Light & Wonder grants CEO 44,832 stock units

Light & Wonder’s CEO receives 44,832 time- and performance-based stock units tied to multi-year vesting and a disclosed $4,077,450 grant value formula.

Rhea-AI Filing Summary

Light & Wonder, Inc. (LNWO) reported that President & CEO Matthew R. Wilson received equity awards totaling 44,832 Restricted Stock Units and Performance Stock Units on September 15, 2026. This consists of 22,416 time-vesting RSUs that vest in three equal installments on March 4, 2027, 2028 and 2029, and 22,416 PSUs split into two grants of 11,208 units each that cliff vest on March 4, 2029 if a performance goal is achieved by December 31, 2028, otherwise they are forfeited. Each unit converts into one share of common stock (delivered as CHESS Depositary Interests via on‑market purchases), and the company notes that its 2026 proxy statement understated the number of RSUs/PSUs, which should have been based on $4,077,450 divided by the March 4, 2026 grant date fair value.

Insider Trade Summary

Grant/Award: 44,832 shares

Grant/Award 3 txns

Insider Wilson Matthew R.

Role President & CEO

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units F1, F2, F3	22,416	$0.00	$0.00
Grant/Award	Restricted Stock Units F4, F2, F3	11,208	$0.00	$0.00
Grant/Award	Restricted Stock Units F5, F2, F3	11,208	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 44,832 contracts (Direct)

Footnotes (5)

1. F1. The restricted stock units ("RSUs") are scheduled to vest in three equal installments on March 4, 2027, 2028 and 2029. Each unit converts into a share of common stock on a one-for-one basis.
2. F2. The CHESS Depositary Interests ("CDIs") issuable to Mr. Wilson upon vesting of the RSUs will be acquired through on-market purchases, which falls within an exception to the stockholder approval requirement under Australian Securities Exchange Listing Rule 10.14. Notwithstanding the availability of that exception, the Issuer sought stockholder approval of the grant of RSUs to Mr. Wilson at the 2026 Annual Meeting of Stockholders in the interests of transparency and good corporate governance. (continued in footnote 3 to this Form 4)
3. F3. (continued from footnote 2 to this Form 4) In furtherance of such interests, the Issuer notes that the 2026 Definitive Proxy Statement provided that the number of RSUs granted to Mr. Wilson would be equal to $4,077,450 divided by the grant date fair value at March 4, 2026, but inadvertently reported this number as 37,644 RSUs (consisting of 18,822 time-vesting RSUs and 18,822 performance-based RSUs ("PSUs")) instead of the correct number of 44,832 RSUs (consisting of 22,416 time-vesting RSUs and 22,416 PSUs), as reported above.
4. F4. The PSUs are scheduled to cliff vest on March 4, 2029, contingent upon the achievement of a performance goal. If the performance goal is not met by December 31, 2028, all PSUs are forfeited. Each unit converts into a share of common stock on a one-for-one basis.
5. F5. The PSUs are scheduled to cliff vest on March 4, 2029, contingent upon the achievement of a performance goal. If the performance goal is not met by December 31, 2028, all PSUs are forfeited. Each unit converts into a share of common stock on a one-for-one basis.

Key Figures

Time-vesting RSUs granted: 22,416 units Performance Stock Units granted: 22,416 units Total RSUs/PSUs granted: 44,832 units +5 more

8 metrics

Time-vesting RSUs granted 22,416 units Restricted Stock Units granted to Matthew R. Wilson on September 15, 2026

Performance Stock Units granted 22,416 units Two PSU grants of 11,208 units each on September 15, 2026

Total RSUs/PSUs granted 44,832 units Aggregate equity awards to Matthew R. Wilson tied to the March 4, 2026 grant value formula

Grant value formula $4,077,450 Numerator divided by grant date fair value at March 4, 2026 to determine units

RSU vesting dates March 4, 2027, 2028, 2029 Three equal installments for time-vesting RSUs

PSU vesting date March 4, 2029 Cliff vesting date if the performance goal is achieved

PSU performance deadline December 31, 2028 If the performance goal is not met by this date, all PSUs are forfeited

Originally reported units in proxy 37,644 units Figure in the 2026 Definitive Proxy Statement later corrected to 44,832 units

Key Terms

Restricted Stock Units, Performance-based RSUs ("PSUs"), CHESS Depositary Interests ("CDIs"), cliff vest, +2 more

6 terms

Restricted Stock Units financial

"The restricted stock units ("RSUs") are scheduled to vest in three equal installments"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Performance-based RSUs ("PSUs") financial

"instead of the correct number of 44,832 RSUs (consisting of 22,416 time-vesting RSUs and 22,416 PSUs)"

CHESS Depositary Interests ("CDIs") financial

"The CHESS Depositary Interests ("CDIs") issuable to Mr. Wilson upon vesting"

cliff vest financial

"The PSUs are scheduled to cliff vest on March 4, 2029, contingent upon"

A cliff vest is a schedule for stock options or restricted shares where no ownership rights are earned until a fixed date, after which a set portion becomes fully owned all at once — like a probation period that suddenly unlocks pay. Investors watch cliff vests because they influence when insiders can sell shares, affect staff retention and dilution timing, and help predict short-term changes in a company’s shareholder makeup.

grant date fair value financial

"equal to $4,077,450 divided by the grant date fair value at March 4, 2026"

The grant date fair value is the estimated dollar worth of a stock-based award (such as stock options or restricted shares) at the exact moment it is given to an employee or contractor. Investors care because companies use that value to record compensation expenses and to show how much potential ownership and earnings dilution those awards could create—think of it as the price tag placed on a gift card when it is handed over so the company can report the cost now.

