Boyd Gaming director granted 2,347 restricted shares

Thoman A. Randall reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Thoman A. Randall reported acquisition or exercise transactions in this Form 4 filing.

Boyd Gaming director Thoman A. Randall reported a stock award and updated holdings. He received 2,347 shares of Boyd Gaming common stock for no cash consideration through fully vested Restricted Stock Units granted under the company’s 2020 Stock Incentive Plan, with one share issued for each RSU on the grant date. After this grant, he holds 12,854 shares directly and 3,154 shares indirectly through the Thoman Trust, where he serves as co-trustee.

Insider Trade Summary

Grant/Award: 2,347 shares

Grant/Award 2 txns

Insider Thoman A. Randall

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,347	$0.00	$0.00
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 12,854 shares (Direct); Common Stock — 3,154 shares (Indirect, By Trust)

Footnotes (2)

1. F1. The Restricted Stock Units ("RSUs") were granted to the Reporting Person for no consideration under Issuer's 2020 Stock Incentive Plan. The RSUs fully vested, and one share of Issuer common stock was issued for each RSU, on the date of grant.
2. F2. By Thoman Trust, of which reporting person is the co-trustee.

Key Figures

RSU shares granted: 2,347 shares Grant price per share: $0.0000 per share Direct holdings after grant: 12,854 shares +1 more

4 metrics

RSU shares granted 2,347 shares Fully vested RSUs converting 1:1 into common stock on grant date

Grant price per share $0.0000 per share Shares issued for no consideration under 2020 Stock Incentive Plan

Direct holdings after grant 12,854 shares Boyd Gaming common stock held directly by Randall after transaction

Indirect holdings via trust 3,154 shares Common stock held indirectly by Thoman Trust, Randall co-trustee

Key Terms

Restricted Stock Units ("RSUs"), 2020 Stock Incentive Plan, co-trustee

3 terms

Restricted Stock Units ("RSUs") financial

"The Restricted Stock Units ("RSUs") were granted to the Reporting Person for no consideration"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

2020 Stock Incentive Plan financial

"under Issuer's 2020 Stock Incentive Plan. The RSUs fully vested"

co-trustee financial

"By Thoman Trust, of which reporting person is the co-trustee."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Boyd Gaming (BYD) director Thoman A. Randall report in this Form 4?

Director Thoman A. Randall reported receiving 2,347 Boyd Gaming common shares via fully vested RSUs granted under the 2020 Stock Incentive Plan. The award required no cash payment and increased his directly held share balance disclosed in the filing.

How many Boyd Gaming (BYD) shares did Thoman A. Randall acquire?

He acquired 2,347 shares of Boyd Gaming common stock through a grant of fully vested Restricted Stock Units. Each RSU converted into one share on the grant date, and the award was received for no consideration under the company’s 2020 Stock Incentive Plan.

What are Thoman A. Randall’s Boyd Gaming (BYD) holdings after the reported transactions?

Following the reported transactions, Thoman A. Randall holds 12,854 Boyd Gaming common shares directly. He also has 3,154 shares held indirectly through the Thoman Trust, where he is a co-trustee, as disclosed in the ownership footnote.

Were the Boyd Gaming (BYD) shares purchased on the open market?

No, the shares were not open-market purchases. They arose from a grant of fully vested Restricted Stock Units under Boyd Gaming’s 2020 Stock Incentive Plan, issued for no consideration, meaning Randall did not pay cash for the shares.

What is the role of the Thoman Trust in Boyd Gaming (BYD) share ownership?

The Thoman Trust holds 3,154 Boyd Gaming common shares indirectly for the reporting person. Randall is a co-trustee of this trust, and the filing notes these shares as indirectly owned, separate from his directly held 12,854-share position.

What does the Form 4 say about Boyd Gaming’s 2020 Stock Incentive Plan?

The filing notes that the Restricted Stock Units were granted under Boyd Gaming’s 2020 Stock Incentive Plan. Under this plan, the RSUs fully vested on the grant date, and each unit automatically converted into one share of Boyd Gaming common stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/11/2026 - 12:48 PM EDT Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Thoman A. Randall

(Last) (First) (Middle)

6465 S. RAINBOW BLVD.

(Street)

LAS VEGAS NEVADA 89118

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BOYD GAMING CORP [ BYD ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026

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

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

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

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	05/07/2026		A		2,347(1)	A	$0.00(1)	12,854	D
Common Stock								3,154	I	By Trust(2)

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

Explanation of Responses:

1. The Restricted Stock Units ("RSUs") were granted to the Reporting Person for no consideration under Issuer's 2020 Stock Incentive Plan. The RSUs fully vested, and one share of Issuer common stock was issued for each RSU, on the date of grant.

2. By Thoman Trust, of which reporting person is the co-trustee.

	Uri Clinton, Attorney-in-Fact for A. Randall Thoman	05/11/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)