MGM Resorts (MGM) officer Evans reports RSU conversion and stock disposition

Rhea-AI Filing Summary

MGM Resorts International officer Michael B. Evans, President, Interactive, reported equity transactions involving company stock. On 12/01/2025, 15,005 restricted stock units were converted into an equal number of common shares at an exercise price of $0, reflecting previously granted equity that vested.

On the same date, 5,992 common shares were disposed of at $35.44 per share, typically reflecting share withholding to cover tax obligations associated with the RSU vesting. After these transactions, Evans directly beneficially owned 130,648 shares of MGM Resorts International common stock, aligning his compensation further with shareholder value.

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

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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^*

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)
12/01/2025

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	12/01/2025		M		15,005	A	$0	136,640	D
Common Stock $.01 Par Value ND	12/01/2025		F		5,992	D	$35.44	130,648	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)	12/01/2025		M			15,005	12/01/2022	12/01/2025	Common Stock $.01 Par Value ND	15,005	$0	0	D

Explanation of Responses:

1. Restricted Stock Units ("RSUs") granted under the MGM Resorts International ("Company") Amended and Restated 2005 Omnibus Incentive Plan. Each RSU represents the right to receive, following vesting, one share of Company common stock. Any fractional shares are paid in cash upon settlement.

	/s/ Jessica Cunningham, Attorney-In-Fact	12/03/2025
	** 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.
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FAQ

What insider transaction did MGM (MGM) report in this Form 4?

The filing reports that officer Michael B. Evans, President, Interactive, had 15,005 restricted stock units convert into common shares and disposed of 5,992 common shares on 12/01/2025.

How many MGM (MGM) restricted stock units vested for the reporting person?

A total of 15,005 restricted stock units vested and were settled into 15,005 shares of MGM Resorts International common stock at an exercise price of $0 per share.

At what price were MGM (MGM) shares disposed of in the reported transaction?

The filing shows a disposition of 5,992 shares of MGM Resorts International common stock at a price of $35.44 per share on 12/01/2025.

How many MGM (MGM) shares does the insider own after these transactions?

Following the reported transactions, the insider directly beneficially owned 130,648 shares of MGM Resorts International common stock.

What is the nature of the MGM (MGM) restricted stock units mentioned?

The restricted stock units were granted under the MGM Resorts International Amended and Restated 2005 Omnibus Incentive Plan, with each RSU representing the right to receive one share of common stock upon vesting. Any fractional shares are settled in cash.

What is the reporting person’s role at MGM (MGM)?

The reporting person is an officer of MGM Resorts International, serving as President, Interactive, as indicated in the relationship section of the filing.