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Item 1. Financial Statements

2026-04-23 compared with 2025-10-30 · 261 added, 330 removed, 608 unchanged (49% of the section changed)

4 unchanged sentences

(in thousands, except share data)

September 30,

2026 December 31,

5 unchanged sentences

Cash and cash equivalents 274,513 224,314

Held to maturity investment securities — 560,832

Other assets 86,034 84,947

10 unchanged sentences

Commitments and Contingencies (Note 9)

Preferred stock ($ .01 par value, 50,000,000 shares authorized, no shares issued or outstanding at September 30, 2025 and December 31, 2024)

Common stock ($ .01 par value, 500,000,000 shares authorized, 283,008,342 and 274,422,549 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively)

Preferred stock ($ .01 par value, 50,000,000 shares authorized, no shares issued or outstanding at March 31, 2026 and December 31, 2025)

Common stock ($ .01 par value, 500,000,000 shares authorized, 283,221,841 and 283,037,310 shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively)

Additional paid-in capital 6,611,159 6,613,488

2 unchanged sentences

Total equity attributable to Gaming and Leisure Properties 4,634,863 4,626,452

Noncontrolling interests in GLPI's Operating Partnership ( 8,224,939 units outstanding at September 30, 2025 and December 31, 2024, respectively)

Noncontrolling interests in GLPI's Operating Partnership ( 8,581,163 and 8,224,939 units outstanding at March 31, 2026 and December 31, 2025, respectively)

401,966 381,808

4 unchanged sentences

and Subsidiaries

Condensed Consolidated Statements of Operations and Comprehensive Income

Condensed Consolidated Statements of Income and Comprehensive Income

(in thousands, except per share data)

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

Rental income $ 356,522 $ 340,252

3 unchanged sentences

Total income from real estate 419,985 395,235

397,610 385,341 1,187,721 1,141,931

Operating expenses

9 unchanged sentences

Interest income 2,737 9,356

Loss on debt extinguishment ( 3,783 ) — ( 3,783 ) —

Losses on debt extinguishment and other financing costs ( 268 ) —

Total other expenses ( 93,387 ) ( 87,916 )

4 unchanged sentences

Net income attributable to common shareholders $ 231,829 $ 165,184

Earnings per common share:

Basic earnings attributable to common shareholders $ 0.85 $ 0.67 $ 2.00 $ 2.08

Diluted earnings attributable to common shareholders $ 0.85 $ 0.67 $ 2.00 $ 2.08

Other comprehensive income

1 unchanged sentence

Reclassification of derivative gain to interest expense ( 24 ) —

Gain on cash flow hedges 103 — 967 —

Comprehensive income 239,378 170,354

1 unchanged sentence

Comprehensive income attributable to common shareholders $ 231,806 $ 165,184

Earnings per common share:

Basic earnings attributable to common shareholders $ 0.82 $ 0.60

Diluted earnings attributable to common shareholders $ 0.82 $ 0.60

See accompanying notes to the condensed consolidated financial statements.

8 unchanged sentences

Balance, December 31, 2025 283,037,310 $ 2,830 $ 6,613,488 $ ( 1,990,770 ) 904 $ 381,808 $ 5,008,260

Restricted stock and LTIP unit activity 410,450 4 ( 9,478 ) — — 3,526 ( 5,948 )

Dividends paid ($ 0.76 per common share)

— — — ( 209,061 ) — — ( 209,061 )

Distributions to non-controlling interest — — — — — ( 6,341 ) ( 6,341 )

— — — 165,184 — 5,170 170,354

Balance, March 31, 2025 274,832,999 $ 2,748 $ 6,200,349 $ ( 1,987,886 ) $ — $ 379,317 $ 4,594,528

Issuance of common stock, net of costs — — ( 120 ) — — — ( 120 )

2 unchanged sentences

— — — ( 221,068 ) — — ( 221,068 )

Gain on cash flow hedges — — — — 837 27 864

Issuance of operating partnership units — — — — — 15,393 15,393

Distributions to non-controlling interest — — — — — ( 6,508 ) ( 6,508 )

— — — 151,439 — 4,726 156,165

Balance, June 30, 2025 283,007,539 $ 2,830 $ 6,608,591 $ ( 2,057,380 ) $ 837 $ 378,432 $ 4,933,310

Issuance of common stock, net of costs — — ( 136 ) — — — ( 136 )

Restricted stock and LTIP unit activity 803 — 1,223 — — 311 1,534

Dividends paid ($ 0.78 per common share)

— — — ( 220,940 ) — — ( 220,940 )

Gain on cash flow hedges — — — — 99 4 103

Reclassification of derivative gain on cash flow hedges to interest expense — — — — ( 23 ) ( 1 ) ( 24 )

Distributions to non-controlling interest — — — — — ( 6,856 ) ( 6,856 )

Net income — — — 241,191 — 7,290 248,481

Balance, September 30, 2025 283,008,342 $ 2,830 $ 6,609,678 $ ( 2,037,129 ) $ 927 $ 379,545 $ 4,955,851

— — — 231,829 — 7,573 239,402

Balance, March 31, 2026 283,221,841 $ 2,832 $ 6,611,159 $ ( 1,980,009 ) $ 881 $ 401,966 $ 5,036,829

Common Stock Additional

3 unchanged sentences

Balance, December 31, 2024 274,422,549 $ 2,744 $ 6,209,827 $ ( 1,944,009 ) $ 376,962 $ 4,645,524

Issuance of common stock, net of costs 181,971 2 9,014 — — 9,016

Restricted stock activity

395,894 4 ( 6,593 ) — — ( 6,589 )

Restricted stock and LTIP unit activity 410,450 4 ( 9,478 ) — 3,526 ( 5,948 )

Dividends paid ($ 0.76 per common share)

2 unchanged sentences

Distributions to non-controlling interest — — — — ( 6,341 ) ( 6,341 )

— — — 174,464 5,062 179,526

Net income — — — 165,184 5,170 170,354

Balance, March 31, 2025 274,832,999 $ 2,748 $ 6,200,349 $ ( 1,987,886 ) $ 379,317 $ 4,594,528

Restricted stock activity

— — 5,426 — — 5,426

Dividends paid ($ 0.76 per common share)

— — — ( 206,583 ) — ( 206,583 )

Distributions to non-controlling interest — — — — ( 6,147 ) ( 6,147 )

— — — 208,250 6,162 214,412

Balance, June 30, 2024 271,500,584 $ 2,715 $ 6,059,956 $ ( 1,928,360 ) $ 370,614 $ 4,504,925

Issuance of common stock, net of costs 2,890,166 29 139,175 — — 139,204

Restricted stock activity

803 — 5,447 — — 5,447

Dividends paid ($ 0.76 per common share)

— — — ( 208,779 ) — ( 208,779 )

Distributions to non-controlling interest — — — — ( 6,145 ) ( 6,145 )

— — — 184,694 5,406 190,100

Balance, September 30, 2024 274,391,553 $ 2,744 $ 6,204,578 $ ( 1,952,445 ) $ 369,875 $ 4,624,752

See accompanying notes to the condensed consolidated financial statements.

3 unchanged sentences

(in thousands, unaudited)

Nine months ended September 30, 2025 2024

Three months ended March 31, 2026 2025

Operating activities

3 unchanged sentences

Amortization of items charged to interest expense 3,468 3,232

Amortization of gain on cash flow hedges ( 9 ) —

Accretion on financing receivables ( 20,753 ) ( 21,753 )

Amortization of gain on cash flow hedges and loan discounts ( 81 ) —

Accretion on investment in leases and adjustments to lease liabilities ( 7,412 ) ( 6,896 )

Accretion on held to maturity investment securities — 10,837

3 unchanged sentences

Straight-line rent and deferred rent adjustments 471 ( 8,412 )

Losses on debt extinguishment 3,783 —

Provision (benefit) for credit losses, net ( 10,137 ) 39,246

Proceeds from swap termination 967 —

Change in operating assets and liabilities

8 unchanged sentences

Proceeds from sales of property, net of costs — 125

Fundings for the Tropicana Las Vegas Lease — ( 48,550 )

Investment in leases, financing receivables — ( 203,486 )

Acquisition of real estate, net ( 688,004 ) —

Originations of real estate loans ( 54,057 ) ( 3,209 )

Acquisition of held to maturity investment securities — ( 890,970 )

Maturities of held to maturity investment securities — 549,995

Net cash provided by (used in) investing activities 333,483 ( 1,177,147 )

Net cash (used in) provided by investing activities ( 853,539 ) 534,004

Financing activities

6 unchanged sentences

Repayments of long-term debt ( 1,279,900 ) ( 850,054 )

Premium and related costs paid on debt extinguishment ( 2,947 ) —

Net cash used in financing activities ( 830,573 ) 206,942

Net increase/(decrease) in cash and cash equivalents 289,083 ( 189,848 )

Net cash provided by (used in) financing activities 633,509 ( 1,080,253 )

Net decrease in cash and cash equivalents 50,199 ( 293,757 )

Cash and cash equivalents at beginning of period 224,314 462,632

13 unchanged sentences

GLPI issues equity from time to time and is obligated to contribute the net proceeds from those offerings to GLP Capital.

As of September 30, 2025, GLPI owned 97.1 % of the outstanding units of GLP Capital with the remaining 2.9 % owned by third party limited partners who (directly or through affiliates) contributed properties to GLP Capital in exchange for consideration that was partially funded through the issuance of operating partnership units ("OP Units") and holders of long term incentive plan units ("LTIP Units").

As of March 31, 2026, GLPI owned approximately 96.8 % of the outstanding units of GLP Capital with the remaining 3.2% owned by third party limited partners who (directly or through affiliates) contributed properties to GLP Capital in exchange for consideration that was partially funded through the issuance of operating partnership units ("OP Units") and holders of long term incentive plan units ("LTIP Units").

The OP Units and LTIP Units once vested are exchangeable on a one for one basis for common shares of the Company.

1 unchanged sentence

All debt of the Company, including revolving credit facilities, term loans and senior unsecured notes, is incurred by GLP Capital and its subsidiaries.

GLPI has fully and unconditionally guaranteed all of the Company's outstanding senior unsecured notes.

GLPI has fully and unconditionally guaranteed all of our outstanding senior unsecured notes.

The Company seeks to provide an opportunity to invest in the growth opportunities afforded by the gaming industry, with the stability and cash flow opportunities of a REIT.

2 unchanged sentences

(1) all facility maintenance, (2) all insurance required in connection with the leased properties and the business conducted on the leased properties, including coverage of the landlord's interests, (3) taxes levied on or with respect to the leased properties (other than taxes on the income of the lessor) and (4) all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties.

As of September 30, 2025, GLPI’s portfolio consisted of interests in 68 gaming and related facilities, the real property associated with 34 gaming and related facilities operated by PENN, the real property associated with 6 gaming and related facilities operated by Caesars Entertainment Corporation (NASDAQ:

The Company also extends loans that produce fixed or variable returns which may convert into leased rent upon project completion or stabilization.

