Welcome to our dedicated page for Golden Entrtnmnt SEC filings (Ticker: GDEN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Golden Entertainment, Inc. filings document the company's gaming and hospitality business, its common stock capital structure and material events affecting its public-company status. The record includes Form 8-K disclosures for operating results, material definitive agreements, dividends, shareholder voting matters, governance matters and risk-factor or capital-structure updates.
The company's filings also include a Form 25 notification for removal of Golden Entertainment common stock from Nasdaq listing and registration under Section 12(b) of the Exchange Act. Transaction-related reports describe the formal agreements and related corporate actions associated with the sale-leaseback of casino real estate and the transfer of the operating business.
Golden Entertainment, Inc. notified Nasdaq Stock Market LLC of the voluntary withdrawal and removal of its Common Stock from Nasdaq listing and registration, as certified under 17 CFR 240.12d2-2. The exchange and the issuer each state they complied with the applicable Nasdaq rules governing the withdrawal.
New Royal HoldCo I Inc., successor to Golden Entertainment, completed a complex transaction with VICI Properties that restructures the business, repays senior debt, and removes the stock from Nasdaq. Golden merged into a new operating company, whose equity was sold to Argento, while New Royal HoldCo retained the real estate entity.
Immediately after the operating sale, New Royal HoldCo paid a $2.75 per share cash dividend and then merged into a VICI subsidiary. Each New Royal HoldCo share was converted into the right to receive 0.902 VICI Properties shares, with cash in lieu of fractions. All obligations under Golden’s First Lien Credit Agreement were fully satisfied and related liens released. The company notified Nasdaq, requested delisting and deregistration, and plans to terminate Exchange Act reporting. Following closing, all pre-transaction directors and officers resigned, and Blake L. Sartini’s employment was terminated with contractual severance.
Golden Entertainment, Inc. provides an update on its pending Master Transaction Agreement with Argento, LLC and VICI entities, stating that all required gaming and liquor regulatory approvals have been obtained and that closing is expected on or about April 30, 2026.
At closing, shareholders of record as of the Closing Date are expected to receive a cash dividend of $2.75 per share, paid immediately after the OpCo Sale and before the Effective Time, subject to consummation of the OpCo Sale. In addition, each New HoldCo common share outstanding immediately before the Effective Time will be converted into the right to receive 0.902 PropCo Buyer Shares, with cash paid instead of fractional shares.
The company reiterates forward-looking statement cautions, noting multiple risks that could prevent or delay completion of the transactions and stating that, if they are consummated, existing shareholders will no longer have any equity interest in the company or participate in its future earnings and growth.
Golden Entertainment, Inc. shareholders approved the adoption of the company’s Master Transaction Agreement with Blake L. Sartini affiliates and VICI Properties Inc. at a special meeting held on March 31, 2026.
As of March 3, 2026, there were 26,398,811 shares of common stock outstanding, each entitled to one vote, and 20,658,534 shares were present in person or by proxy, representing about 78% of shares entitled to vote. Proposal 1 to adopt the MTA received 20,430,245 votes for, 208,131 against and 20,158 abstentions. Shareholders also approved, on a non-binding advisory basis, potential transaction-related compensation for named executive officers and an adjournment proposal.
Closing of the transactions is anticipated in the second quarter of 2026, subject to regulatory approvals and other customary closing conditions. Upon completion, Golden Entertainment will no longer be publicly held, and its shares will be de‑listed from Nasdaq and de‑registered under the Securities Exchange Act of 1934.
Golden Entertainment Inc: This Schedule 13G/A (Amendment No. 2) reports that The Vanguard Group disaggregated certain subsidiaries following an internal realignment and, as of the amendment, holds 0 shares of Golden Entertainment common stock, representing 0% of the class. The filing states the disaggregation follows SEC Release No. 34-39538 and that former subsidiary holdings will be reported separately.
Golden Entertainment, Inc. is asking shareholders to approve a transaction that would take the company private via a series of pre-closing reorganizations, an OpCo sale, a $2.75 per-share cash distribution and a merger that converts remaining equity into PropCo Buyer shares at an Exchange Ratio of 0.902. The proxy states an agreed reference price of $30.00 per Share as of November 5, 2025 and discloses 26,398,811 Shares outstanding as of March 2, 2026.
The Independent Committee unanimously recommends shareholders vote FOR the Transaction Proposal, the Advisory Compensation Proposal and the Adjournment Proposal. The Transactions are described as conditioned “subject to the satisfaction or waiver of certain conditions” and include customary termination fees, tax and indemnity arrangements, accelerated vesting and cash-in-lieu mechanics for fractional shares.
GOLDEN ENTERTAINMENT, INC. director Andy Chien reported equity compensation activity involving restricted stock units and common stock. On February 27, 2026, he received a grant of 5,643 restricted stock units, each representing a contingent right to one share of common stock, which are time-based awards scheduled to vest on May 22, 2027.
On the same date, previously granted time-based restricted stock units vested and were exercised into common stock in three tranches of 4,292, 5,375, and 5,815 shares at a price of $0.00 per share. Following these conversions, Chien directly owned 19,112 shares of common stock. The filing notes that the equity awards include additional shares from dividend equivalents that follow the original vesting conditions.
Golden Entertainment, Inc. director Mark A. Lipparelli reported equity compensation and conversions of restricted stock units into common shares. He received a grant of 5,643 restricted stock units, which are time-based awards scheduled to vest on May 22, 2027.
On the same date, time-based restricted stock units that had vested were converted into common stock on a one-for-one basis, including blocks of 4,292, 5,375 and 5,815 shares at a price of $0.00 per share. After these transactions, he directly owned 88,222 shares of Golden Entertainment common stock, which include additional shares issued as dividend equivalents on prior RSU grants.
GOLDEN ENTERTAINMENT, INC. director Ann Dozier reported equity-based compensation activity involving restricted stock units (RSUs) and common stock. She received a grant of 5,643 time-based RSUs, each representing a contingent right to one share of common stock, which are scheduled to vest on May 22, 2027 if not forfeited. Separately, 5,815 time-based RSUs vested and were converted into 5,815 shares of common stock on a one-for-one basis at no exercise price. Following these transactions, she directly holds 51,556 shares of common stock, which include additional shares previously issued as dividend equivalents that follow the original RSU vesting conditions.