Sec Form 4 Filing - Albregts Douglas @ SCIENTIFIC GAMES CORP - 2018-08-06

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Albregts Douglas
2. Issuer Name and Ticker or Trading Symbol
SCIENTIFIC GAMES CORP [ SGMS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP & Grp Chief Exec, Gaming
(Last) (First) (Middle)
C/O SCIENTIFIC GAMES CORPORATION, 6601 BERMUDA ROAD
3. Date of Earliest Transaction (MM/DD/YY)
08/06/2018
(Street)
LAS VEGAS, NV89119
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Restricted Stock Units ( 1 ) 08/06/2018 A 7,093 ( 1 ) ( 1 ) Common Stock 7,093 $ 0 7,093 D
Employee Stock Option (right to buy) $ 37.35 08/06/2018 A 13,886 ( 2 ) 08/06/2028 Common Stock 13,886 $ 0 13,886 D
Employee Stock Option (right to buy) $ 37.35 08/06/2018 A 13,886 ( 3 ) 08/06/2028 Common Stock 13,886 $ 0 13,886 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Albregts Douglas
C/O SCIENTIFIC GAMES CORPORATION
6601 BERMUDA ROAD
LAS VEGAS, NV89119
EVP & Grp Chief Exec, Gaming
Signatures
/s/ Su Shi, attorney-in-fact for Douglas Albregts 08/08/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The restricted stock units are scheduled to vest beginning on March 20, 2019 (1,773 shares) and the balance in three installments on March 20, 2020 (1,773 shares), March 20, 2021 (1,773 shares) and March 20, 2022 (1,774 shares). Each unit converts into a share of common stock on a one-for-one basis.
( 2 )The options become exercisable on March 20, 2019 (3,471 shares), March 20, 2020 (3,472 shares), March 20, 2021 (3,471 shares) and March 20, 2022 (3,472 shares).
( 3 )The stock options are scheduled to become exercisable in four annual installments beginning on March 20, 2019 (each, a "Vesting Date"), subject to the Company's 60-trading day average closing price meeting or exceeding $44.82 (the "Performance Goal") prior to March 20, 2022. If the Performance Goal is met prior to the first Vesting Date, then all four annual installments will vest in accordance with the vesting schedule. If the Performance Goal is met subsequent to the first Vesting Date, each annual installment relating to a Vesting Date that has already occurred will automatically vest upon achievement of the Performance Goal and any remaining installments will vest in accordance with the vesting schedule. If the Performance Goal is not met by March 20, 2022, all stock options are forfeited.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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