As of March 31, 2026, GLPI’s portfolio consisted of interests in 71 gaming and related facilities, the real property associated with 34 gaming and related facilities operated by PENN, the real property associated with 6 gaming and related facilities operated by Caesars Entertainment Corporation (NASDAQ:

CZR) ("Caesars"), the real property associated with 4 gaming and related facilities operated by Boyd Gaming Corporation (NYSE:

BYD) ("Boyd"), the real property associated with 16 gaming and related facilities operated by Bally's Corporation (NYSE:

BALY) ("Bally's") and 1 facility under development with Bally's in Chicago, Illinois, the real property associated with 3 gaming and related facilities operated by Cordish, 1 gaming facility owned by 815 Entertainment, LLC ("815 Entertainment") managed by a subsidiary of Hard Rock International ("Hard Rock"), 3 gaming and related facilities operated by Strategic Gaming Management, LLC ("Strategic") and 1 gaming and related facility operated by American Racing & Entertainment ("American Racing").

BALY) ("Bally's") and 2 facilities under development, namely for Bally's in Chicago, Illinois and for The Cordish Companies ("Cordish") and Bruce Smith Enterprise in Petersburg, Virginia, the real property associated with 3 gaming and related facilities operated by Cordish, 1 gaming facility managed by a subsidiary of Hard Rock International ("Hard Rock"), 4 gaming and related facilities operated by Strategic Gaming Management, LLC ("Strategic") and 1 gaming and related facility operated by American Racing & Entertainment ("American Racing").

PENN 2023 Master Lease and Amended PENN Master Lease

On January 1, 2023, the Company amended its original master lease with PENN (the "Amended PENN Master Lease") to transfer five properties to a new master lease (the "PENN 2023 Master Lease").

On January 1, 2023, the Company amended its original master lease with PENN (the "Amended PENN Master Lease") to remove 5 properties from it and created a new master lease (the "PENN 2023 Master Lease").

In addition, the existing leases for the Hollywood Casino at The Meadows in Pennsylvania and the Hollywood Casino Perryville in Maryland were terminated and these properties were transferred into the PENN 2023 Master Lease.

1 unchanged sentence

Rent under the PENN 2023 Master Lease is fixed with annual escalations on the entirety of rent increasing by 1.5 % annually on November 1.

In addition to the fixed escalations, a one time annualized increase of $1.4 million is scheduled to occur on November 1, 2027.

The rent structure under the Amended PENN Master Lease includes a fixed component, a portion of which is subject to an annual 2 % escalator if certain rent coverage ratio thresholds are met, and a component that is based on the revenues of the facilities, which is prospectively adjusted, subject to certain floors (namely the Hollywood Casino at Penn National Race Course property due to PENN's opening of a competing facility) every 5 years to an amount equal to 4 % of the average net revenues of all facilities under the Amended PENN Master Lease during the preceding five years in excess of a contractual baseline.

2 unchanged sentences

The Company also previously funded $5 million to reimburse PENN for land site development costs for the Joliet project.

On August 11, 2025, PENN requested $ 150 million for its M Resort hotel tower project which will be subject to a capitalization rate of 7.79 % and is expected to be funded in early November 2025.

PENN anticipates completing the relocation of its riverboat casino in Aurora to a land based facility in the first half of 2026.

The Company anticipates funding $ 225 million at a 7.75 % capitalization rate.

Finally, if requested by PENN, GLPI will fund up to $ 70 million for the hard construction costs of a hotel at Hollywood Casino Columbus.

Rent commences as fundings are made for each project.

On November 3, 2025, GLPI funded $ 150 million for PENN's M Resort new hotel tower and conference center expansion, which opened to the public on December 1, 2025, at a capitalization rate of 7.79 %.

PENN anticipates completing the relocation of its riverboat casino in Aurora, Illinois on June 24, 2026, pending customary regulatory approvals.

The Company anticipates funding $ 225 million at a 7.75 % capitalization rate for this project on or about June 24, 2026.

Rent for each project begins accruing as the related funding is advanced.

Amended Pinnacle Master Lease, Boyd Master Lease and Belterra Park Lease

1 unchanged sentence

("Pinnacle") and leased these assets back to Pinnacle, under a unitary triple-net lease, the term of which expires April 30, 2031, with no purchase option, followed by four remaining 5-year renewal options (exercisable by the tenant) on the same terms and conditions (the "Pinnacle Master Lease").

The Amended Pinnacle Master Lease includes a fixed component, a portion of which is subject to an annual 2 % escalator if certain rent coverage ratio thresholds are met and a component that is based on the performance of the facilities, which is prospectively adjusted subject to certain floors (namely the Bossier City Boomtown property due to PENN's acquisition of a competing facility, Margaritaville Resort Casino), every two years to an amount equal to 4 % of the average net revenues of all facilities under the Amended Pinnacle Master Lease during the preceding two years in excess of a contractual baseline.

The Pinnacle Master Lease includes a fixed component, a portion of which is subject to an annual escalator of up to 2% if certain rent coverage ratio thresholds are met and a component that is based on the performance of the facilities, which is prospectively adjusted subject to certain floors (namely the Bossier City Boomtown property due to PENN's acquisition of a competing facility), every two years to an amount equal to 4 % of the average net revenues of all facilities under the Pinnacle Master Lease during the preceding two years in excess of a contractual baseline.

On October 15, 2018, the Company completed transactions with PENN, Pinnacle and Boyd to accommodate PENN's acquisition of the majority of Pinnacle's operations, pursuant to a definitive agreement and plan of merger between PENN and Pinnacle, dated December 17, 2017 (the "PENN-Pinnacle Merger").

1 unchanged sentence

Charles and Belterra Casino Resort from Pinnacle to Boyd (the "Amended Pinnacle Master Lease") and entered into a new unitary triple-net master lease agreement with Boyd (the "Boyd Master Lease") for these properties on terms similar to the Company’s Amended Pinnacle Master Lease.

The Boyd Master Lease has an initial term of 10 years (from the original April 2016 commencement date of the Pinnacle Master Lease and expiring April 30, 2026), with no purchase option, followed by five 5-year renewal options (exercisable by the tenant) on the same terms and conditions.

The Boyd Master Lease expires April 30, 2031, with no purchase option, followed by four 5-year renewal options (exercisable by the tenant) on the same terms and conditions.

The Boyd Master Lease includes a fixed component, a portion of which is subject to an annual 2 % escalator if certain rent coverage ratio thresholds are met and a component that is based on the performance of the facilities, which is prospectively adjusted every two years to an amount equal to 4 % of the average net revenues of all facilities under the Boyd Master Lease during the preceding two years in excess of a contractual baseline.

2 unchanged sentences

The Company also entered into a mortgage loan agreement with Boyd in connection with Boyd's acquisition of Belterra Park Gaming & Entertainment Center ("Belterra Park"), whereby the Company loaned Boyd $ 57.7 million (the "Belterra Park Loan").

In May 2020, the Company acquired the real estate of Belterra Park in satisfaction of the Belterra Park

Loan, subject to a long-term lease (the "Belterra Park Lease") with a Boyd affiliate operating the property.

The Belterra Park Lease rent terms are consistent with the Boyd Master Lease.

On February 12, 2025, Boyd exercised its first 5-year renewal option on both the Boyd Master Lease and the Belterra Park Lease, both of which now expire on April 30, 2031.

In May 2020, the Company acquired the real estate of Belterra Park in satisfaction of the Belterra Park Loan, subject to a long-term lease (the "Belterra Park Lease") with a Boyd affiliate operating the property.

The Belterra Park

Lease rent terms are consistent with the Boyd Master Lease.

The Belterra Park Lease rent terms are consistent with the Boyd Master Lease and expires on April 30, 2031, with no purchase option, followed by four , 5-year renewal options (exercisable by the tenant) on the same terms and conditions.

In April 2025, PENN announced its intention to relocate its Ameristar Council Bluffs riverboat casino, for which GLPI has committed up to $ 150 million or the hard costs associated with the project, whichever is greater, at a 7.10 % cap rate, which can be structured, at the discretion of PENN, as rent, or a 5-year term loan.

8 unchanged sentences

Louis Lease annual rent increases by 1.25 % for the second through fifth lease years, increasing to 1.75 % for the sixth and seventh lease years and thereafter increasing by 2.0 % for the remainder of the lease.

Bally's Master Lease, Bally's Chicago Lease, Bally's Master Lease II, the Amended and Restated Casino Queen Master Lease and the Tropicana Las Vegas Lease

Bally's Master Lease, Bally's Chicago Lease, Bally's Master Lease II, the Casino Queen Master Lease and the Tropicana Las Vegas Lease

The Company has several leases and development agreements with Bally's.

The first lease was entered into on June 3, 2021 and subsequent to this date several additional real estate assets of Bally's have been added to this lease such that it now contains 8 real estate assets of Bally's (the "Bally's Master Lease").

The Bally's Master Lease was entered into on June 3, 2021 and subsequent to this date several additional real estate assets of Bally's were added to it (the "Bally's Master Lease").

The annual rent on the Bally's Master Lease is subject to contractual escalations based on the Consumer Price Index ("CPI") with a 1 % floor and a 2 % ceiling, subject to the CPI meeting a 0.5 % threshold.

The Bally's Master Lease has an initial term of 15 years, with no purchase option, followed by four 5 year renewal options (exercisable by the tenant) on the same terms and conditions.

The Company intends to fund real estate construction costs of up to $ 940.0 million for the planned Bally's Chicago Casino Resort ("Bally's Chicago").

This development funding is expected to extend into 2027.

The Company will own all funded improvements, which would be leased to Bally’s with rent commencing as advances are made at an annual yield of 8.5 %.

As of September 30, 2025, no amounts have been funded by the Company.

On September 11, 2024, the Company assumed the ground lease for the real estate of the Bally's Chicago site between the existing third party and Bally's for approximately $ 250 million.

On September 11, 2024, the Company assumed the ground lease for the real estate of the Bally's Chicago Casino Resort ("Bally's Chicago") site between the existing third party and Bally's for approximately $ 250 million.

The ground lease was amended such that the Company receives initial annual rent of $ 20 million.

In July 2025, the Company entered into a development agreement for Bally's Chicago and amended the existing land lease to include the building (the "Chicago Lease").

The Chicago Lease has an initial term of 15 years, followed by four 5-year renewals, exercisable at the tenant's option.

The Chicago Lease's annual rent increases if the CPI increase is at least 0.5 % for any lease year, then the rent shall increase by the greater of 1 % of the rent as of the immediately preceding lease year and the CPI increase capped at 2 %.

In July 2025, the Company entered into a development agreement for Bally's Chicago and amended the existing land lease to include the building (the "Bally's Chicago Lease").

The Bally's Chicago Lease has an initial term of 15 years, followed by four 5-year renewals, exercisable at the tenant's option.

The Bally's Chicago Lease's annual rent increases if the CPI increase is at least 0.5 % for any lease year, then the rent shall increase by the greater of 1 % of the rent as of the immediately preceding lease year and the CPI increase capped at 2 %.

If the CPI is less than 0.5 % for such lease year, then the rent shall not increase for such lease year.

Rental income on the land and development funding is being deferred until the project is substantially completed and ready for its intended use.

This amount is recorded in deferred rental revenue on the Company's Condensed Consolidated Balance Sheet and totaled $ 39.2 million and $ 28.7 million at March 31, 2026 and December 31, 2025, respectively.

The Company intends to fund real estate construction costs of up to $ 940.0 million for the planned Bally's Chicago.

This development funding is expected to extend into 2027.

The Company would own all funded improvements, which would be leased to Bally’s with rent commencing as advances are made at an initial annual yield of 8.5 %.

