[Form 4] Boyd Gaming Corporation Insider Trading Activity

Rhea-AI Filing Summary

William R. Boyd, a director of Boyd Gaming Corp (BYD), reported a Form 4 disclosing changes in his beneficial ownership. The filing shows a disposition of 15,188 shares of common stock and the receipt of 45,482 shares as a distribution from the Johnson Family Children's Trust on 08/21/2025. Following the transactions the reporting person beneficially owns 1,980,447 shares indirectly through the William R. Boyd Gaming Properties Trust and additional indirect holdings of 87,034 shares by the Sean W. Johnson Separate Property Trust. The Form 4 was signed by an attorney-in-fact on 08/22/2025.

Positive

• Receipt of 45,482 shares via trust distribution increases the reporting person's stake
• Substantial indirect holdings disclosed: 1,980,447 shares via William R. Boyd Gaming Properties Trust

Negative

• Disposition of 15,188 shares indicates some selling activity by or on behalf of the reporting person
• Majority ownership is indirect through trusts, which may limit clarity on direct voting intent

Insights

Securities Analyst

TL;DR: Insider activity shows a net increase from a trust distribution while a small block was sold; ownership remains largely indirect and substantial.

The reported disposition of 15,188 shares and the receipt of 45,482 shares from a trust distribution result in a net increase in the reporting person's indirect stake. The filing identifies 1,980,447 shares held via the William R. Boyd Gaming Properties Trust and 87,034 shares via the Sean W. Johnson trust, indicating concentrated family/estate ownership structures. Transaction codes include a trust distribution and a sale; no prices are reported for the disposition beyond the distribution showing $0.00 for the received shares. Impact on float and immediate market valuation is likely limited given the company's share count, and the transactions appear administrative in nature.

Corporate Governance Expert

TL;DR: Disclosure is timely and documents trustee relationships, showing governance via family trusts rather than direct individual ownership.

The Form 4 clarifies the reporting person's roles as trustee, settlor and beneficiary of the William R. Boyd Gaming Properties Trust and trustee of the Sean W. Johnson Separate Property Trust, which hold the reported shares. The filing includes the reporting person's disclaimer of beneficial ownership beyond direct holdings or pecuniary interest in trusts. These details are important for understanding control and voting influence but do not indicate a change in control or board composition. The filing appears compliant and routine for trust-related transfers.

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^*

BOYD WILLIAM R

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

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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								15,188	D
Common Stock								1,980,447	I	By Trust(2)
Common Stock	08/21/2025		J		45,482(1)	A	$0.00	87,034	I	By Trust(3)

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. Transaction reflects the receipt of 45,482 shares of common stock in distribution from the Johnson Family Children's Trust.

2. By the William R. Boyd Gaming Properties Trust, of which the reporting person is the trustee, settlor and beneficiary.

3. By the Sean W. Johnson Separate Property Trust, dated 5/9/2019, of which the reporting person is the trustee.

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 William R. Boyd.	08/22/2025
	** 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 transactions did William R. Boyd report on BYD Form 4?

The Form 4 reports a disposition of 15,188 shares and the receipt of 45,482 shares as a distribution from the Johnson Family Children's Trust on 08/21/2025.

How many BYD shares does William R. Boyd beneficially own after the reported transactions?

The filing shows 1,980,447 shares beneficially owned indirectly by the William R. Boyd Gaming Properties Trust and 87,034 shares beneficially owned indirectly by the Sean W. Johnson Separate Property Trust.

What is the nature of William R. Boyd's ownership in BYD?

The ownership is primarily indirect via trusts; the reporting person is trustee, settlor and beneficiary of the William R. Boyd Gaming Properties Trust and trustee of the Sean W. Johnson Separate Property Trust.

When were the transactions effective and when was the Form 4 signed?

Transactions are dated 08/21/2025 and the Form 4 was signed by an attorney-in-fact on 08/22/2025.

Did the Form 4 report prices for the transactions?

The receipt of shares from the trust is reported with a price of $0.00 reflecting a distribution; no sale price for the disposed shares is provided in the filing.