Caesars Entertainment, Inc. confirmed in a Form 8-K that Jesse Lynn, general counsel of Icahn Enterprises, and Ted Papapostolou, chief executive officer of IEP, resigned from its board effective September 16.

Both notified Executive Chairman Gary Carano they were stepping down immediately. Following the departures, the Icahn Group waived its right to appoint replacement directors under the Director Appointment and Nomination Agreement dated March 17, 2025.

Lynn and Papapostolou joined the board in March 2025, roughly 10 months after Carl Icahn disclosed a new equity stake in Caesars. Their exit follows that of Courtney Mather, another director with ties to Icahn who spent seven years at Icahn Enterprises and left the board about two months earlier.

Caesars did not state in the filing whether the resignations connect to its earlier rejection of Icahn’s buyout proposal. Icahn currently holds approximately 5% of Caesars shares.

Talks between Caesars and Icahn on a take-private deal date back to 2025, when Icahn offered $34 per share for the company.

That bid topped the $31-per-share offer from Tilman Fertitta’s Fertitta Entertainment Inc. (FEI), which Caesars accepted instead. Debt-related complexities in Icahn’s proposal made it less attractive to the Carano family, the largest non-institutional holder of Caesars equity.

FTC adds a second request to the merger timeline

The same 8-K disclosed that Caesars and Fertitta Entertainment each received a Second Request from the Federal Trade Commission on September 14, issued to Caesars and Fertitta Gaming Holdco, LLC under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.

The request extends the waiting period until 30 days after both companies substantially comply unless the parties agree to extend it or the FTC ends it sooner.

Caesars and Fertitta Entertainment said they intend to cooperate with the review.

In the filing, the companies stated: “The Company and Fertitta Entertainment intend to continue to work cooperatively with the FTC in its review of the Merger. Completion of the Merger remains subject to the expiration or termination of the waiting period under the HSR Act and the satisfaction or waiver of the other closing conditions specified in the Merger Agreement.”

The merger agreement with Fertitta Entertainment was announced May 27, 2026, and calls for a merger subsidiary to combine into Caesars, which would become a wholly owned subsidiary of Fertitta Entertainment. Shareholders are scheduled to vote on the $31-per-share deal at a special meeting on September 22.