As of March 31, 2026, $ 299.6 million of real estate construction costs have been funded by the Company.

On December 16, 2024, the Company completed the purchase of the real property assets of both Bally’s Kansas City Casino and Bally’s Shreveport Casino & Hotel.

The two properties are in a master lease that is cross-defaulted with the existing Bally’s Master Lease ("Bally's Master Lease II").

The two properties are in a new master lease that is cross-defaulted with the existing Bally’s Master Lease (the "Bally's Master Lease II").

The annual rent is subject to contractual escalations based on CPI with a 1 % floor and a 2 % ceiling, subject to CPI meeting a 0.5 % threshold.

2 unchanged sentences

Additionally, annual rental income of $ 28.9 million was reallocated from the Casino Queen Master Lease to Bally's Master Lease II.

Effective October 2025, the Company’s option, subject to receipt by Bally’s of required consents, and call right, subject only to regulatory approval, to acquire the real property assets of Bally’s Twin River Lincoln Casino Resort ("Bally's Lincoln") for a purchase price of $ 735 million and additional rent of $ 58.8 million were amended to extend the applicable dates by two years, to December 31, 2028 and October 1, 2028, respectively.

On February 7, 2025, Bally's completed its merger transactions with Standard General L.P.

and its affiliates, and pursuant to the terms of a definitive merger agreement, among other changes resulting from the merger, The Queen Casino & Entertainment ("Casino Queen") became a subsidiary of Bally's.

The Company has a master lease with Casino Queen which became effective December 17, 2021 (the "Amended and Restated Casino Queen Master Lease").

Finally, on February 11, 2026, the Company exercised its call

right for Bally's Twin River Casino Resort ("Bally's Lincoln"), acquiring the real estate assets for a purchase price of $ 700 million and additional annual rent of $ 56 million and adding the property to Bally's Master Lease II.

On February 7, 2025, Bally's completed its merger transactions with Standard General and its affiliates, and pursuant to the terms of the merger agreement, The Queen Casino and Entertainment, Inc.

("Casino Queen") is now a subsidiary of Bally's.

The Company has a master lease with Casino Queen which became effective December 17, 2021 (as amended, the "Casino Queen Master Lease").

The lease has an initial term of 15 years, with no purchase option, with four separate five year renewal options exercisable by the tenant on the same terms and conditions.

1 unchanged sentence

Beginning with the seventh lease year through the remainder of the lease term, if the CPI increases by at least 0.25 % for any lease year then annual rent shall be increased by 1.25 %, and if the CPI is less than 0.25 % then rent will remain unchanged for such lease year.

Effective July 1, 2025, the DraftKings at Casino Queen and The Queen Baton Rouge properties in the Casino Queen Master Lease were moved to Bally's Master Lease II.

Additionally, annual rental income of $ 28.9 million was reallocated from the Casino Queen Master Lease to Bally's Master Lease II.

On June 3, 2024, the Company announced that it agreed to fund and oversee a landside development project and hotel renovation of The Belle for Casino Queen.

GLPI committed to provide up to approximately $ 111 million of funding for the project, of which $ 75.6 million has been funded as of September 30, 2025.

The landside development is expected to be completed in the fourth quarter of 2025.

Effective July 1, 2025, the DraftKings at Casino Queen and The Queen Baton Rouge properties in the Casino Queen Master Lease were transferred to Bally's Master Lease II as previously discussed.

On June 3, 2024, the Company announced that it agreed to fund and oversee a landside development project and hotel renovation of The Belle of Baton Rouge for Casino Queen.

GLPI funded approximately $ 111 million for the project.

The landside development project was completed and opened to the public in December 2025 and has been rebranded as Bally's Baton Rouge.

The renovated hotel was opened to the public on March 31, 2025.

GLPI will own the new facility.

Casino Queen began paying an incremental rental yield of 9 % on the development funding effective May 30, 2025.

Rent will be deferred on the landside development project until it is ready for its intended use.

On April 16, 2020, the Company and certain of its subsidiaries closed on its previously announced transaction to acquire the real property associated with the Tropicana Las Vegas from PENN in exchange for $ 307.5 million of rent credits which were applied against future rent obligations due under the parties' leases in effect during 2020.

Rent was deferred on the landside development project until it was ready for its intended use.

As of March 31, 2026, the Company has funded $ 16.5 million of certain construction costs for the landside development project at Casino Queen Marquette at a 8.25 % capitalization rate.

The landside development project opened to the public in March 2026 and has been rebranded as Bally's Marquette.

On April 16, 2020, the Company and certain of its subsidiaries acquired the real property associated with the Tropicana Las Vegas from PENN in exchange for $ 307.5 million of rent credits which were applied against future rent obligations due under the parties' leases in effect during 2020.

On September 26, 2022, Bally’s acquired both GLPI’s building assets and PENN's outstanding equity interests in Tropicana Las Vegas for an aggregate cash acquisition price, net of fees and expenses, of approximately $ 145 million.

15 unchanged sentences

Morgantown Lease

On October 1, 2020, the Company and PENN closed on their previously announced transaction whereby GLPI acquired the land under PENN's gaming facility under construction in Morgantown, Pennsylvania.

On October 1, 2020, the Company acquired the land under PENN's gaming facility under construction in Morgantown, Pennsylvania.

The Company is leasing the land back to an affiliate of PENN for an initial term of 20 years with no purchase option, followed by six 5-year renewal options exercisable by the tenant (the "Morgantown Lease").

1 unchanged sentence

Maryland Live!

Lease and Pennsylvania Live!

Lease, Pennsylvania Live!

Master Lease and Virginia Live!

On December 29, 2021, the Company completed its acquisition of the real property assets of Live!

10 unchanged sentences

On October 27, 2025, the Company announced that it intends to acquire the real estate of the future site for Live!

Virginia Casino & Hotel, a Cordish Company / Bruce Smith Enterprise casino and hotel development in Petersburg, Virginia.

Virginia Casino & Hotel, a Cordish Company / Bruce Smith Enterprise casino and hotel development in Petersburg, Virginia ("Virginia Live!").

In addition, GLPI has committed to fund the hard costs associated with the development of the project.

1 unchanged sentence

The transaction also includes a 1.75 % rent escalator, which will commence after the first anniversary of the permanent casino opening, which is anticipated in late 2027.

Through the construction of this large-scale development, GLPI will be compensated for the funding on an as drawn basis and rent will be deferred until the facility is ready for its intended use.

Through the construction of this large-scale development, GLPI will be compensated for the funding on an as drawn basis.

The Company has concluded that the lessee has control of the underlying asset being constructed while the project is under construction.

This is because the tenant is leasing the land that property improvements will be constructed upon, the term of which, together with lessee renewal options, is for substantially all of the economic life of the property improvements.

Therefore, the Company will account for any funds extended prior to the asset being ready for its intended use as loans.

Additionally, the Company concluded that this was a loan commitment and was therefore subject to ASC 326 "Credit Losses:

Once construction is complete and the facility is ready for its intended use, the Company will apply the sale and leaseback guidance to determine the appropriate lease classification.

On January 15, 2026, the Company funded approximately $ 27 million to acquire the land site for the project which was recorded in real estate loans, net and the annual payment of $ 2.16 million for the land funding is being recorded in interest income from real estate loans.

Rockford Lease and Rockford Loan

On August 29, 2023, the Company acquired the land associated with a casino development project in Rockford, IL, that opened in late August 2024 and is managed by a subsidiary of Hard Rock, from an affiliate of 815 Entertainment.

Simultaneously with the land acquisition, GLPI entered into a ground lease with 815 Entertainment for a 99 year term (the "Rockford Lease").

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On January 1, 2025, the Company amended the terms of the Rockford Loan to reduce the interest rate to 8 % with a maturity date of June 30, 2026, subject to a 6-month extension.

As of September 30, 2025, $ 150 million was advanced and outstanding under the Rockford Loan.

As of March 31, 2026, $ 150 million was advanced and outstanding under the Rockford Loan.

Additionally, the Company also received a right of first refusal on the building improvements of the Hard Rock Casino in Rockford, IL if there is a future decision to sell them once completed.

Tioga Downs Lease

On February 6, 2024, the Company acquired the real estate assets of Tioga Downs Casino Resort ("Tioga Downs") in Nichols, New York from American Racing.

On February 6, 2024, the Company acquired the real estate assets of Tioga Downs Casino Resort ("Tioga Downs") in Nichols, NY from American Racing.

Simultaneous with the acquisition, GLPI and American Racing entered into a triple-net lease agreement for an initial 30 -year term, with no purchase option, followed by two renewal options of 10 years each and a third renewal option of approximately 12 years and ten months (the "Tioga Downs Lease").

The initial annual rent is subject to 1.75 % annual escalations beginning with the first anniversary which increases to 2 % beginning in year fifteen of the lease through the remainder of its initial term.

The initial annual rent is subject to

1.75 % annual escalations beginning with the first anniversary which increases to 2 % beginning in year fifteen of the lease through the remainder of its initial term.

Strategic Gaming Leases

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The initial annual rent is subject to a 2 % annual escalation beginning in year three of the lease and a CPI-based annual escalation beginning in year eleven of the lease, at the greater of 2 % or CPI capped at 2.5 %.

On October 15, 2025, the Company acquired the real estate assets of Sunland Park Racetrack and Casino ("Sunland Park") in Sunland Park, New Mexico for $ 183.75 million.

On October 15, 2025, the Company acquired the real estate assets of Sunland Park in Sunland Park, New Mexico for $ 183.75 million.

The property was added to the Strategic Gaming Leases and annual rent was increased by $ 15.0 million.

In September 2024, the Company entered into a $ 110 million delayed draw term loan facility with the Ione Band of Miwok Indians (the "Ione Loan") to provide the tribe funding on a new casino development near Sacramento, California.

Ione has an option at the end of the Ione Loan five-year term to satisfy the loan obligation by converting the outstanding principal into a long-term triple net lease with an initial term of twenty-five years and a maximum term of forty-five years.

Ione has an option at the end of the Ione Loan term to satisfy the loan obligation by converting the outstanding principal into a long-term triple net lease with an initial term of twenty-five years and a maximum term of forty-five years.

These agreements were entered into subsequent to receiving a declination letter from the National Indian Gaming Commission covering the transaction documents, including the long-term lease.

As of September 30, 2025, $ 39.3 million was advanced and outstanding under the Ione Loan.

As of March 31, 2026, $ 83.6 million was advanced and outstanding under the Ione Loan which has a 5-year term and an interest rate of 11 %.

Dry Creek Rancheria Loan

On September 2, 2025, the Company announced, subject to all necessary permits and approvals, a $ 225 million commitment to serve as the lead real estate financing partner for a new, integrated resort, Caesars Republic Sonoma County, that will be developed on the site of the current River Rock Casino.

Pursuant to its agreements with the Dry Creek Rancheria Band of Pomo Indians ("Dry Creek"), GLPI will initially act as a lender to the project, with a delayed draw term loan of $ 180 million with a 12.50 % fixed rate, and a $ 45 million term loan B, issued at an original issue discount of 3%, bearing interest at SOFR plus 900 basis points, with a SOFR floor of 1%.

Upon, or prior to, maturity of the 6-year term loans, Dry Creek will lease the property to an affiliate of GLPI for a 45 -year term, for no less than $ 112.5 million, and GLPI will sublease the property back to an affiliate of Dry Creek.

