MGM Resorts Insider Form 4 Shows Equity Grant, No Stock Sales

Rhea-AI Filing Summary

MGM Resorts International (MGM) – Form 4 insider filing. On 2 July 2025, President-Interactive Gary M. Fritz reported an equity award dated 1 July 2025.

• Equity grant: 6,777 Restricted Stock Units (RSUs) issued under the company’s 2022 Omnibus Incentive Plan. Each RSU converts to one share of common stock upon vesting at no cost to the executive.
• Vesting schedule: The award vests in three equal annual tranches beginning 1 July 2026 and fully vesting by 1 July 2028, encouraging multi-year alignment with shareholder value.
• Post-transaction holdings: Fritz now directly owns 66,344 shares of MGM common stock and 6,777 RSUs, signalling continued personal exposure to the company’s equity performance. No shares were sold or transferred.

The filing reflects routine executive compensation rather than open-market buying or selling. Although not financially material to MGM’s capitalization, the absence of sales and the addition of long-dated RSUs modestly strengthen management-shareholder alignment. No earnings data, major transactions, or governance changes are disclosed.

Positive

• Insider acquired 6,777 RSUs—no shares were sold, indicating confidence and increasing equity alignment with shareholders.

Negative

• None.

Insights

Securities Analyst

TL;DR – Routine RSU grant; neutral market impact.

The 6,777-unit RSU award represents less than 0.002% of MGM’s outstanding shares and carries zero purchase price. It simply refreshes the executive’s incentive pool without altering share count or signalling valuation views. Because no open-market activity occurred, liquidity and float remain unchanged. Investors may see mild alignment benefits, but the grant does not affect earnings, leverage, or guidance, leaving the equity story intact.

Corporate Governance Expert

TL;DR – Long-term vesting supports shareholder alignment.

Three-year, time-based vesting ties the President-Interactive’s compensation horizon to strategic initiatives such as BetMGM digital growth. The RSUs encourage retention through 2028, but the award size is standard relative to peer gaming firms. No performance conditions are stated, so alignment is moderate rather than strong. Overall governance impact is neutral, with no red flags noted.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Fritz Gary M

Role President, Interactive

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	6,777	$0.00	--
holding	Common Stock $.01 Par Value ND	--	--	--

Holdings After Transaction: Restricted Stock Units — 6,777 shares (Direct); Common Stock $.01 Par Value ND — 66,344 shares (Direct)

Footnotes (1)

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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^*

Fritz Gary M

(Last) (First) (Middle)

3600 LAS VEGAS BLVD. SOUTH

(Street)

LAS VEGAS NV 89109

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MGM Resorts International [ MGM ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Interactive

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025

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 $.01 Par Value ND								66,344	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
Restricted Stock Units	(1)	07/01/2025		A		6,777		07/01/2026	07/01/2028	Common Stock $.01 Par Value ND	6,777	$0	6,777	D

Explanation of Responses:

1. Restricted Stock Units ("RSUs") granted under the MGM Resorts International ("Company") 2022 Omnibus Incentive Plan (the "Plan"). Each RSU represents the right to receive, following vesting, one share of Company common stock. The RSUs will vest in three equal annual installments commencing on the first anniversary of the grant date.

	/s/ Jessica Cunningham, Attorney-In-Fact	07/02/2025
	** 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 insider activity was reported for MGM on 1 July 2025?

President-Interactive Gary M. Fritz received 6,777 RSUs under the 2022 Omnibus Incentive Plan.

Did Gary Fritz sell any MGM shares in this Form 4?

No. The filing shows only an equity grant; there were no dispositions of common stock.

How many MGM shares does Gary Fritz own after the transaction?

He directly owns 66,344 common shares plus 6,777 unvested RSUs.

When will the newly granted MGM RSUs vest?

The RSUs vest in three equal annual installments beginning 1 July 2026 and ending 1 July 2028.

Is this Form 4 likely to impact MGM’s stock price?

The award is routine and small relative to MGM’s float, so material market impact is unlikely.