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Boyd Gaming (BYD) awards 1,375 Career Restricted Stock Units to CAO

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

Rhea-AI Filing Summary

Boyd Gaming Corporation reported an equity compensation grant to its Chief Administrative Officer, Stephen S. Thompson. On 01/05/2026, Thompson received 1,375 Career Restricted Stock Units for no cash consideration under Boyd Gaming’s 2020 Stock Incentive Plan and its Career Shares Program.

Each Career Restricted Stock Unit represents a contingent right to receive one share of Boyd Gaming common stock. According to the terms described, these units generally will be paid out in common shares at the time of retirement, with the payout level determined by the grantee’s attained age and years of continuous service at retirement. Following this grant, Thompson beneficially owns 1,375 derivative securities representing underlying common shares, all held directly.

Positive

  • None.

Negative

  • None.
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*
Thompson Stephen S.

(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)
Chief Administrative Officer
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 1,375 (2) (2) Common Stock 1,375 $0 1,375 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.
Uri Clinton, Attorney-in-Fact for Stephen S. Thompson 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 Boyd Gaming (BYD) disclose for Stephen S. Thompson?

Boyd Gaming disclosed that Chief Administrative Officer Stephen S. Thompson was granted 1,375 Career Restricted Stock Units on 01/05/2026 as equity compensation.

What are Career Restricted Stock Units in the Boyd Gaming (BYD) Form 4 filing?

Career Restricted Stock Units give the holder a contingent right to receive one share of Boyd Gaming common stock for each unit, generally payable at retirement.

Did Stephen S. Thompson pay anything for the 1,375 Career Restricted Stock Units from Boyd Gaming (BYD)?

No. The filing states the Career Restricted Stock Units were granted to the reporting person for no consideration under Boyd Gaming’s 2020 Stock Incentive Plan.

When will the Career Restricted Stock Units granted by Boyd Gaming (BYD) generally be paid out?

The Career Restricted Stock Units generally will be paid out in shares of Boyd Gaming common stock at the time of retirement, based on the grantee’s age and years of continuous service.

How many derivative securities does Stephen S. Thompson beneficially own after this Boyd Gaming (BYD) transaction?

After the reported transaction, Stephen S. Thompson beneficially owns 1,375 derivative securities in the form of Career Restricted Stock Units, held directly.

Under which plan did Boyd Gaming (BYD) grant the 1,375 Career Restricted Stock Units?

The 1,375 Career Restricted Stock Units were granted under Boyd Gaming’s 2020 Stock Incentive Plan through its Career Shares Program.

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