On September 2, 2025, the Company announced, a $ 225.3 million commitment, subject to receipt of all required permits and approvals, to serve as the lead real estate financing partner for Caesars Republic Sonoma County, a new integrated resort to be developed on the site of the current River Rock Casino.

Pursuant to its agreements with the Dry Creek, GLPI will initially act as a lender to the project through (i) a $ 180 million delayed draw term loan bearing interest at a fixed rate of 12.50 % and (ii) a $ 45.3 million term loan B issued at an original issue discount of 3% and bearing interest at a Secured Overnight Financing Rate ("SOFR") plus 900 basis points, subject to a SOFR floor of 1%.

Each term loan has a maturity of 6 years.

Upon or prior to maturity of the 6-year loans, Dry Creek will lease back the property to an affiliate of GLPI, and GLPI will sublease the property back to an affiliate of Dry Creek for no less than $ 112.5 million for 45 years.

Annual rent on the sublease will be based on a 9.75 % capitalization rate.

As of March 31, 2026, the Company has funded the $ 45.3 million term loan B while the delayed draw term loan remained undrawn.

The obligations under the Amended PENN Master Lease, PENN 2023 Master Lease, Amended Pinnacle Master Lease and Morgantown Lease, are guaranteed by PENN and, with respect to each lease, jointly and severally by PENN's subsidiaries that occupy and operate the facilities covered by such lease.

Similarly, the obligations under the Amended and Restated Caesars Master Lease, the Horseshoe St.

Louis Lease, the Casino Queen Master Lease, the Bally's Master Lease, the Bally's Master Lease II, the Strategic Gaming Leases and the Tioga Downs Lease are each jointly and severally guaranteed by the applicable parent company and by the parent's subsidiaries that occupy and operate the leased facilities.

The obligations under the Tropicana Las Vegas Lease are guaranteed by Bally's.

The obligations under the Boyd Master Lease, the Belterra Park Lease, the Maryland Live!

Lease, the Pennsylvania Live!

Lease and the Rockford Lease are jointly and severally guaranteed by the subsidiaries that occupy and operate the facilities.

Basis of Presentation

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generally accepted accounting principles ("GAAP") for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X.

Accordingly, they do not include all of the information and footnotes required by GAAP for complete consolidated financial statements.

Accordingly, they do not include all of the information and

footnotes required by GAAP for complete consolidated financial statements.

In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included.

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Actual results could differ from those estimates.

Operating results for the three and nine months ended September 30, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.

The consolidated financial statements contained in our Annual

Report on Form 10-K for the year ended December 31, 2024 (our "Annual Report") should be read in conjunction with these condensed consolidated financial statements.

Operating results for the three months ended March 31, 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026.

The consolidated financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 2025 (our "Annual Report") should be read in conjunction with these condensed consolidated financial statements.

The December 31, 2025 financial information has been derived from the Company’s audited consolidated financial statements.

The Company’s significant accounting policies are described in Note 2 of the Notes to the Consolidated Financial Statements included in the Company’s Annual Report and since the date of those financial statements, the Company has not had any significant changes to these accounting policies that have had a material impact on the Company's financial statements other than what is described below.

Derivative Financial Instruments

During the nine month period ended September 30, 2025, the Company entered into a forward starting interest rate swaps indexed to USD-SOFR, with notionals totaling $ 300 million all of which had ten year terms.

The swaps were designated as cash flow hedges to mitigate the risk of variability in future interest payments associated with the expected issuance of senior unsecured notes.

The derivative instruments were recorded at fair value in either Other Assets or Other Liabilities on the Balance Sheet, with changes in fair value recognized in Other Comprehensive Income (OCI) in the statement of operations and comprehensive income, as the hedge qualifies for cash flow hedge accounting under ASC 815.

The Company formally documented the hedge relationship at the contract's inception, including the identification of the hedging instrument and the hedged expected transaction, risk management objectives, and the method used to assess hedge effectiveness.

The Company evaluates hedge effectiveness on a quarterly basis.

If it determines that a hedge is no longer highly effective, hedge accounting is discontinued prospectively, and subsequent changes in fair value are recognized in earnings.

Amounts previously recorded in OCI are reclassified to earnings as the hedged interest payments are recognized.

During the three month period ended September 30, 2025, the Company issued $1.3 billion in senior unsecured notes (See Note 7 for additional details) and terminated the interest rate swaps described above.

The Company received a net cash payment of approximately $1.0 million which will be recognized as a reduction in interest expense over 10 years.

Investment in Leases, Net

Certain of the Company's leases are recorded as an Investment in leases, financing receivables, net, as the sale lease back transactions were accounted for as failed sale leasebacks due to the leases' significant initial lease terms.

Additionally, in 2024, the Company reassessed the Tropicana Las Vegas Lease which resulted in the lease being classified as a sales type lease.

Certain of the Company's leases are recorded as an Investment in leases, financing receivables, net, as the sale lease back transactions were accounted for as failed sale leasebacks as control of the real estate did not transfer to the Company.

Additionally, as described in Note 1, the Company reassessed the Tropicana Las Vegas Lease in 2024 which resulted in the lease being classified as a sales type lease.

The following is a summary of the balances of the Company's Investment in leases, financing receivables and investment in leases, sales type (in thousands).

September 30,

2025 September 30,

2026 March 31,

2026 December 31,

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Allowance for credit losses ( 27,985 ) ( 24,179 ) ( 30,076 ) ( 22,133 )

Investment in leases, net $ 248,325 $ 2,312,640 $ 254,821 $ 2,333,114

The present value of the net investment in the lease payment receivable and unguaranteed residual value at September 30, 2025 for the Company's Investment in leases, financing receivables was $ 2,305.7 million and $ 82.2 million compared to $ 2,290.0 million and $ 77.1 million at December 31, 2024.

The present value of the net investment in the lease payment receivable and unguaranteed residual value at September 30, 2025 for the Company's Investment in leases, sales type was $ 255.6 million and $ 22.9 million compared to $ 256.7 million and $ 21.8 million at December 31, 2024.

At September 30, 2025, minimum lease payments owed to the Company for each of the five succeeding years under the Company's investment in leases were as follows (in thousands):

Investment in leases - financing receivables, net $ 250,512 $ 2,562,869 $ 248,421 $ 2,557,504

The present value of the net investment in the lease payment receivable and unguaranteed residual value at March 31, 2026 for the Company's Investment in leases, financing receivables was $ 2,482.3 million and $ 104.7 million compared to $ 2,477.1 million and $ 102.6 million at December 31, 2025.

The present value of the net investment in the lease payment receivable and unguaranteed residual value at March 31, 2026 for the Company's Investment in leases, sales type was $ 255.0 million and $ 23.5 million compared to $ 255.3 million and $ 23.2 million at December 31, 2025.

At March 31, 2026, minimum lease payments owed to us for each of the five succeeding years under the Company's investment in leases were as follows (in thousands):

Year ending December 31, Future Minimum Lease Payments - Sales Type Future Minimum Lease Payments - Financing Receivables

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Total $ 689,910 $ 10,045,184

The Company follows ASC 326 “Credit Losses”, which requires that the Company measure and record current expected credit losses (“CECL”), the scope of which includes our Investment in leases, financing receivables, net, as well as the Company's Real estate loans which are discussed in Note 5.

The Company follows ASC 326 “Credit Losses”, which requires that the Company measure and record current expected credit losses (“CECL”), the scope of which includes the Company's Investment in leases, financing receivables, net, the Company's Investment in leases, sales type, net, and the Company's Real estate loans, net, which are discussed in Note 5.

The Company has elected to use an econometric default and loss rate model to estimate the allowance for credit losses, or CECL allowance.

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We are unable to use our historical data to estimate losses as the Company has no loss history to date on its lease portfolio.

Our tenants were current on all of their rental obligations as of September 30, 2025 and December 31, 2024.

Our tenants were current on all of their rental obligations as of March 31, 2026 and December 31, 2025.

The change in the allowance for credit losses for the Company's investment in leases is illustrated below (in thousands):

Balance at December 31, 2024 Change in Allowance Balance at March 31, 2025 Change in Allowance Balance at June 30, 2025 Change in Allowance Balance at September 30, 2025

Balance at December 31, 2025 Change in Allowance Balance at March 31, 2026

Maryland Live!

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Totals $ 52,209 $ ( 45 ) $ 52,164

Balance at December 31, 2023 Change in Allowance Balance at March 31, 2024 Change in Allowance Balance at June 30, 2024 Change in Allowance Balance at September 30, 2024

Balance at December 31, 2024 Change in Allowance Balance at March 31, 2025

Maryland Live!

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Strategic Lease 1,134 3,067 4,201

Tropicana Las Vegas Lease — — — — — 21,293 21,293

Tropicana LV Lease 23,681 9,157 32,838

Totals $ 57,746 $ 36,014 $ 93,760

The amortized cost basis of the Company's investment in leases, financing receivables by year of origination is shown below as of September 30, 2025 (in thousands):

Origination year Investment in leases, financing receivables Allowance for credit losses Amortized cost basis at September 30, 2025

The amortized cost basis of the Company's investment in leases, financing receivables by year of origination is shown below as of March 31, 2026 (in thousands):

Origination year Investment in leases, financing receivables Allowance for credit losses Amortized cost basis at March 31, 2026

Allowance as a percentage of outstanding financing receivable

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2022 724,689 ( 10,768 ) 713,921 ( 1.49 ) %

2021 1,271,606 ( 3,180 ) 1,268,426 ( 0.25 ) %

Total $ 2,587,048 $ ( 24,179 ) $ 2,562,869 ( 0.93 ) %

The amortized cost basis of the Company's investment in leases, sales type by year of origination is shown below as of September 30, 2025 (in thousands):

Origination year Investment in leases, sales-type Allowance for credit losses Amortized cost basis at September 30, 2025

The amortized cost basis of the Company's investment in leases, sales type by year of origination is shown below as of March 31, 2026 (in thousands):

Origination year Investment in leases, sales type Allowance for credit losses Amortized cost basis at March 31, 2026

Allowance as a percentage of outstanding financing receivable

2024 $ 278,497 $ ( 27,985 ) $ 250,512 ( 10.05 ) %

During the three and nine months ended September 30, 2025, the Company recorded a benefit for credit losses of $ 34.5 million and a provision for credit losses of $ 47.7 million, respectively, related to investments in leases, financing receivables, and sales-type leases.

The benefit for the three months ended September 30, 2025 was driven by an improvement in the third-party forward looking economic outlook used in the Company's CECL reserve calculation compared to what was utilized at June 30, 2025.

The provision for the nine months ended September 30, 2025 was primarily driven by the deterioration in the third-party forward-looking economic outlook used in the Company's CECL reserve calculations compared to what was utilized at December 31, 2024.

During the three and nine months ended September 30, 2024, the Company recorded a provision for credit losses of $ 27.7 million and $ 47.2 million, respectively, related to investment in leases, financing receivables.

The provision for the three and nine months ended September 30, 2024 was primarily due to the initial establishment of reserves on the Tropicana Las Vegas Lease which was determined based on the underlying credit quality of the tenant, a decline in the estimated real estate values underlying the Company's Investment in leases, financing receivables and, to a lesser extent, the Company's real estate loans and loan commitments.

