Boyd Gaming (NYSE: BYD) Form 4 shows 618 career RSUs granted

Rhea-AI Filing Summary

Boyd Gaming Corp director and 10% owner Marianne Boyd Johnson received an award of 618 Career Restricted Stock Units on January 5, 2026. The units were granted for no cash consideration under the company’s 2020 Stock Incentive Plan as part of its Career Shares Program.

Each Career Restricted Stock Unit represents a contingent right to receive one share of Boyd Gaming common stock. The units are generally paid out in shares at the time of retirement, with the payout level based on the grantee’s attained age and years of continuous service at retirement. Following this grant, Johnson beneficially owns 618 derivative securities directly.

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

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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).

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^*

JOHNSON MARIANNE BOYD

(Last) (First) (Middle)

6465 S. RAINBOW BLVD.

(Street)

LAS VEGAS NV 89118

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026

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

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
Career Restricted Stock Units	(1)	01/05/2026		A		618		(2)	(2)	Common Stock	618	$0	618	D

Explanation of Responses:

1. The Career Restricted Stock Units were granted to the Reporting Person for no consideration pursuant to the Issuer's Career Shares Program under its 2020 Stock Incentive Plan. Each Career Restricted Stock Unit represents a contingent right to receive one share of Issuer common stock.

2. The Career Restricted Stock Units generally will be paid out in shares of lssuer common stock at the time of retirement at a level determined by the grantee's attained age and years of continuous service at retirement.

	/s/ Uri Clinton, attorney-in-fact for Marianne Boyd Johnson	01/07/2026
	** 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.

FAQ

What insider transaction did BYD report for Marianne Boyd Johnson?

Boyd Gaming Corp (BYD) reported that director and 10% owner Marianne Boyd Johnson received 618 Career Restricted Stock Units on January 5, 2026, recorded as an acquisition of derivative securities.

How many Career Restricted Stock Units were granted in this Boyd Gaming (BYD) Form 4?

The Form 4 shows a grant of 618 Career Restricted Stock Units to Marianne Boyd Johnson, with a transaction code "A" indicating an acquisition and a price per unit of $0.00.

What are Career Restricted Stock Units in Boyd Gaming's 2020 Stock Incentive Plan?

Career Restricted Stock Units were granted for no consideration under Boyd Gaming’s 2020 Stock Incentive Plan as part of its Career Shares Program. Each unit represents a contingent right to receive one share of Boyd Gaming common stock.

When will the Career Restricted Stock Units reported by BYD typically be paid out?

The footnotes state that the Career Restricted Stock Units will generally be paid out in shares of Boyd Gaming common stock at the time of retirement, with the level determined by the grantee’s attained age and years of continuous service at retirement.

Is the BYD Form 4 transaction a stock sale or a grant to the insider?

The Form 4 reflects a grant of derivative securities, not a sale. Transaction code "A" and a $0.00 price per unit indicate that 618 Career Restricted Stock Units were awarded to the reporting person for no cash consideration.

How many derivative securities does Marianne Boyd Johnson own after this BYD transaction?

After this grant, the Form 4 reports that Marianne Boyd Johnson beneficially owns 618 derivative securities direct ownership.