Pinnacle Entertainment (PNK) Form 4 Pinnacle Entertainment / Neil E Walkoff 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^*

Walkoff Neil E

(Last) (First) (Middle)

C/O PINNACLE ENTERTAINMENT, INC.

3980 HOWARD HUGHES PARKWAY

(Street)

LAS VEGAS NV 89169

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Pinnacle Entertainment, Inc. [ PNK ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP, Operations

3. Date of Earliest Transaction (Month/Day/Year)
08/30/2018

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	08/30/2018		M		21,200	A	$6.19	271,749	D
Common Stock	08/30/2018		M		21,540	A	$6.97	293,289	D
Common Stock	08/30/2018		M		15,200	A	$10.55	308,489	D
Common Stock	08/30/2018		M		25,455	A	$11.51	333,944	D
Common Stock	08/30/2018		F		49,372	D	$34.58	284,572	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
Stock Options (Right to Buy)	$6.19	08/30/2018		M			21,200	(1)	05/21/2020	Common Stock	21,200	$0.00	0	D
Stock Options (Right to Buy)	$6.97	08/30/2018		M			21,540	(2)	05/20/2021	Common Stock	21,540	$0.00	0	D
Stock Options (Right to Buy)	$10.55	08/30/2018		M			15,200	(3)	10/05/2022	Common Stock	15,200	$0.00	15,201	D
Stock Options (Right to Buy)	$11.51	08/30/2018		M			25,455	(4)	04/28/2023	Common Stock	25,455	$0.00	25,455	D

Explanation of Responses:

1. The stock options vested in four annual installments on May 21, 2014, 2015, 2016 and 2017.

2. The stock options vested in four annual installments on May 20, 2015, 2016, 2017 and 2018.

3. The stock options vest in four annual installments on October 5, 2016, 2017, 2018 and 2019.

4. The stock options vest in four annual installments on April 28, 2017, 2018, 2019 and 2020.

Remarks:

	/s/ Elliot D. Hoops, Attorney-In-Fact for Neil E. Walkoff	08/31/2018
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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