The real estate values are estimated based on actual and long term projections of the Commercial Real Estate Price Index which, as of September 30, 2024, have declined relative to December 31, 2023.

Differences in the allowance as a percentage of outstanding financing receivables for leases originated in different calendar years, as shown in the table, reflect various factors, including but not limited to, expected rent coverage ratios and loan-to-value ratios.

Future changes in economic projections, scenario probabilities, estimated real estate values, and earnings assumptions at the underlying facilities may result in additional non-cash provisions or recoveries in future periods that could materially affect future results of operations.

During the three months ended March 31, 2025, the Company recorded a provision for credit losses, net of $ 36.0 million on the Investment in leases, financing receivables and sales type.

The reason for the increase was primarily due to a more pessimistic forward looking economic forecast and weighting at March 31, 2025 compared to what was utilized at December 31, 2024.

Additionally, a benefit for credit losses of $ 10.1 million and a provision for credit losses of $ 3.2 million was recorded during the three months ended March 31, 2026 and March 31, 2025, respectively, on the Company's real estate loans and related loan commitment (See Note 5 for further details).

The reason for differences in the allowance as a percentage of outstanding financing receivable for leases originated in each calendar year in the table above depends on various factors for the leases such as, but not limited to expected rent coverage ratios and loan to value ratios.

Future changes in economic projections, probability factors, changes in the estimated value of our real estate property and earnings assumptions at the underlying facilities may result in non-cash provisions or recoveries in future periods that could materially impact our results of operations.

Real Estate Investments, Net

Real estate investments, net, represent investments in rental properties and the corporate headquarters building (excluding our investments in transactions accounted for as real estate loans and investment in leases, financing receivables and investment in leases, sales-type that are described in Notes 5 and 3, respectively) and are summarized as follows:

September 30,

2026 December 31,

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Real estate investments, net $ 9,224,584 $ 8,474,261

As discussed in Note 1, the Company reimbursed PENN $5 million for land site development costs for the new Hollywood Casino Joliet that is being developed.

The increase in buildings and improvements relates to the completion of the hotel development for The Belle, along with $ 130 million funded to PENN for the relocation of the Hollywood Casino Joliet.

The increase in land and improvements and building and improvements relates to the acquisition of the Bally's Lincoln real estate assets, in addition to the landside development project for Bally's Marquette.

Construction in progress primarily represents development funding along with related capitalized interest on the Company's development projects.

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The Company entered into the Rockford Loan to fund the construction of the Hard Rock Casino Rockford in Rockford, Illinois.

As of September 30, 2025 and December 31, 2024, the entire $ 150 million commitment was drawn.

As of March 31, 2026 and December 31, 2025, the entire $ 150 million commitment was drawn.

On January 1, 2025, the Company amended the terms of the Rockford Loan to reduce the interest rate to 8 % from 10 % with a maturity date of June 30, 2026, subject to a 6 month extension.

The Company also entered into the Ione Loan for up to $ 110 million, of which $ 39.3 million and $ 15.2 million was drawn as of September 30, 2025 and December 31, 2024, respectively.

The Company also entered into the Ione Loan for up to $ 110 million, of which $ 83.6 million and $ 56.6 million was drawn as of March 31, 2026 and December 31, 2025, respectively.

The Ione Loan has an 11 % annual interest rate and matures in September 2029.

The Company also entered into the Dry Creek Loan on December 4, 2025, and $ 45.3 million was drawn as of March 31, 2026 and December 31, 2025, respectively.

The term loan B was issued at an original issue discount of 3% and bears interest at SOFR plus 900 basis points, subject to a SOFR floor of 1%.

Each term loan has a maturity of 6 years.

As discussed in Note 1, the Company concluded that amounts funded and the commitment to fund the development of Virginia Live!

should be accounted for as a loan and a loan commitment, respectively.

Accordingly, the approximately $ 27.0 million funded on January 15, 2026 to acquire the land for the project has been classified as a real estate loan, and interest income is recognized at an annual rate of 8.0 %.

Upon completion of construction and commencement of operations, the Company expects the arrangement to be evaluated under the sale-leaseback guidance in ASC 842 to determine the appropriate lease classification.

The following is a summary of the balances of the Company's Real estate loans, net.

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

(in thousands)

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Real estate loans, net $ 299,709 $ 247,999

(1) Includes an unearned discount of $1.3 million and $1.4 million at March 31, 2026 and December 31, 2025, respectively.

The change in the allowance for credit losses for the Company's Real estate loans is shown below (in thousands):

Rockford Loan Ione Loan Total

December 31, 2024 $ ( 4,487 ) $ ( 83 ) $ ( 4,570 )

Rockford Loan Ione Loan Dry Creek Loan Cordish VA Loan Total

Balance at December 31, 2025 $ ( 1,279 ) $ ( 399 ) $ ( 838 ) $ — $ ( 2,516 )

Change in allowance ( 1,616 ) ( 246 ) ( 294 ) ( 248 ) ( 2,404 )

Ending balance at March 31, 2026

Change in allowance ( 6,877 ) ( 208 ) ( 7,085 )

Ending balance at June 30, 2025 ( 14,303 ) ( 358 ) ( 14,661 )

Change in allowance 2,126 71 2,197

Ending balance at September 30, 2025

$ ( 2,895 ) $ ( 645 ) $ ( 1,132 ) $ ( 248 ) $ ( 4,920 )

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Ending balance at March 31, 2025

Change in allowance ( 935 ) — ( 935 )

Ending balance at June 30, 2024 ( 2,628 ) — ( 2,628 )

Change in allowance ( 2,190 ) ( 59 ) ( 2,249 )

Ending balance at September 30, 2024 $ ( 4,818 ) $ ( 59 ) $ ( 4,877 )

The amortized cost basis of the Company's real estate loans, financing receivables by year of origination is shown below as of September 30, 2025 (in thousands):

Origination year Real estate loans Allowance for credit losses Amortized cost basis at September 30, 2025

$ ( 7,426 ) $ ( 150 ) $ ( 7,576 )

The amortized cost basis of the Company's real estate loans by year of origination is shown below as of March 31, 2026 (in thousands):

Origination year Real estate loans, net Allowance for credit losses Amortized cost basis at March 31, 2026

Allowance as a percentage of outstanding real estate loans

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2025 43,968 ( 1,132 ) 42,836 ( 2.57 ) %

2024 83,553 ( 645 ) 82,908 ( 0.77 ) %

2023 150,000 ( 2,895 ) 147,105 ( 1.93 ) %

Total $ 304,629 $ ( 4,920 ) $ 299,709 ( 1.62 ) %

The real estate loans are subject to CECL, which is described in Note 3.

The Company recorded a benefit for credit losses of $ 2.2 million and a provision for credit losses of $ 7.9 million for the three month and nine month period ended September 30, 2025 on the Company's real estate loans, respectively.

The Company recorded a provision for credit losses of $ 2.2 million and $ 3.9 million for the three month and nine months ended September 30, 2024 on real estate loans.

Additionally, the Company recorded a benefit of $ 0.7 million during the three month period ended September 30, 2025 on unfunded loan commitments compared to a benefit of $ 1.2 million and $ 2.2 million during the three month and nine month period ended September 30, 2024.

The reserves for the unfunded loan commitment are recorded in other liabilities on the Condensed Consolidated Balance Sheets and totaled $ 0.5 million at both September 30, 2025 and December 31, 2024, respectively.

The Company's borrowers were current on their loan obligations as of September 30, 2025 and December 31, 2024.

The Company recorded provision for credit losses of $ 2.4 million and $ 3.0 million for the three month period ended March 31, 2026 and March 31, 2025 on the Company's real estate loans, respectively.

Additionally, the Company recorded a benefit of $ 12.5 million and a provision of $ 0.2 million during the three month period ended March 31, 2026 and March 31, 2025 on unfunded loan commitments.

The benefit for the three month period ended March 31, 2026 was primarily due to an improvement in the estimated real estate values that will comprise the Company's real estate portfolio for the Virginia Live!

development project.

The reserves for the unfunded loan commitment are recorded in other liabilities on the Condensed Consolidated Balance Sheets and totaled $ 4.3 million and $ 16.8 million at March 31, 2026 and December 31, 2025, respectively.

The Company's borrowers were current on their loan obligations as of March 31, 2026 and December 31, 2025.

Lease Assets and Lease Liabilities

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Components of the Company's right-of use assets and land rights, net are detailed below (in thousands):

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Right-of use assets - operating leases

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Land rights net, consist of the following:

September 30,

2026 December 31,

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Land rights, net $ 825,840 $ 830,110

As of September 30, 2025, estimated future amortization expense related to the Company’s land rights by fiscal year is as follows (in thousands):

As of March 31, 2026, estimated future amortization expense related to the Company’s land rights by fiscal year is as follows (in thousands):

Year ending December 31,

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Operating Lease Liabilities

At September 30, 2025, payments under the Company's operating lease liabilities were as follows (in thousands):

At March 31, 2026, payments under the Company's operating lease liabilities were as follows (in thousands):

Year ending December 31,

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The components of lease expense were as follows (in thousands):

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

Operating lease cost $ 4,315 $ 4,315

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Supplemental balance sheet information related to the Company's operating leases was as follows:

September 30, 2025

March 31, 2026

Weighted average remaining lease term - operating leases 52.26 years

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Supplemental cash flow information related to the Company's operating leases was as follows:

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

(in thousands) (in thousands)

Three Months Ended March 31,

(in thousands)

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash flows from operating leases (1)

$ 417 $ 415 $ 1,248 $ 1,244

(1) The Company's cash paid for operating leases is significantly less than the lease cost for the same period due to the majority of the Company's ground lease rent being paid directly to the landlords by the Company's tenants.

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The Company's weighted average discount rate on the fixed minimum annual payments was 5.07% to arrive at the initial lease obligations.

At September 30, 2025, payments under the Company's financing lease liabilities were as follows (in thousands):

At March 31, 2026, payments under the Company's financing lease liabilities were as follows (in thousands):

2026 (remainder of year) $ 2,038

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Long-term debt is as follows:

September 30,

2026 December 31,

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$ 330,793 $ 331,624

Term Loan Credit Facility due September 2027 600,000 600,000

$ 850 million 5.250 % senior unsecured notes due June 2025

$ 975 million 5.375 % senior unsecured notes due April 2026

2022 Term Loan Agreement due September 2027 — 600,000

2026 Term Loan due December 2028 679,000 —

$ 500 million 5.750 % senior unsecured notes due June 2028

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$ 600 million 5.250 % senior unsecured notes due February 2033

600,000 600,000

$ 400 million 6.750 % senior unsecured notes due December 2033

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800,000 800,000

$ 800 million 5.625 % senior unsecured notes due March 2036

$ 700 million 5.750 % senior unsecured notes due November 2037

700,000 700,000

$ 400 million 6.250 % senior unsecured notes due September 2054

400,000 400,000

Other 174 277

Total long-term debt 8,159,863 7,281,764

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$ 8,075,014 $ 7,203,731

The following is a schedule of future minimum repayments of long-term debt as of September 30, 2025 (in thousands):

The following is a schedule of future minimum repayments of long-term debt as of March 31, 2026 (in thousands):

2026 (remainder of year) $ 2,563

2028 1,503,975

Over 5 years 5,200,000

Total minimum payments $ 8,159,863

Senior Unsecured Amended Credit Agreement

The Company has a Senior Unsecured Amended Credit Agreement (the "Amended Credit Agreement") providing for a revolving commitment capacity of $ 2.09 billion with a maturity date of December 2, 2028 (the "Revolver").

