunteering, hosting fundraising events, collecting customer donations through Caesars Makes Change, in addition to providing several Caesars Foundation grants at the national and local levels, all totaling nearly $1 million in value to the organization and the communities where we operate.

We seek to encourage DEI dialogue in our communities as part of our advocacy approach to raise awareness.

In 2023, we hosted our DEI Summit which bring together corporate partners, nonprofit partners, advocacy groups and suppliers in supporting and promoting efforts to advance DEI initiatives.

The Summit included several educational sessions and panel discussions led by notable DEI leaders and practitioners.

During 2024, our Team Members, including Team Members through our tribal partnerships volunteered over 93,000 hours through the HERO program.

Available Information

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We make our Annual Reports on Form 10-K, our Quarterly Reports on Form 10-Q, our Current Reports on Form 8-K, and all amendments to these reports, available free of charge on our corporate website ( www.caesars.com/corporate ) as soon as reasonably practicable after such reports are filed with, or furnished to, the SEC.

In addition, our Code of Ethics and Business Conduct and charters of the Audit Committee, Compensation Committee, Corporate Social Responsibility Committee, and the Nominating and Corporate Governance Committee are available on our website.

In addition, our Code of Ethics and Business

Conduct and charters of the Audit Committee, Compensation Committee, Corporate Social Responsibility Committee, and the Nominating and Corporate Governance Committee are available on our website.

We will provide reasonable quantities of electronic or paper copies of filings free of charge upon request.

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References in this document to our website address do not incorporate by reference the information contained on the website into this Annual Report on Form 10-K.

Cautionary Statement Regarding Forward-Looking Information

Cautionary Statements Regarding Forward-Looking Information

This Annual Report on Form 10-K includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

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• our intention to pursue development opportunities and additional acquisitions and divestitures;

• the impact of regulation on our business and our ability to receive and maintain necessary approvals for our existing properties and future projects and operation of online sportsbook, poker and gaming.

• the ability to identify suitable acquisition opportunities and realize growth and cost synergies from any future acquisitions;

• our ability to complete dispositions and divestitures and effectively reinvest the proceeds thereof;

• the impact of regulation on our business and our ability to receive and maintain necessary approvals for our existing properties, future projects and the operation of our online sportsbook, poker and iGaming applications;

• the effect of disruptions or corruption to our information technology and other systems and infrastructure;

• potential compromises of our information systems or unauthorized access to confidential information and customer data;

• the impact of the Data Incident (as defined below) and any other future cybersecurity breaches on our business, financial conditions and results of operations;

1 unchanged sentence

• our ability to adapt to the very competitive environments in which we operate, including the online market;

• the impact of economic downturns and other factors that impact consumer spending;

• the impact of win rates and liability management risks on our results of operations;

6 unchanged sentences

• financial, operational, regulatory or other potential challenges that may arise as a result of leasing of a number of our properties;

• the effect of disruptions or corruption to our information technology and other systems and infrastructure;

• the ability to identify suitable acquisition opportunities and realize growth and cost synergies from any future acquisitions;

• the impact of governmental regulation on our business and the cost of complying or the impact of failing to comply with such regulations;

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• deterioration in our reputation or the reputation of our brands;

• potential compromises of our information systems or unauthorized access to confidential information and customer data;

• our reliance on information technology, particularly for our digital business;

1 unchanged sentence

• our reliance on licenses to use the intellectual property of third parties and our ability to renew or extend our existing licenses;

• the effect of war, terrorist activity, acts of violence, natural disasters, public health emergencies and other catastrophic events;

• the effects of war, terrorist activity, acts of violence, natural disasters and other catastrophic events;

• increased scrutiny and changing expectations regarding our environmental, social and governance practices and reporting;

1 unchanged sentence

• work stoppages and other labor problems;

• our ability to retain performers and other entertainment offerings on acceptable terms;

• our ability to secure and retain performers and other entertainment offerings on acceptable terms;

• other factors described in Part II, Item 1A.

6 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business