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Melco CEO Lawrence Ho gifts 26.4M shares

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Form Type
4

Rhea-AI Filing Summary

Melco Resorts & Entertainment LTD (MLCO) reports that Chief Executive Officer and director Lawrence Yau Lung Ho made bona fide gifts of a total of 26,440,086 ordinary shares on September 16, 2026, as part of a generational wealth planning exercise involving an irrevocable, professionally managed trust.

These gifts comprised 16,505,664 shares transferred from his direct holdings and 9,934,422 shares transferred from shares owned of record by Black Spade Capital Limited, which is held by companies owned by a trust associated with Mr. Ho. Following these transfers, he continues to directly hold 8,797,083 unvested restricted shares granted under Melco’s 2021 Share Incentive Plan, and he also has indirect interests through entities including Melco Leisure and Entertainment Group Limited and Melco International Development Limited as described in the notes.

Positive

  • None.

Negative

  • None.
Insider HO LAWRENCE YAU LUNG
Role Chief Executive Officer
Type Security Shares Price Value
Gift Ordinary shares F1, F2 16,505,664 $0.00 $0.00
Gift Ordinary shares F1, F3 9,934,422 $0.00 $0.00
holding Ordinary shares F4 -- -- --
Holdings After Transaction: Ordinary shares — 8,797,083 shares (Direct); Ordinary shares — 687,360,906 shares (Indirect, By Corporation)
Footnotes (4)
  1. F1. The transaction involved a transfer of ordinary shares by gift from the reporting person to an irrevocable, professionally-managed trust as part of a generational wealth planning exercise.
  2. F2. Comprises unvested restricted shares, par value US$0.01 per share, of Melco Resorts & Entertainment Limited (the "Company") granted to the reporting person pursuant to the Company's 2021 Share Incentive Plan, which will be delivered on vesting of the shares
  3. F3. Ordinary shares owned of record by Black Spade Capital Limited, which in turn is held by companies owned by a trust associated with Mr. Ho.
  4. F4. Ordinary shares owned of record by Melco Leisure and Entertainment Group Limited, which is a wholly-owned subsidiary of Melco International Development Limited ("Melco International"). Mr. Ho personally holds 36,606,126 ordinary shares of Melco International. Mr. Ho is deemed to be interested in an aggregate of 1,359,666,283 ordinary shares of Melco International under the Securities and Futures Ordinance of the Laws of Hong Kong, including (i) an aggregate of 884,536,660 ordinary shares of Melco International held by companies owned or controlled by persons and/or trusts associated with Mr. Ho, (ii) an aggregate of 470,917,521 ordinary shares of Melco International held by companies which are controlled by discretionary family trusts in which Mr. Ho is one of the beneficiaries, and (iii) 4,212,102 ordinary shares of Melco International held by his spouse.
Total shares gifted 26,440,086 ordinary shares Bona fide gifts of MLCO ordinary shares on September 16, 2026
Direct shares gifted 16,505,664 ordinary shares Transferred by gift from Lawrence Ho’s direct holdings
Indirect shares gifted 9,934,422 ordinary shares Transferred by gift from shares owned of record by Black Spade Capital Limited
Direct MLCO holdings after transaction 8,797,083 ordinary shares Unvested restricted shares directly held by Lawrence Ho after the gifts
Melco International shares personally held 36,606,126 ordinary shares Ordinary shares of Melco International Development Limited personally held by Lawrence Ho
Melco International deemed interest 1,359,666,283 ordinary shares Aggregate ordinary shares of Melco International in which he is deemed interested under Hong Kong law
bona fide gift regulatory
"The transactions are coded as a bona fide gift of ordinary shares"
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
irrevocable, professionally-managed trust financial
"transfer of ordinary shares by gift to an irrevocable, professionally-managed trust"
restricted shares financial
"Comprises unvested restricted shares, par value US$0.01 per share"
Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.
2021 Share Incentive Plan financial
"granted to the reporting person pursuant to the Company's 2021 Share Incentive Plan"
Securities and Futures Ordinance regulatory
"deemed to be interested ... under the Securities and Futures Ordinance of the Laws of Hong Kong"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transactions did MLCO CEO Lawrence Ho report in this Form 4?

He reported two bona fide gift transfers of Melco Resorts & Entertainment LTD ordinary shares on September 16, 2026, totaling 26,440,086 shares, made to an irrevocable, professionally managed trust as part of a generational wealth planning exercise.

How many MLCO shares did Lawrence Ho gift and from which holdings?

He gifted a total of 26,440,086 ordinary shares: 16,505,664 shares from his direct holdings and 9,934,422 shares from shares owned of record by Black Spade Capital Limited, which is held by companies owned by a trust associated with him.

What are Lawrence Ho’s remaining direct MLCO holdings after these gifts?

After the gifts, Lawrence Ho directly holds 8,797,083 unvested restricted shares of Melco Resorts & Entertainment LTD. These restricted shares were granted under the company’s 2021 Share Incentive Plan and will be delivered to him upon vesting.

Were the MLCO share gifts by Lawrence Ho made under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not marked as affirming a plan, and the footnotes describe the transfers as bona fide gifts to an irrevocable, professionally managed trust for generational wealth planning, not as trades under a pre-arranged trading plan.

What does the filing say about Lawrence Ho’s interests in Melco International Development Limited?

The notes state that he personally holds 36,606,126 ordinary shares of Melco International Development Limited and is deemed interested in an aggregate of 1,359,666,283 ordinary shares of that company under the Securities and Futures Ordinance of Hong Kong.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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*
HO LAWRENCE YAU LUNG

(Last)(First)(Middle)
C/O MELCO RESORTS & ENTERTAINMENT
LIMITED 71 ROBINSON ROAD #04-03

(Street)
SINGAPORE068895

(City)(State)(Zip)

SINGAPORE

(Country)
2. Issuer Name and Ticker or Trading Symbol
Melco Resorts & Entertainment LTD [ MLCO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Ordinary shares09/16/2026G(1)16,505,664D$08,797,083(2)D
Ordinary shares09/16/2026G(1)9,934,422D$00IBy Corporation(3)
Ordinary shares687,360,906IBy Corporation(4)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The transaction involved a transfer of ordinary shares by gift from the reporting person to an irrevocable, professionally-managed trust as part of a generational wealth planning exercise.
2. Comprises unvested restricted shares, par value US$0.01 per share, of Melco Resorts & Entertainment Limited (the "Company") granted to the reporting person pursuant to the Company's 2021 Share Incentive Plan, which will be delivered on vesting of the shares
3. Ordinary shares owned of record by Black Spade Capital Limited, which in turn is held by companies owned by a trust associated with Mr. Ho.
4. Ordinary shares owned of record by Melco Leisure and Entertainment Group Limited, which is a wholly-owned subsidiary of Melco International Development Limited ("Melco International"). Mr. Ho personally holds 36,606,126 ordinary shares of Melco International. Mr. Ho is deemed to be interested in an aggregate of 1,359,666,283 ordinary shares of Melco International under the Securities and Futures Ordinance of the Laws of Hong Kong, including (i) an aggregate of 884,536,660 ordinary shares of Melco International held by companies owned or controlled by persons and/or trusts associated with Mr. Ho, (ii) an aggregate of 470,917,521 ordinary shares of Melco International held by companies which are controlled by discretionary family trusts in which Mr. Ho is one of the beneficiaries, and (iii) 4,212,102 ordinary shares of Melco International held by his spouse.
/s/ Tim Y. Sung, attorney-in-fact for Ho, Lawrence Yau Lung09/18/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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