Gaming and Leisure Properties (GLPI) Form 4 Gaming & Leisure Properties / Matthew Demchyk ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Demchyk Matthew

(Last) (First) (Middle)

845 BERKSHIRE BLVD.

SUITE 200

(Street)

WYOMISSING PA 19610

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Gaming & Leisure Properties, Inc. [ GLPI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP, Chief Investment Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	01/02/2025		A		58,620	A	$0	114,421	D
Common Stock	01/02/2025		F		25,494	D	$48.16	88,927	D
Common Stock(2)	01/02/2025		A		5,604	A	$0	94,531	D
Common Stock	01/02/2025		F		2,438	D	$48.16	92,093	D
Common Stock(2)	01/02/2025		A		5,346	A	$0	97,439	D
Common Stock	01/02/2025		F		2,325	D	$48.16	95,114	D
Common Stock	01/02/2025		F		2,345	D	$48.16	92,769	D
Common Stock	01/02/2025		S(3)		1,149	D	$47.8(4)	91,620	D
Common Stock	01/03/2025		S(3)		5,039	D	$47.59(5)	86,581	D
Common Stock	01/03/2025		F		2,175	D	$47.77	84,406	D
Common Stock	01/03/2025		F		2,175	D	$47.77	82,231	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
LTIP Units	$0	01/02/2025		A		15,000		(6)	(6)	Common Stock	15,000	$0	15,000	D

Explanation of Responses:

1. Reflects performance-based restricted stock earned and paid on January 2, 2025. The award had a performance period beginning on January 1, 2022 and ending December 31, 2024. The shares which vested at the end of the performance period was based upon the Company's three-year total shareholder return ranking among the three-year return of the companies included in the MSCI US REIT Index and Triple-Net REIT peers.

2. Represents receipt of dividends related to performance-based restricted stock that accrued during the applicable performance period on the shares earned and paid on January 2, 2025.

3. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 09/13/2024

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.70 to $48.03 inclusive. The reporting person undertakes to provide Gaming and Leisure Properties, Inc., any security holder of Gaming and Leisure Properties, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the footnote to this Form 4.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.40 to $47.77 inclusive. The reporting person undertakes to provide Gaming and Leisure Properties, Inc., any security holder of Gaming and Leisure Properties, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the footnote to this Form 4.

6. Represents units of limited partnership interests ("LTIP Units") in GLP Capital, L.P. The LTIP Units will vest and become nonforfeitable ratably over the three-year period beginning on the date of grant, subject to the reporting person's continued service and have no expiration date.

Remarks:

	/s/Matthew Demchyk	01/06/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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