GLP Capital is the primary obligor under the Senior Unsecured Credit Agreement, which is guaranteed by GLPI.

At September 30, 2025, $ 332.5 million was outstanding under the Company's Revolver.

After giving effect to contingent obligations under letters of credit with face amounts aggregating approximately $ 0.4 million, the Company had $ 1,757.2 million of available borrowing capacity under the Revolver as of September 30, 2025.

The weighted average interest rate under the Revolver and term loan credit facility at September 30, 2025 was 5.46%.

Term Loan Credit Facility

On September 2, 2022, GLP Capital entered into a term loan credit agreement with Wells Fargo Bank, National Association, as administrative agent and the other agents and lenders party thereto from time to time, providing for a $ 600 million delayed draw credit facility with a maturity date of September 2, 2027 (the "Term Loan Credit Facility").

The Term Loan Credit Facility is guaranteed by GLPI.

The Company drew down the entire $ 600 million Term Loan Credit Facility in connection with the acquisition of the real property assets of Bally's Biloxi and Bally's Tiverton.

Credit Agreement and Term Loan

On March 4, 2026, GLP Capital entered into an amendment to the credit agreement among GLP Capital, Wells Fargo Bank, National Association, as administrative agent, and the several banks and other financial institutions or entities party thereto, dated as of May 13, 2022 (the “Credit Agreement”).

Pursuant to the amendment, GLP Capital borrowed a new $ 679 million term loan (the “2026 Term Loan”), the proceeds of which were used to repay $ 679 million of outstanding bridge revolving loans (without any corresponding reduction in revolving commitments).

The 2026 Term Loan matures on December 2, 2028, subject to two six-month extensions at GLP Capital’s option.

The interest rates per annum applicable to the 2026 Term Loan are, at GLP Capital’s option, equal to either a Secured Overnight Financing Rate (“SOFR”) based rate or a base rate plus an applicable margin, which ranges from 0.850 % to 1.70 % per annum for SOFR loans and 0.0 % to 0.7 % per annum for base rate loans, in each case, depending on the credit ratings assigned to the credit facility under the Credit Agreement.

The weighted average interest rate under the 2026 Term Loan at March 31, 2026 was 4.96%.

The 2026 Term Loan is not subject to interim amortization.

GLP Capital is not required to repay the 2026 Term Loan prior to maturity but may prepay all or any portion of the 2026 Term Loan prior to maturity without premium or penalty,

subject to reimbursement of any SOFR breakage costs of the lenders.

Amounts repaid under the 2026 Term Loan may not be reborrowed.

The 2026 Term Loan is subject to the representations and warranties, affirmative covenants, negative covenants, financial covenants and events of default set forth in the Credit Agreement and applicable to the revolving loans therein.

On March 4, 2026, GLP Capital repaid in full the $ 600 million outstanding obligations under the term loan credit agreement among GLP Capital, Wells Fargo Bank, National Association, as administrative agent, and the several banks and other financial institutions or entities party thereto, dated as of September 2, 2022 (the “2022 Term Loan Agreement”).

All of GLP Capital’s and GLPI’s obligations under the 2022 Term Loan Agreement have been paid and discharged in full and all guarantees granted by GLPI and any other party in connection with the 2022 Term Loan Agreement have been released (other than with respect to customary provisions and agreements that are expressly specified to survive the termination).

GLP Capital and GLPI did not incur any early termination penalties in connection with repayment of the indebtedness or termination.

The Company’s Credit Agreement provides a revolving commitment capacity of $ 2.09 billion with a maturity date of December 2, 2028 (the “Revolver”).

GLP Capital is the primary obligor under the Credit Agreement, which is guaranteed by GLPI.

At March 31, 2026, $ 330.8 million was outstanding under the Company's Revolver.

After giving effect to contingent obligations under letters of credit with face amounts aggregating approximately $ 0.4 million, the Company had $ 1,758.8 million of available borrowing capacity under the Revolver as of March 31, 2026.

The weighted average interest rate under the Revolver at March 31, 2026 was 4.97%.

Senior Unsecured Notes

At September 30, 2025, the Company had $ 6,350.0 million of outstanding senior unsecured notes (the "Senior Notes").

During the nine months ended September 30, 2025, the Company redeemed its $ 850 million, 5.250 % senior unsecured notes due June 2025, and its $ 975 million, 5.375 % senior unsecured notes due April 2026.

The notes were redeemed with cash on hand.

In August 2025, the Company issued $ 600 million aggregate principal amount of 5.25 % senior unsecured notes due February 15, 2033, at a price of 99.642 % of the principal amount (the "February 2033 Notes"), and $ 700 million aggregate principal amount of 5.75 % senior unsecured notes due November 1, 2037, at a price of 99.187 % of the principal amount (the "November 2037 Notes").

In connection with the issuances, the Company terminated certain forward starting interest rate swap agreements and will recognize a benefit of approximately $1 million, amortized over ten years as a reduction of interest expense, with respect to the November 2037 Notes.

The Company used the net proceeds from the offering to redeem in full its outstanding $ 975 million aggregate principal amount of 5.375 % Senior Notes due April 2026 (the “April 2026 Notes”), including payment of the related make-whole premium.

The Company intends to use the remaining net proceeds for general corporate purposes, which may include working capital, repayment of indebtedness, capital expenditures, and development or expansion projects at existing or new properties.

The redemption of the April 2026 Notes resulted in the recognition of a debt extinguishment charge of $ 3.8 million, which consisted of the make-whole premium and the write-off of unamortized debt issuance costs and discounts.

At September 30, 2025, the Company was in compliance with all required financial covenants on its debt obligations.

At March 31, 2026, the Company had $ 7,150.0 million of outstanding senior unsecured notes (the "Senior Notes").

During the three months ended March 31, 2026, the Company issued $ 800 million of 5.625 % Senior Notes that will mature on March 1, 2036 at an issue price of 99.857 % of the principal amount.

The proceeds of the offering were utilized to repay the 2022 Term Loan Agreement and for working capital and general corporate purposes.

At March 31, 2026, the Company was in compliance with all required financial covenants on its debt obligations.

Fair Value of Financial Assets and Liabilities

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The fair value of the Company’s cash and cash equivalents approximates the carrying value of the Company’s cash and cash equivalents, due to the short maturity of the cash equivalents.

Investment securities held to maturity

The fair value of the investment (which approximated its carrying value) is based on quoted prices in active markets and as such is a Level 1 measurement as defined in ASC 820.

In August 2024, the Company purchased zero coupon United States Treasury Bills of approximately $ 550 million which matured in January 2025 for $ 563 million.

Investment in Leases, Financing Receivables, net

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As such, this was determined to be a Level 3 measurement as defined under ASC 820.

Real Estate Loans, net

The fair value of the Company's real estate loans are estimated based on the present value of the loans' future cash flows using a discounted cash flow analysis.

The fair value of the loans is subject to fluctuations from changes in market interest rates at each reporting period and the fair value measurement is considered a Level 3 measurement as defined in ASC 820.

Deferred Compensation Plan Assets

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Deferred compensation plan assets are included within other assets on the condensed consolidated balance sheets.

Real Estate Loans, Net

The Company estimates the fair value of its fixed-rate loan portfolio for disclosure purposes using a discounted cash flow methodology.

Fair value is estimated by discounting the loans’ remaining contractual cash flows using current market rates as of the measurement date for loans with similar credit characteristics and remaining terms.

As a result, the estimated fair value is primarily driven by movements in market interest rates since origination, along with the remaining maturity and payment structure of the loans.

The Company's variable-rate loans reprice to market at regular intervals and therefore the Company believes the carrying amount approximates its fair value.

The fair value measurement of the real estate loans is considered a Level 3 measurement as defined in ASC 820.

Long-term Debt

The fair value of the Senior Notes are estimated based on quoted prices in active markets and as such is a Level 1 measurement as defined under ASC 820.

The fair value of the obligations in our Amended Credit Agreement is based on indicative pricing from market information (Level 2 inputs).

The fair value of the obligations in our Credit Agreement is based on indicative pricing from market information (Level 2 inputs).

The estimated fair values of the Company’s financial instruments are as follows (in thousands):

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Value Carrying

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$ 274,513 $ 274,513 $ 224,314 $ 224,314

Investment securities held to maturity — — 560,832 561,154

Investment in leases, financing receivables, net 2,562,869 2,273,699 2,557,504 2,150,560

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Long-term debt:

Amended Credit Agreement and Term Loan Credit Facility 932,455 932,455 932,455 932,455

Credit Agreement and Term Loans 1,009,793 1,009,793 931,624 931,624

Senior Notes 7,150,000 6,956,936 6,350,000 6,295,709

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

There were no assets or liabilities measured at fair value on a nonrecurring basis during the nine months ended September 30, 2025 and 2024.

There were no assets or liabilities measured at fair value on a nonrecurring basis during the three months ended March 31, 2026 and 2025.

Commitments and Contingencies

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Funding commitments

As of September 30, 2025, the Company has entered into various commitments or call rights to finance/acquire future investments in gaming and related facilities for our tenants.

As of March 31, 2026, we have entered into various commitments or call rights to finance/acquire future investments in gaming and related facilities for our tenants.

These are detailed in the table below.

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See Note 1 in the Notes to the Condensed Consolidated Financial Statements for further details.

Description Maximum Commitment amount Amount funded at September 30, 2025

Relocation of Hollywood Casino Aurora (1) $ 225 million None

Relocation of Hollywood Casino Joliet $ 130 million $ 130.0 million

Construction of a hotel tower at the M Resort (2) $ 150 million None

Construction of a hotel at Hollywood Casino Columbus $ 70 million None

Funding associated with a landside move at Ameristar Casino Council Bluffs ( 3 ) None

Description Maximum Commitment amount Amount funded at March 31, 2026

Relocation of Hollywood Casino Aurora (1)

$ 225 million None

Funding associated with a landside move at Ameristar Casino Council Bluffs (2)

$ 150 million None

Potential transaction at the former Tropicana Las Vegas site with Bally's $ 175 million $ 48.5 million

Real estate construction costs for Bally's Chicago $ 940 million None ( 4 )

Funding and oversight of a landside move and hotel renovation at The Belle $ 111 million $ 75.6 million

Construction costs for a landside development project at Casino Queen Marquette $ 16.5 million $ 5.1 million

Real estate construction costs for Bally's Chicago $ 940 million $ 299.6 million

Construction costs for the landside development project at Bally's Marquette $ 16.5 million $ 16.5 million

Ione Loan to fund a new casino development near Sacramento, California $ 110 million $ 83.6 million

Call right to acquire Bally's Lincoln $ 735 million None

(1) PENN anticipates completing the relocation of its riverboat casino in Aurora to a land based facility in the first half of 2026.

The Company anticipates funding $ 225 million at a 7.75 % capitalization rate.

(2) On August 11, 2025, PENN requested $ 150 million for its M Resort hotel tower project which will be subject to a capitalization rate of 7.79 % which GLPI expects to fund on November 3, 2025.

(3) The Company has agreed to fund, if requested by PENN in their sole discretion, on or before March 31, 2029, construction improvements in an amount not to exceed the greater of (i) the hard costs associated with the project and (ii) $ 150.0 million.

