STOCK TITAN

Boyd Gaming (NYSE: BYD) chair sells 100,000 shares via family trusts

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Boyd Gaming chairman Marianne Boyd Johnson reported indirect open-market sales totaling 100,000 shares of Boyd Gaming common stock through family trusts on May 1 and May 5, 2026. She sold 37,086 shares at an average price of $85.27 and 62,914 shares at $84.03.

After these transactions, one trust holds 1,672,722 shares and another trust holds 1,609,808 shares of Boyd Gaming common stock. The filing also lists additional indirect holdings through limited partnerships and LLCs, plus 39,088 shares held directly in her own name.

Positive

  • None.

Negative

  • None.

Insights

Boyd Gaming’s chair executed routine-sized insider stock sales via family trusts.

Marianne Boyd Johnson, Boyd Gaming’s chairman and a ten percent owner, reported net open-market sales of 100,000 common shares through trusts on May 1, 2026 and May 5, 2026, at average prices of $85.27 and $84.03.

The two reported selling trusts still hold 1,672,722 and 1,609,808 shares after the transactions, so each sale represents only a fraction of those specific indirect positions. Additional indirect stakes are reported via LLCs and a limited partnership, along with 39,088 shares held directly.

With no option exercises, gifts, or restructuring entries, this filing reflects straightforward, open-market sales and updated ownership levels. Future company filings can provide more context on any subsequent changes in Johnson’s aggregate direct and indirect holdings.

Insider JOHNSON MARIANNE BOYD
Role Chairman
Sold 100,000 shs ($8.45M)
Type Security Shares Price Value
Sale Common Stock 62,914 $84.03 $5.29M
Sale Common Stock 37,086 $85.27 $3.16M
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 1,609,808 shares (Indirect, By Trust*); Common Stock — 39,088 shares (Direct, null)
Footnotes (1)
  1. This transaction was executed in multiple transactions ranging from $86.27 to $85.00.The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple transactions ranging from $84.30 to $84.00.The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. By Marianne Boyd Johnson as Trustee of the Marianne Boyd Johnson Gaming Properties Trust. By BG-00 Limited Partnership, of which the Marianne Boyd Gaming Properties Trust, of which the reporting person is the trustee, settlor and beneficiary, is the general partner thereof. By WSB-BYD, LLC, of which the reporting person is the Manager. By the Johnson Children's Trust Dated 6/24/96, Taylor J. Boyd, Trustee. By Marianne Boyd Johnson as Trustee of the Justin Boyd Education Trust Dated 11/1/99. By BG-SUB, LLC of which Marianne Boyd Johnson is the managing member thereof. By BYD-SST LLC, of which Marianne Boyd Johnson is the managing member thereof.
Total shares sold 100,000 shares Net open-market sales reported in this Form 4
Sale price (May 5, 2026) $84.03 per share 62,914-share indirect open-market sale
Sale price (May 1, 2026) $85.27 per share 37,086-share indirect open-market sale
Trust holdings after sale 1,672,722 shares Boyd Gaming common stock held by one selling trust
Second trust holdings after sale 1,609,808 shares Boyd Gaming common stock held by another selling trust
Direct holdings 39,088 shares Boyd Gaming common stock held directly by Johnson
open-market sale financial
"transaction_action: "open-market sale" for the common stock transactions"
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
Limited Partnership financial
"By BG-00 Limited Partnership, of which the Marianne Boyd Gaming Properties Trust..."
A limited partnership is a legal business structure with two types of partners: at least one general partner who runs the business and bears full legal responsibility, and one or more limited partners who contribute money, share profits, and have liability capped at their investment. For investors, it matters because it separates control from financial exposure — like putting money into a store without managing it — and affects how returns, risks, taxes and transferability of ownership are handled.
managing member financial
"By BG-SUB, LLC of which Marianne Boyd Johnson is the managing member thereof."
trustee financial
"By Marianne Boyd Johnson as Trustee of the Marianne Boyd Johnson Gaming Properties Trust."
A trustee is a person or institution legally appointed to hold and manage assets or enforce an agreement on behalf of other people (beneficiaries). Think of a trustee as a neutral referee or custodian who must act in the beneficiaries’ best interests, follow the trust or contract rules, and handle distributions, recordkeeping and enforcement. Investors care because a trustworthy trustee protects their rights, ensures promised payments or remedies are delivered, and can influence recoveries if things go wrong.
Limited Liability Company financial
"By WSB-BYD, LLC, of which the reporting person is the Manager."
A limited liability company (LLC) is a business structure that separates the owners’ personal assets from the company’s debts and legal obligations, like a protective shield that keeps personal savings and property distinct from business risk. For investors, that protection reduces personal financial exposure and often brings flexible rules for profit sharing and taxes, but it can also affect how easily interests are bought or sold and how decisions are made.
SEC Form 4
FORM 4UNITED 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*
JOHNSON MARIANNE BOYD

