Director Keith Meister-linked funds sell MGM (MGM) stock in open-market trade

Rhea-AI Filing Summary

MGM Resorts International director Keith A. Meister reported an indirect open‑market sale of 37,500 shares of Common Stock associated with funds he oversees. The weighted average sale price was $34.27 per share, with individual trades ranging from $34.25 to $34.35.

After these transactions, entities connected to Meister continued to hold 5,347,978 MGM shares indirectly for certain private investment funds advised by Corvex Management LP, whose general partner is controlled by him. Meister disclaims beneficial ownership of these securities except to the extent of his pecuniary interest.

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

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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^*

Meister Keith A.

(Last) (First) (Middle)

C/O CORVEX MANAGEMENT LP

667 MADISON AVENUE

(Street)

NEW YORK NY 10065

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

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	03/09/2026		S		37,500	D	$34.27(1)	5,347,978	I	See Footnotes(2)(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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.25 to $34.35, inclusive. The Reporting Person undertakes to provide to MGM Resorts International (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

2. These securities are held for the accounts of certain private investment funds for which Corvex Management LP ("Corvex") acts as investment adviser, including Corvex Master Fund LP, Corvex Select Equity Master Fund LP and Corvex-E LP. The general partner of Corvex is controlled by the Reporting Person.

3. For purposes of Section 16 of the Securities Exchange Act of 1934, the Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

	/s/ Keith Meister	03/09/2026
	** 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.

FAQ

What did Keith A. Meister report in this MGM (MGM) Form 4?

Keith A. Meister reported an indirect open-market sale of 37,500 shares of MGM Resorts International common stock. The shares are held for private investment funds advised by Corvex Management LP, with Meister controlling Corvex’s general partner and retaining only a pecuniary interest.

At what prices were the MGM (MGM) shares sold in this transaction?

The MGM shares were sold at a weighted average price of $34.27 per share. Individual trades occurred in multiple transactions at prices ranging from $34.25 to $34.35, with full trade‑level details available upon request from the company or the reporting person.

How many MGM (MGM) shares remain held after Keith A. Meister’s reported sale?

Following the reported transactions, entities connected to Keith A. Meister indirectly hold 5,347,978 shares of MGM Resorts International common stock. These securities are held for the accounts of certain private investment funds advised by Corvex Management LP, not as Meister’s direct personal holdings.

Who actually holds the MGM (MGM) shares involved in this Form 4?

The shares are held for accounts of private investment funds advised by Corvex Management LP, including Corvex Master Fund LP, Corvex Select Equity Master Fund LP and Corvex‑E LP. Keith A. Meister controls Corvex’s general partner but disclaims beneficial ownership except for his pecuniary interest.

Does Keith A. Meister claim full beneficial ownership of these MGM (MGM) shares?

No. For purposes of Section 16, Keith A. Meister disclaims beneficial ownership of the reported MGM shares, except to the extent of his pecuniary interest. The Form 4 explicitly states the report should not be deemed an admission of beneficial ownership for any purpose.

What type of transaction is reported in this MGM (MGM) Form 4?

The filing reports a sale in the open market of MGM common stock by entities associated with funds advised by Corvex Management LP. It is classified under transaction code “S”, described as a sale in open market or private transaction, with indirect ownership reported.