IAC Inc. (MGM) boosts MGM Resorts stake to 66.8M shares, 26.1%

Rhea-AI Filing Summary

IAC Inc. filed Amendment No. 6 to its Schedule 13D on MGM Resorts International, reporting that it increased its stake through open market purchases. On March 23 and March 24, 2026, IAC bought 1,000,000 MGM common shares for a total of approximately $37,231,830, using cash on hand.

Following these March 2026 trades, IAC reports beneficial ownership of approximately 66,822,350 MGM shares, representing about 26.1% of the common stock outstanding. That ownership percentage is based on 255,828,519 shares outstanding as of February 9, 2026, as disclosed in MGM’s Form 10-K. IAC states there were no other MGM share transactions by it in the 60 days before this amendment.

Insights

Equity Ownership & Activism Analyst

IAC modestly increases an already large stake in MGM to 26.1%.

IAC Inc. now reports beneficial ownership of 66,822,350 MGM shares, or 26.1% of the company, based on 255,828,519 shares outstanding as of February 9, 2026. The change comes from open market buying rather than derivative or structured transactions.

The filing highlights the $37,231,830 of open market purchases on March 23–24, 2026, funded with cash on hand. This suggests a deliberate decision to add exposure at prevailing prices. MGM’s own historical share repurchase program is noted as background but not directly tied to IAC’s trades in this amendment.

The increase is incremental relative to IAC’s existing large position, so it refines rather than transforms the ownership picture. Future amendments or corporate disclosures would be needed to see if IAC’s intentions or governance role evolve alongside its approximately one-quarter stake.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 6)

MGM Resorts International

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

552953101

(CUSIP Number)

Kendall Handler
IAC Inc., 555 West 18th Street
New York, NY, 10011
(212) 314-7300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

03/23/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 552953101

1

Name of reporting person

IAC Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 66,822,350.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 66,822,350.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

66,822,350.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

26.1 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

* Percentage calculated on the basis of 255,828,519 shares of common stock, par value $0.01, of the Issuer ("Common Stock") issued and outstanding as of February 9, 2026 (based upon information contained in the Issuer's Annual Report on Form 10-K for the period ended December 31, 2025). (1) Reflects shares of Common Stock beneficially owned by IAC Inc. ("IAC").

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.01 per share
(b)	Name of Issuer: MGM Resorts International
(c)	Address of Issuer's Principal Executive Offices: 3600 LAS VEGAS BLVD S, LAS VEGAS, NEVADA , 89109.
Item 1 Comment: This statement constitutes Amendment No. 6 ("Amendment No. 6") to the Schedule 13D relating to the shares of common stock, $0.01 par value (the "Shares"), of MGM Resorts International (the "Issuer"), and hereby amends the Schedule 13D filed with the Securities and Exchange Commission (the "SEC") on August 10, 2020 (as amended by Amendment No. 1, filed with the SEC on August 20, 2020, Amendment No. 2, filed with the SEC on January 11, 2021, Amendment No. 3, filed with the SEC on February 16, 2022, Amendment No. 4, filed with the SEC on August 11, 2022 and Amendment No. 5, filed with the SEC on December 9, 2025, together, the "Schedule 13D"). The purpose of this Amendment No. 6 is to report an increase in the number of Shares held by the Reporting Person. The Issuer has historically maintained a share repurchase program for the purchase of shares of Common Stock from time to time. Except as set forth herein, the Schedule 13D as previously filed remains applicable. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and supplemented by adding the following paragraph at the end of Item 3: On March 23, 2026 and March 24, 2026, the Reporting Person purchased 1,000,000 Shares in a series of open market transactions with cash on hand for a total purchase price of approximately $37,231,830, including brokerage commissions (the "March 2026 Trades").
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended by replacing the first paragraph with the following: As of close of business on the date of Amendment No. 6, Reporting Person has beneficial ownership of approximately 66,822,350 Shares constituting approximately 26.1% of the Shares outstanding. Item 5(a) is hereby amended by replacing the final paragraph with the following: The aggregate percentage of the Shares reported owned by each person named herein is based upon 255,828,519 Shares issued and outstanding, which is the total number of Shares outstanding as of February 9, 2026 as reported in the Issuer's Annual Report on Form 10-K for the period ended December 31, 2025, filed with the SEC on February 9, 2026.
(c)	Item 5(c) is hereby amended and supplemented by adding the following paragraph at the end of Item 5(c): Except for the March 2026 Trades, there have been no transactions by the Reporting Person in the Shares during the past 60 days prior to Amendment No. 6.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

IAC Inc.

Signature:	/s/ Kendall Handler
Name/Title:	Kendall Handler/Executive Vice President & Chief Legal Officer
Date:	03/25/2026

FAQ

How many MGM (MGM) shares does IAC now beneficially own?

IAC Inc. now beneficially owns approximately 66,822,350 shares of MGM common stock. This represents about 26.1% of MGM’s outstanding shares, based on 255,828,519 shares outstanding as of February 9, 2026, as disclosed in MGM’s latest Form 10-K.

What recent MGM (MGM) share purchases did IAC disclose in this amendment?

IAC disclosed buying 1,000,000 MGM shares in March 2026 open market trades. These purchases occurred on March 23 and March 24, 2026, for a total consideration of approximately $37,231,830, including brokerage commissions, funded entirely with IAC’s cash on hand.

What percentage of MGM (MGM) does IAC’s 66,822,350 shares represent?

IAC’s 66,822,350 MGM shares represent approximately 26.1% of the company’s common stock. This ownership percentage is calculated using 255,828,519 MGM shares outstanding as of February 9, 2026, as reported in MGM’s Annual Report on Form 10-K for 2025.

Over what share count did IAC calculate its MGM (MGM) ownership percentage?

IAC calculated its 26.1% ownership using 255,828,519 MGM common shares outstanding. That share count reflects MGM’s total issued and outstanding shares as of February 9, 2026, according to the company’s Form 10-K for the year ended December 31, 2025.

Did IAC report other recent transactions in MGM (MGM) shares besides the March 2026 trades?

IAC stated that, aside from the March 2026 open market purchases, there were no other transactions in MGM shares during the 60 days before this amendment. The filing limits recent activity to the 1,000,000 shares acquired on March 23 and March 24, 2026.

What is the purpose of IAC’s Amendment No. 6 related to MGM (MGM)?

Amendment No. 6 updates IAC’s Schedule 13D to reflect an increase in MGM shares held. It incorporates the March 23–24, 2026 open market purchases, revises IAC’s beneficial ownership to 66,822,350 shares, and restates its approximate 26.1% stake based on MGM’s latest share count.