(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)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock39,088D
Common Stock05/01/2026S37,086D$85.27(1)1,672,722IBy Trust*(3)
Common Stock05/05/2026S62,914D$84.03(2)1,609,808IBy Trust*(3)
Common Stock1,487,858IBy Limited Partnership*(4)
Common Stock4,800,000IBy Limited Liability Company*(5)
Common Stock45,482IBy Trust*(6)
Common Stock25,555IBy Trust*(7)
Common Stock1,100,000IBy Limited Liability Company*(8)
Common Stock4,004,000IBy Limited Liability Company*(9)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. This transaction was executed in multiple transactions ranging from $86.27 to $85.00.The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
2. This transaction was executed in multiple transactions ranging from $84.30 to $84.00.The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
3. By Marianne Boyd Johnson as Trustee of the Marianne Boyd Johnson Gaming Properties Trust.
4. By BG-00 Limited Partnership, of which the Marianne Boyd Gaming Properties Trust, of which the reporting person is the trustee, settlor and beneficiary, is the general partner thereof.
5. By WSB-BYD, LLC, of which the reporting person is the Manager.
6. By the Johnson Children's Trust Dated 6/24/96, Taylor J. Boyd, Trustee.
7. By Marianne Boyd Johnson as Trustee of the Justin Boyd Education Trust Dated 11/1/99.
8. By BG-SUB, LLC of which Marianne Boyd Johnson is the managing member thereof.
9. By BYD-SST LLC, of which Marianne Boyd Johnson is the managing member thereof.
Remarks:
*The reporting person expressly disclaims beneficial ownership of any securities of the Issuer except for those securities that are owned directly by the Reporting Person or to the extent of the Reporting Person's pecuniary interest in a trust or other entity which owns such securities.
/s/ Uri Clinton, attorney-in-fact for Marianne Boyd Johnson05/05/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider stock transaction did Boyd Gaming (BYD) chairman Marianne Boyd Johnson report?

Marianne Boyd Johnson reported indirect open-market sales totaling 100,000 Boyd Gaming common shares. She sold 37,086 shares at an average price of $85.27 and 62,914 shares at $84.03 through family trusts, updating her reported ownership positions.

On what dates did Marianne Boyd Johnson’s reported Boyd Gaming (BYD) share sales occur?

The filing shows two indirect open-market sales dated May 1, 2026 and May 5, 2026. These transactions involved 37,086 shares and 62,914 shares of Boyd Gaming common stock, respectively, both executed through trusts associated with Marianne Boyd Johnson.

At what prices did Boyd Gaming (BYD) shares sell in Marianne Boyd Johnson’s recent Form 4?

One block of 37,086 Boyd Gaming shares sold at an average price of $85.27, and another block of 62,914 shares sold at $84.03. Footnotes note each transaction occurred in multiple trades across narrow price ranges within those averages.

How many Boyd Gaming (BYD) shares do the selling trusts hold after Marianne Boyd Johnson’s transactions?

After the reported sales, one trust associated with Marianne Boyd Johnson holds 1,672,722 Boyd Gaming common shares, and another trust holds 1,609,808 shares. These figures indicate both entities continue to retain substantial indirect ownership positions in Boyd Gaming stock.

What other Boyd Gaming (BYD) holdings does Marianne Boyd Johnson report besides the selling trusts?

The Form 4 lists additional indirect Boyd Gaming holdings through limited liability companies and a limited partnership, plus 39,088 shares held directly. Each position is categorized as direct or indirect, with footnotes describing roles such as trustee, manager, or managing member.

Does Marianne Boyd Johnson’s Form 4 for Boyd Gaming (BYD) include derivative or option exercises?

The filing’s transaction data and derivative summary show no option exercises or other derivative transactions. All reported activity involves non-derivative common stock, primarily open-market sales and updated holding entries across various trusts and entities.