STOCK TITAN
  1. Home
  2. Sec-filings
  3. BYD
  4. [Form 4] BOYD GAMING CORP Insider Trading Activity

Boyd Gaming (NYSE: BYD) SVP gets stock awards, withholds shares for tax

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Boyd Gaming executive Lori M. Nelson, SVP and Chief Accounting Officer, reported multiple equity-related transactions in company common stock. She acquired 1,335 shares on February 19, 2026 and 525 shares on February 22, 2026 as stock awards granted for no cash consideration.

On February 22, 2026, 743 shares were disposed of at $86.20 per share to satisfy tax obligations tied to vested performance-based awards. After these transactions, her directly held common stock position was reported at 16,858 shares.

Positive

  • None.

Negative

  • None.

Insights

Equity grants increased the executive’s holdings, while shares were withheld to cover taxes.

Lori M. Nelson received two stock-based awards from Boyd Gaming, totaling 1,860 common shares, with grant prices reported at $0.00 since they are compensation, not open-market purchases. Footnotes clarify that 1,335 units are restricted stock units under the 2020 Stock Incentive Plan.

A separate transaction on February 22, 2026 disposed of 743 shares at $86.20 per share to cover taxes on vested performance share units, a common non-cash mechanism in equity plans. The net effect is a higher reported direct ownership level of 16,858 shares after all movements.

Insider Nelson Lori M.
Role SVP, Chief Accounting Officer
Type Security Shares Price Value
Grant/Award Common Stock 525 $0.00 --
Tax Withholding Common Stock 743 $86.20 $64K
Grant/Award Common Stock 1,335 $0.00 --
Holdings After Transaction: Common Stock — 17,601 shares (Direct)
Footnotes (1)
  1. The Reporting Person was awarded 1,335 Restricted Stock Units for no consideration pursuant to the Issuer's 2020 Stock Incentive Plan. Each Restricted Stock Unit represents a contingent right to receive one share of Issuer common stock upon vesting. The Restricted Stock Units are subject to the forfeiture and other terms and conditions contained in the award agreement and the 2020 Stock Incentive Plan Represents shares underlying Performance Share Units that vested on February 22, 2026
Form 4 Insider Transactions: What Each Field Means →
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*
Nelson Lori M.
(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Chief Accounting Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026
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
Common Stock 02/19/2026 A 1,335(2) A $0(1) 17,076 D
Common Stock 02/22/2026 A 525(2) A $0(2) 17,601 D
Common Stock 02/22/2026 F 743 D $86.2 16,858 D
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 Reporting Person was awarded 1,335 Restricted Stock Units for no consideration pursuant to the Issuer's 2020 Stock Incentive Plan. Each Restricted Stock Unit represents a contingent right to receive one share of Issuer common stock upon vesting. The Restricted Stock Units are subject to the forfeiture and other terms and conditions contained in the award agreement and the 2020 Stock Incentive Plan
2. Represents shares underlying Performance Share Units that vested on February 22, 2026
/s/ Uri Clinton, attorney-in-fact for Lori Nelson 02/23/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What stock transactions did Boyd Gaming (BYD) executive Lori M. Nelson report?

Lori M. Nelson reported receiving two stock awards totaling 1,860 Boyd Gaming common shares and a tax-related share disposition of 743 shares at $86.20 per share, leaving her with 16,858 directly held shares after the reported transactions.

Were Lori M. Nelson’s Boyd Gaming (BYD) share acquisitions open-market purchases?

No, the acquisitions were equity awards, not open-market purchases. She received 1,335 restricted stock units on February 19, 2026 and 525 additional shares on February 22, 2026, all granted for no cash consideration as part of Boyd Gaming’s 2020 Stock Incentive Plan.

Why did Lori M. Nelson dispose of Boyd Gaming (BYD) shares in this Form 4?

The 743-share disposition at $86.20 per share was to satisfy tax liabilities related to vested performance share units. This type of transaction is classified as a tax-withholding disposition, rather than a discretionary open-market sale for investment or portfolio reasons.

How many Boyd Gaming (BYD) shares does Lori M. Nelson hold after these transactions?

After the reported award grants and the tax-withholding share disposition, Lori M. Nelson’s direct ownership in Boyd Gaming common stock stands at 16,858 shares, according to the post-transaction balances disclosed in the Form 4 insider trading report filed with regulators.

What are the key terms of Lori M. Nelson’s 1,335 Boyd Gaming (BYD) restricted stock units?

The 1,335 restricted stock units were awarded under the 2020 Stock Incentive Plan, each representing a contingent right to receive one Boyd Gaming common share upon vesting, and are subject to forfeiture and other conditions set out in the plan and accompanying award agreement.