Australian Securities Exchange Listing Rule 10.14 regulatory

"falls within an exception to the stockholder approval requirement under Australian Securities Exchange Listing Rule 10.14"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity awards did LNWO grant to CEO Matthew R. Wilson on September 15, 2026?

Light & Wonder granted Matthew R. Wilson 44,832 units in total, consisting of 22,416 time-vesting RSUs and 22,416 PSUs (two grants of 11,208 each). Each unit converts into one share of common stock upon vesting.

What is the vesting schedule for Matthew R. Wilson’s RSUs at LNWO?

The 22,416 RSUs granted to Matthew R. Wilson vest in three equal installments on March 4, 2027, 2028 and 2029. Each vested RSU converts into one share of Light & Wonder common stock (delivered as CHESS Depositary Interests).

How do the performance stock units (PSUs) for LNWO’s CEO vest?

The PSUs granted to Matthew R. Wilson, totaling 22,416 units across two 11,208-unit grants, are scheduled to cliff vest on March 4, 2029, contingent on achieving a performance goal by December 31, 2028. If the goal is not met by that date, all PSUs are forfeited.

How was the number of RSUs and PSUs for LNWO’s CEO determined?

Light & Wonder states the number of RSUs/PSUs granted to Matthew R. Wilson was set as $4,077,450 divided by the grant date fair value at March 4, 2026. The company notes its 2026 Definitive Proxy Statement inadvertently reported 37,644 instead of the correct 44,832 units.

Were CDIs for LNWO’s CEO grant acquired under a stockholder-approved plan?

The CHESS Depositary Interests for Matthew R. Wilson’s RSUs will be acquired via on-market purchases, fitting an exception to Australian Securities Exchange Listing Rule 10.14. Light & Wonder states it nonetheless sought stockholder approval for the RSU grant at the 2026 Annual Meeting.

Was a Rule 10b5-1 trading plan involved in LNWO CEO Matthew R. Wilson’s Form 4?

No. The Form 4 indicates no Rule 10b5-1 plan for the reported transactions. The reported entries are grants/awards of RSUs and PSUs rather than open-market purchases or sales.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/17/2026 - 06:52 PM Accepted by SEC EDGAR 09/17/2026 - 06:51 PM Learn about SEC filing dates

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^*

Wilson Matthew R.

(Last) (First) (Middle)

C/O LIGHT & WONDER, INC.

6601 BERMUDA ROAD

(Street)

LAS VEGAS NEVADA 89119

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Light & Wonder, Inc. [ ASX:LNW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

2a. Foreign Trading Symbol
[ASX:LNW]

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			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
Restricted Stock Units	(1)	09/15/2026		A		22,416(2)(3)		(1)	(1)	Common Stock	22,416(2)(3)	$0	22,416(2)(3)	D
Restricted Stock Units	(4)	09/15/2026		A		11,208(2)(3)		(4)	(4)	Common Stock	11,208(2)(3)	$0	11,208(2)(3)	D
Restricted Stock Units	(5)	09/15/2026		A		11,208(2)(3)		(5)	(5)	Common Stock	11,208(2)(3)	$0	11,208(2)(3)	D

Explanation of Responses:

1. The restricted stock units ("RSUs") are scheduled to vest in three equal installments on March 4, 2027, 2028 and 2029. Each unit converts into a share of common stock on a one-for-one basis.

2. The CHESS Depositary Interests ("CDIs") issuable to Mr. Wilson upon vesting of the RSUs will be acquired through on-market purchases, which falls within an exception to the stockholder approval requirement under Australian Securities Exchange Listing Rule 10.14. Notwithstanding the availability of that exception, the Issuer sought stockholder approval of the grant of RSUs to Mr. Wilson at the 2026 Annual Meeting of Stockholders in the interests of transparency and good corporate governance. (continued in footnote 3 to this Form 4)

3. (continued from footnote 2 to this Form 4) In furtherance of such interests, the Issuer notes that the 2026 Definitive Proxy Statement provided that the number of RSUs granted to Mr. Wilson would be equal to $4,077,450 divided by the grant date fair value at March 4, 2026, but inadvertently reported this number as 37,644 RSUs (consisting of 18,822 time-vesting RSUs and 18,822 performance-based RSUs ("PSUs")) instead of the correct number of 44,832 RSUs (consisting of 22,416 time-vesting RSUs and 22,416 PSUs), as reported above.

4. The PSUs are scheduled to cliff vest on March 4, 2029, contingent upon the achievement of a performance goal. If the performance goal is not met by December 31, 2028, all PSUs are forfeited. Each unit converts into a share of common stock on a one-for-one basis.

5. The PSUs are scheduled to cliff vest on March 4, 2029, contingent upon the achievement of a performance goal. If the performance goal is not met by December 31, 2028, all PSUs are forfeited. Each unit converts into a share of common stock on a one-for-one basis.

	/s/ Sweta Gabhawala, attorney-in-fact for Matthew R. Wilson	09/17/2026
	** 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.
* Form 4: SEC 1474 (03-26)