(4) In October 2025, the Company funded $ 125.4 million on this development project.

Funding associated with the future site and construction for Live!

Virginia Casino & Hotel $ 467 million $ 27.0 million

Delayed draw term loan for Dry Creek Rancheria Resort development $ 180 million None

(1) PENN anticipates completing the relocation of its Aurora, Illinois riverboat casino to a land-based facility on June 24, 2026, pending customary regulatory approvals.

The Company anticipates funding $ 225 million at a 7.75 % capitalization rate for this project on or about June 24, 2026.

(2) The Company has agreed to fund, if requested by PENN in their sole discretion, on or before March 31, 2029, construction improvements in an amount not to exceed the greater of (i) the hard costs associated with the project and (ii) $ 150.0 million at a 7.10 % capitalization rate.

Revenue Recognition

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The initial lease term is a key judgment that is utilized in the lease classification test to determine whether the lease is an operating lease, sales type lease or direct financing lease.

The Company currently has not included tenant renewal options in its determination of the initial lease term.

The Company currently has

not included tenant renewal options in its determination of the initial lease term.

The Company assesses whether to include tenant renewal options in its calculation of the lease term based on several factors, including but not limited to, whether its tenants' leases represent substantially all of the tenants' earnings and revenues, the ability of its tenants to sell their leased operations for fair value and whether the initial term of its leases is for a significant period of time.

Details of the Company's income from real estate for the three and nine months ended September 30, 2025 was as follows (in thousands):

Three Months Ended September 30, 2025 Nine Months Ended September 30, 2025

Details of the Company's income from real estate for the three months ended March 31, 2026 was as follows (in thousands):

Three Months Ended March 31, 2026

Building base rent $ 328,551

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Total income from real estate $ 419,985

As of September 30, 2025, the future minimum rental income from the Company's rental properties under non-cancelable operating leases, including any reasonably assured renewal periods, was as follows (in thousands):

As of March 31, 2026, the future minimum rental income from the Company's rental properties under non-cancelable operating leases, including any reasonably assured renewal periods, was as follows (in thousands):

Year ending December 31, Future Rental Payments Receivable Straight-Line Rent Adjustments (1) Future Base Ground Rents Receivable Future Income to be Recognized Related to Operating Leases

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Total $ 10,684,400 $ 163,933 $ 130,492 $ 10,978,825

(1) Includes a $3.6 million tenant improvement allowance that is being amortized over the life of a tenant lease and excludes deferred income on development projects which are not ready for their intended use.

(1) Includes a tenant improvement allowance that is being amortized over the life of a tenant lease and excludes deferred income on the Bally's Chicago Land Lease as the facility is under development and as such is not ready for its intended use.

The table above presents the cash rent the Company expects to receive from its tenants, offset by adjustments to recognize this rent on a straight-line basis over the lease term.

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Diluted EPS for the Company's common stock is computed using the more dilutive of the two-class method or the treasury stock method.

Diluted EPS reflects the additional dilution for all potentially-dilutive securities.

Diluted EPS reflects the additional dilution for all

potentially-dilutive securities.

The effect of the conversion of the LTIP Units and OP Units to common shares is excluded from the computation of basic and diluted earnings per share because the exchange of LTIP Units and OP Units into common stock is on a one-for-one basis and all net income attributable to the non-controlling interest holders are recorded as income attributable to non-controlling interests and thus is excluded from net income available to common shareholders.

In accordance with ASC 260, the Company includes all performance-based restricted shares that would have vested based upon the Company’s performance at quarter-end in the calculation of diluted EPS.

The following table reconciles the weighted-average common shares outstanding used in the calculation of basic EPS to the weighted-average common shares outstanding used in the calculation of diluted EPS for the three and nine months ended September 30, 2025 and 2024:

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

(in thousands)

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Assumed conversion of performance-based restricted stock awards

215 482 173 437

Dilution attributable to equity forward contract 183 163

Diluted weighted-average common shares outstanding 283,556 275,403

The following table presents the calculation of basic and diluted EPS for the Company’s common stock for the three and nine months ended September 30, 2025 and 2024:

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

The following table presents the calculation of basic and diluted EPS for the Company’s common stock for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

(in thousands, except per share data)

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Calculation of diluted EPS:

Net income attributable to common shareholders $ 241,191 $ 184,694 $ 557,814 $ 567,408

Net income for diluted EPS purposes 231,666 $ 165,184

Diluted weighted-average common shares outstanding (1) 283,477 275,403

1 unchanged sentence

Antidilutive securities excluded from the computation of diluted earnings per share 110 8

(1) During the three and nine months ended September 30, 2025, these awards which are participating securities were accounted for under the two class method and excluded from diluted shares as they are a separate class.

(1) During the three months ended March 31, 2026, these awards which are participating securities were accounted for under the two class method and excluded from diluted shares as they are a separate class.

Common stock issuance

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Similarly, in the event the Company enters into a forward sale agreement, it will pay the relevant forward seller a commission of up to 2 % of the sales price of all borrowed shares of common stock sold during the applicable selling period of the forward sale agreement.

During the three month period ended September 30, 2025, the Company sold 7,589,487 shares of common stock under forward sale agreements, that will raise gross proceeds of $363.3 million subject to certain contractual adjustments.

No amounts are recorded on the Company's balance sheet until the forward is settled (which contractually mature in the third quarter of 2026 but may be settled prior to this time period at the Company's election).

The Company has sold 7,589,487 shares of common stock under forward sale agreements, that will raise gross proceeds of $363.3 million subject to certain contractual adjustments.

No amounts are recorded on the Company's balance sheet until the forward is settled (which contractually matures in the third quarter of 2026 but may be settled prior to this time period at the Company's election).

Until settlement of the forward sale agreements, earnings per share dilution resulting from the forward sale agreements will be determined under the treasury stock method.

Share dilution occurs when the average market price of the Company's common stock is higher than the average forward sales price (which is reduced by the maximum specified fixed amounts in the contracts).

Reflecting the impact of these forward sale agreements, the Company has $ 886.7 million remaining for issuance under the 2025 ATM Program.

On December 21, 2022, the Company commenced a continuous equity offering under which the Company may sell up to an aggregate of $ 1.0 billion of its common stock from time to time through a sales agent in "at the market" offerings (the "2022 ATM Program").

On June 2, 2025, the Company settled a forward sale agreement and issued 8,170,387 shares for a net sales price of $ 404.0 million inclusive of certain contractual adjustments.

In connection with the 2025 ATM Program, the 2022 ATM Program was terminated.

The forward sale agreements require the Company to, at its election prior to one year from the commencement of each forward sale agreement, physically settle the transactions by issuing shares of its common stock to the forward counterparty in exchange for net proceeds at the then applicable forward sale price specified by the forward sale agreements.

The forward sale

price is subject to adjustment on a daily basis based on a floating interest rate factor and will decrease by other specified fixed

Non-controlling interests

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The OP Units are exchangeable for common shares of the Company on a one-for-one basis, subject to certain terms and conditions.

As of September 30, 2025, the Company holds a 97.1 % controlling financial interest in the operating partnership.

As partial consideration for the closing of the real property assets under the Bally's Master Lease II that occurred on February 11, 2026, the Company's operating partnership issued 332,890 newly-issued OP Units to affiliates of Bally's which were valued at $ 15.4 million.

As of March 31, 2026, the Company holds a 96.8 % controlling financial interest in the operating partnership.

The operating partnership is a VIE in which the Company is the primary beneficiary because it has the power to direct the activities of the VIE that most significantly impact the partnership's economic performance and has the obligation to absorb losses of the VIE that could be potentially significant to the VIE and the right to receive benefits from the VIE that could potentially be significant to the VIE.

Therefore, the Company consolidates the accounts of the operating partnership, and reflects the third party ownership in this entity as a non-controlling interest in the Condensed Consolidated Balance Sheets.

The Company paid $ 6.5 million and $ 19.3 million in distributions to the non-controlling interest holders concurrently with the dividends paid to the Company's common shareholders, during the three and nine month periods ended September 30, 2025.

The Company paid $ 6.1 million and $ 18.4 million in distributions to the non-controlling interest holders concurrently with the dividends paid to the Company's common shareholders, during the three and nine month periods ended September 30, 2024.

The Company paid $ 6.9 million and $ 6.3 million in distributions to the non-controlling interest holders concurrently with the dividends paid to the Company's common shareholders, during the three month periods ended March 31, 2026 and March 31, 2025, respectively.

The Company’s net income or loss is allocated to noncontrolling interests based on the respective ownership or voting percentage in the Operating Partnership associated with such noncontrolling interests and is removed from consolidated income or loss on the Condensed Consolidated Statements of Operations in order to derive net income or loss attributable to common stockholders.

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Accumulated Other Comprehensive Income (Loss)

As discussed in Note 2, the Company had derivative instruments designated as cash flow hedges which it terminated in connection with the August 2025 issuance of Senior Notes.

As discussed in Note 2 in the Company's 10-K, the Company had derivative instruments designated as cash flow hedges which it terminated in connection with the August 2025 issuance of Senior Notes.

The amount in other comprehensive income before reclassifications is being amortized as a reduction in interest expense over ten years, which was the life of the derivative instruments.

The amount expected to be amortized out of other comprehensive income to interest expense over the next 12 months is $0.1 million.

The following table lists the dividends declared and paid by the Company during the nine months ended September 30, 2025 and 2024:

The following table lists the dividends declared and paid by the Company during the three months ended March 31, 2026 and 2025:

Declaration Date Shareholder Record Date Securities Class Dividend Per Share Period Covered Distribution Date Dividend Amount

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February 18, 2026 March 13, 2026 Common Stock $ 0.78 First Quarter 2026 March 27, 2026 $ 220,913

May 15, 2025 June 13, 2025 Common Stock $ 0.78 Second Quarter 2025 June 27, 2025 $ 220,743

August 28, 2025 September 12, 2025 Common Stock $ 0.78 Third Quarter 2025 September 26, 2025 $ 220,747

February 13, 2025 March 14, 2025 Common Stock $ 0.76 First Quarter 2025 March 28, 2025 $ 208,873

May 20, 2024 June 7, 2024 Common Stock $ 0.76 Second Quarter 2024 June 21, 2024 $ 206,340

August 28, 2024 September 13, 2024 Common Stock $ 0.76 Third Quarter 2024 September 27, 2024 $ 208,538

In addition, for the three and nine months ended September 30, 2025, dividend payments were made to GLPI restricted stock award holders in the amount of $0.2 million and $0.6 million.

For the three and nine months ended September 30, 2024, dividend payments were made to GLPI restricted stock award holders in the amount of $0.2 million and $0.7 million.

In addition, for the three months ended March 31, 2026 and March 31, 2025, dividend payments were made to GLPI restricted stock award holders in the amount of $ 0.2 million and $ 0.2 million, respectively.

Stock-Based Compensation

The Company's Amended and Restated 2013 Long Term Incentive Compensation Plan (the "2013 Plan") provides for the Company to issue restricted stock awards, including performance-based restricted stock awards, and other equity or cash-based awards.

Any director, employee or consultant shall be eligible to receive such awards.

The Company issues new authorized common shares to satisfy restricted stock award releases.

