[Form 4] MGM Resorts International Insider Trading Activity

Rhea-AI Filing Summary

Insider transactions reported by the Chief Financial Officer of MGM Resorts International (MGM). The filing shows a grant of 46,065 restricted stock units (RSUs) on 10/06/2025 that vest in three equal annual installments beginning one year after grant. An additional 8,921 RSUs were acquired on 10/07/2025. The reporting record also shows a sale of 3,511 shares at $33.12, leaving the reporting person with 114,490 shares of common stock beneficially owned after the transactions. RSUs convert to one share each upon vesting; the newly reported RSUs increase potential future ownership.

Positive

• 46,065 RSUs granted on 10/06/2025 align CFO incentives with long‑term performance
• RSUs vest in three equal annual installments, promoting retention through 10/06/2028

Negative

• 3,511 shares sold at $33.12, reducing direct holdings to 114,490 shares
• Potential dilution from 46,065 unvested RSUs that convert to common stock upon vesting

Insights

Corporate Governance Analyst

CFO received time‑based RSUs while executing a small share disposition.

The grant of 46,065 RSUs on 10/06/2025 and an additional 8,921 RSUs on 10/07/2025 are standard long‑term compensation that vest in three equal annual installments, aligning executive incentives with shareholder value over time. Each RSU represents the right to one share upon vesting, increasing potential future dilution when converted to common stock.

The reported disposition of 3,511 shares at $33.12 reduced immediate share ownership to 114,490 shares. Monitor upcoming vesting dates through 10/06/2028 and 10/07/2027 for when RSUs convert to stock and affect outstanding share count within the next three years.

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
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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^*

Halkyard Jonathan S

(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)
	CHIEF FINANCIAL OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
10/06/2025

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	10/07/2025		M		8,921	A	$0	118,001	D
Common Stock $.01 Par Value ND	10/07/2025		F		3,511	D	$33.12	114,490	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)	10/06/2025		A		46,065		10/06/2026	10/06/2028	Common Stock $.01 Par Value ND	46,065	$0	46,065	D
Restricted Stock Units	(1)	10/07/2025		M			8,921	10/07/2025	10/07/2027	Common Stock $.01 Par Value ND	8,921	$0	17,843	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 vest in three equal annual installments commencing on the first anniversary of the grant date.

	/s/ Jessica Cunningham, Attorney-In-Fact	10/08/2025
	** 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).
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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 RSU grants did the MGM (MGM) CFO receive?

The CFO received 46,065 RSUs on 10/06/2025 and an additional 8,921 RSUs on 10/07/2025 under the 2022 Omnibus Incentive Plan.

How do the RSUs vest for MGM (MGM) CFO?

The RSUs vest in three equal annual installments commencing on the first anniversary of each grant, so the full 46,065 grant vests through 10/06/2028.

Did the MGM (MGM) CFO buy or sell shares?

The filing reports a sale of 3,511 shares at $33.12 on 10/07/2025.

What is the CFO's beneficial ownership after these transactions?

The reporting person beneficially owned 114,490 shares of common stock following the reported transactions.

Do RSUs represent immediate stock ownership for MGM (MGM)?

No. Each RSU represents the right to receive one share upon vesting; they are not common stock until vested.