Sec Form 4 Filing - PERELMAN RONALD O @ SCIENTIFIC GAMES CORP - 2020-06-13

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
PERELMAN RONALD O
2. Issuer Name and Ticker or Trading Symbol
SCIENTIFIC GAMES CORP [ SGMS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Executive Chairman
(Last) (First) (Middle)
35 EAST 62ND STREET
3. Date of Earliest Transaction (MM/DD/YY)
06/13/2020
(Street)
NEW YORK, NY10065
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
Common Stock 06/13/2020 M 697 A $ 0 2,624 D
Common Stock 06/15/2020 M 4,339 A $ 0 6,963 D
Common Stock 36,802,842 I See footnote ( 1 )
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 ( 2 ) 06/13/2020 M 697 ( 2 ) ( 2 ) Common Stock 697 $ 0 1,394 D
Restricted Stock Units ( 3 ) 06/15/2020 M 4,339 ( 3 ) ( 3 ) Common Stock 4,339 $ 0 8,371 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
PERELMAN RONALD O
35 EAST 62ND STREET
NEW YORK, NY10065
X X Executive Chairman
Signatures
/s/ Ronald O. Perelman 06/15/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Mr. Perelman is the sole beneficiary and trustee of The ROP Revocable Trust dated 1/9/2018 (the "Trust"), which directly holds 97,106 shares of common stock. The Trust is also the sole stockholder of MacAndrews & Forbes Incorporated, which is the sole stockholder, directly or indirectly, of each of SGMS Acquisition Corporation, RLX Holdings Two LLC, SGMS Acquisition Two LLC, SGMS Acquisition Three LLC and MacAndrews & Forbes Group, LLC, which hold the remaining securities described above.
( 2 )Represents vesting of one-fourth of restricted stock units granted on June 13, 2018. The balance of the award is scheduled to vest in equal installments of 697 shares on each of June 13, 2021 and June 13, 2022. Each unit converts into a share of common stock on a one-for-one basis.
( 3 )Represents vesting of one-fourth of restricted stock units granted on June 15, 2016. The award has fully vested. Each unit converted into a share of common stock on a one-for-one basis.

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