On June 12, 2025, at the 2025 Annual Meeting of Shareholders of GLPI, the Company’s shareholders approved the 2013 Plan to (i) increase the number of shares of common stock reserved for issuance thereunder by 4,500,000 shares, (ii) provide for changes to provisions relating to the reuse of unissued shares, (iii) give the board of directors of the Company (the “Board”) and the Compensation Committee of the Board discretion to determine whether and to what extent holders of phantom stock units, if any, will have shareholder rights, and (iv) to remove provisions related to prior plans and awards that no longer apply to the 2013 Plan.

The Company accounts for stock compensation under ASC 718 - Compensation - Stock Compensation, which requires the Company to expense the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award.

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The Company utilizes a third party valuation firm to measure the fair value of performance-based restricted stock awards and performance-based LTIP awards at the grant date using a Monte Carlo simulation model.

As of September 30, 2025, there was $ 4.1 million of total unrecognized compensation cost for time based restricted stock awards that will be recognized over the grants' remaining weighted average vesting period of 1.87 years.

For the three and

nine months ended September 30, 2025, the Company recognized $ 0.8 million and $ 5.3 million of compensation expense associated with these awards, compared to $ 1.5 million and $ 7.3 million for the three and nine months ended September 30, 2024, within general and administrative expenses on the condensed consolidated statements of income.

The following table contains information on time based restricted stock award activity for the nine months ended September 30, 2025:

As of March 31, 2026, there was $ 5.1 million of total unrecognized compensation cost for time based restricted stock awards that will be recognized over the grants' remaining weighted average vesting period of 1.68 years.

For the three months ended March 31, 2026, the Company recognized $ 2.1 million of compensation expense associated with these awards, compared to $ 2.2 million for the three months ended March 31, 2025, within general and administrative expenses on the Company's Condensed Consolidated Statements of Operations and Comprehensive Income.

The following table contains information on time based restricted stock award activity for the three months ended March 31, 2026:

Number of Award

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Released ( 145,195 )

Canceled ( 15,000 )

Outstanding at September 30, 2025 246,202

Outstanding at March 31, 2026 198,985

Performance-based restricted stock awards have a three-year cliff vesting with the amount of restricted shares vesting at the end of the three-year period determined based upon the Company’s performance as measured against its peers.

More specifically, the percentage of shares vesting at the end of the measurement period will be based on the Company’s three-year total shareholder return measured against the three-year total shareholder return of the companies included in the MSCI US REIT index and the Company's stock performance ranking among a group of triple-net REIT peer companies.

As of September 30, 2025, there was $ 12.1 million of total unrecognized compensation cost, which will be recognized over the performance-based restricted stock awards' remaining weighted average vesting period of 1.59 years.

For the three and nine months ended September 30, 2025, the Company recognized $ 0.4 million and $ 6.6 million of compensation expense associated with these awards within general and administrative expenses on the condensed consolidated statements of income compared to $ 3.9 million and $ 11.7 million for the corresponding periods in the prior year.

The following table contains information on performance-based restricted stock award activity for the nine months ended September 30, 2025:

As of March 31, 2026, there was $ 10.6 million of total unrecognized compensation cost, which will be recognized over the performance-based restricted stock awards' remaining weighted average vesting period of 1.74 years.

For the three months ended March 31, 2026,

the Company recognized $ 2.0 million of compensation expense associated with these awards within general and administrative expenses on the Company's Condensed Consolidated Statements of Operations and Comprehensive Income compared to $ 3.1 million for the corresponding periods in the prior year.

The following table contains information on performance-based restricted stock award activity for the three months ended March 31, 2026:

Number of Performance-Based Award Shares

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Released ( 179,557 )

Outstanding at September 30, 2025 1,162,000

As of September 30, 2025, there was $ 0.5 million of total unrecognized compensation cost for time based LTIP awards that will be recognized over the grants' remaining weighted average vesting period of 2.26 years.

For the three and nine months ended September 30, 2025, the Company recognized a benefit of $ 0.1 million and an expense of $ 2.8 million of compensation associated with these awards within general and administrative expenses on the condensed consolidated statements of income and noncontrolling interests on the Company's condensed consolidated balance sheet.

The following table contains information on time based LTIP award activity for the nine months ended September 30, 2025:

Outstanding at March 31, 2026 849,000

As of March 31, 2026, there was $ 2.1 million of total unrecognized compensation cost for time based LTIP awards that will be recognized over the grants' remaining weighted average vesting period of 2.56 years.

For the three months ended March 31, 2026 and March 31, 2025, the Company recognized $ 2.7 million and $ 2.8 million, respectively, of compensation expense associated with these awards within general and administrative expenses on the Company's Condensed Consolidated Statements of Operations and Comprehensive Income.

The following table contains information on time based LTIP award activity for the three months ended March 31, 2026:

Number of Time-Based LTIP Awards

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Granted 96,000

Outstanding at September 30, 2025 70,000

Performance-based LTIP awards have a three-year cliff vesting with the amount of LTIP awards vesting at the end of the three-year period determined based upon the Company’s performance as measured against its peers.

Released ( 23,334 )

Outstanding at March 31, 2026 142,666

Performance-based LTIP awards have a three-year cliff vesting schedule with the amount of LTIP awards vesting at the end of the three-year period determined based upon the Company’s performance as measured against its peers.

As of September 30, 2025, there was $ 5.7 million of total unrecognized compensation cost, which will be recognized over the performance-based LTIP awards' remaining weighted average vesting period of 2.26 years.

For the three and nine months ended September 30, 2025, the Company recognized $ 0.4 million and $ 1.9 million of compensation expense associated with these awards within general and administrative expenses on the condensed consolidated statements of income and noncontrolling interests on the Company's condensed consolidated balance sheet.

The following table contains information on performance-based LTIP award activity for the nine months ended September 30, 2025:

As of March 31, 2026, there was $ 13.1 million of total unrecognized compensation cost, which will be recognized over the performance-based LTIP awards' remaining weighted average vesting period of 2.42 years.

For the three months ended March 31, 2026 and March 31, 2025, the Company recognized $ 1.4 million and $ 0.8 million of compensation expense associated with these awards within general and administrative expenses on the Company's Condensed Consolidated Statements of Operations and Comprehensive Income.

The following table contains information on performance-based LTIP award activity for the three months ended March 31, 2026:

Number of Performance-Based LTIP Awards

1 unchanged sentence

Granted 384,000

Outstanding at September 30, 2025 280,000

Outstanding at March 31, 2026 664,000

Supplemental Disclosures of Cash Flow Information and Noncash Activities

Supplemental disclosures of cash flow information are as follows:

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

(in thousands)

Cash paid for income taxes, net of refunds received $ 215 $ 590 $ 1,998 $ 2,989

Cash paid for interest $ 116,490 $ 125,872

Noncash Investing and Financing Activities

In connection with the rental term changes on the Tropicana Las Vegas Lease during the three months ended September 30, 2024, the Company reclassified this lease from an operating lease to a sales type lease which resulted in a non-cash gain of $3.8 million which represented the fair value of the land at the reassessment date in excess of the carrying value of the land and the additional funding under the lease of $274.7 million.

On May 16, 2024, the Company recorded a non-cash increase to Investment in leases, financing receivables and Financing lease liabilities of $6.1 million associated with the acquisition of certain real estate assets of Strategic.

See Note 15 for further details.

On February 6, 2024, as partial consideration for the closing of the real property assets under the Tioga Downs Lease, the Company’s operating partnership issued 434,304 newly-issued OP units to an affiliate of Tioga Downs which were valued at $ 19.6 million for accounting purposes at closing and assumed debt of $ 63.5 million that was repaid after closing with the offsetting increase to Investment in leases, financing receivables, net.

On February 11, 2026, as partial consideration for the acquisition of the real property assets of Bally's Lincoln, the Company’s operating partnership issued 332,890 newly-issued OP units to an affiliate of Bally's which were valued at $ 15.4 million for accounting purposes at closing.

The Company accounts for its acquisitions of real estate assets as asset acquisitions under ASC 805 - Business Combinations .

Under asset acquisition accounting, incremental transaction costs incurred to acquire the purchased assets are also included as part of the asset cost.

No acquisitions closed during the nine months ended September 30, 2025.

Prior year acquisitions

On February 6, 2024, the Company acquired the real estate assets of Tioga Downs, in Nichols, NY from American Racing for $ 175.0 million which comprised of cash, assumed debt that was repaid after closing, and OP Units.

Simultaneously with the acquisition, GLPI entered into the Tioga Downs Lease.

The transaction was accounted for as a failed sale leaseback and as such the purchase price, along with incremental transaction costs, was allocated to Investment in leases, financing receivables in the amount of $176.4 million.

On May 16, 2024, the Company acquired the real estate assets of Silverado, the DMG Casino, and Baldini's for $ 105 million, plus an additional $ 5 million that was funded at closing to reimburse the tenant for capital improvements.

Simultaneous with the acquisition, GLPI and affiliates of Strategic entered into the Strategic Gaming Leases.

The transaction was accounted for as a failed sale leaseback and the purchase price allocation of these assets and liabilities based on their respective fair values at the acquisition date are summarized below (in thousands).

Investment in leases, financing receivables 116,217

Financing lease liabilities ( 6,054 )

As discussed in Note 1, the Company completed the purchase of the real property assets of Bally’s Lincoln and the properties were leased back to Bally's subject to the terms of the Bally's Master Lease II.

The Company paid cash of $ 688.0 million and issued 332,890 OP Units valued at $ 15.4 million based on the Company's closing stock price at the acquisition date.

The purchase price allocation of these assets based on their fair values at the acquisition date are summarized below (in thousands).

Land and improvements $ 443,587

Building and improvements 259,810

Total purchase price $ 703,397

On September 11, 2024, the Company completed its previously announced $ 250 million acquisition of the land on which Bally's permanent casino in Chicago, Illinois is being constructed.

The Company will also fund construction costs of up to $ 940.0 million for certain real property improvements of the project.

Rental income being received on the land is being deferred and will be recognized once the development project is substantially complete and ready for its intended use.

Subsequent Events

On October 15, 2025, the Company acquired the real estate assets of Sunland Park Racetrack and Casino ("Sunland Park") for $ 183.75 million.

The property was added to the Strategic Gaming Lease and annual rent was increased by $ 15 million.

In October 2025, the Company funded $ 125.4 million of development costs for Bally's Chicago and a parent guarantee was added to the Bally's Chicago Lease.

On October 27, 2025, the Company announced that it intends to acquire the real estate of the future site for Live!

Virginia Casino & Hotel, a Cordish Company / Bruce Smith Enterprise casino and hotel development in Petersburg, Virginia.

In addition, GLPI has committed to fund the hard costs associated with the development of the project.

The cap rate on both the land acquisition of $ 27 million and the hard cost development funding of $ 440 million will be at 8.0 %.

The transaction also includes a 1.75 % rent escalator, which will commence after the first anniversary of the permanent casino opening, which is anticipated in late 2027.

Through the construction of this large-scale development, GLPI will be compensated for the funding on an as drawn basis and rent will be deferred until the facility is ready for its intended use.

Effective October 2025, the Company’s option, subject to receipt by Bally’s of required consents, and call right, subject only to regulatory approval, to acquire the real property assets of Bally's Lincoln for a purchase price of $ 735 million and additional rent of $ 58.8 million were amended to extend the applicable dates by two years, to December 31, 2028 and October 1, 2028, respectively.

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-Q

Item 1. Financial Statements