Lorenzo Fertitta Moves 200K RRR Shares into Irrevocable Trust
Rhea-AI Filing Summary
Lorenzo J. Fertitta reported a non-derivative transaction in Red Rock Resorts, Inc. (RRR) on 09/12/2025 transferring 200,000 shares of Class A Common Stock at a reported price of $61.31. The filing states the shares were disposed of by FJF, LLC and acquired by the Frank J. Fertitta, III 2006 Irrevocable Trust for estate planning, for which Lorenzo serves as trustee with sole investment and voting power. After the reported transaction, the report lists 47,188,378 shares as indirectly beneficially owned and 93,221 shares as directly owned. The filing includes detailed ownership footnotes describing complex family and entity relationships and a disclaimer of beneficial ownership except for any pecuniary interest.
Positive
- 200,000 shares transferred into the Frank J. Fertitta, III 2006 Irrevocable Trust for estate planning
- Filing discloses a large, transparent indirect stake (47,188,378 shares) and a small direct holding (93,221 shares), clarifying ownership
Negative
- None.
Insights
TL;DR: Insider moved 200,000 shares into a family irrevocable trust for estate planning; large indirect stake remains.
The transaction is a transfer among related entities and trusts rather than an open-market sale, indicating estate planning activity rather than a change in investment view. The reported price of $61.31 provides a reference point for the transfer valuation. The filing shows a substantial indirect ownership position (47,188,378 shares) plus a small direct holding (93,221 shares), which suggests continued concentrated family ownership and voting influence. Materiality for public investors appears limited absent further sales or exchanges of LLC Units convertible into Class A stock.
TL;DR: Transfer to an irrevocable trust while retaining trustee control raises common estate-planning and control continuity considerations.
The disclosure describes layered ownership through LLCs, trusts, and family entities with retained rights (for example, retained right to remove a trustee for one trust), and a clear disclaimer of beneficial ownership except for pecuniary interest. From a governance perspective, the filing documents that control and voting rights remain concentrated within the Fertitta family structure. Investors should note the complexity of the ownership chain but the document itself records an internal transfer rather than a change in public float.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class A Common Stock | 200,000 | $61.31 | $12.26M |
| holding | Class A Common Stock | -- | -- | -- |
Footnotes (1)
- Represents shares of Class A Common Stock disposed of by FJF, LLC and acquired by The Frank J. Fertitta, III 2006 Irrevocable Trust, an irrevocable trust established for the benefit of Frank J. Fertitta III's three children and for which Lorenzo J. Fertitta is trustee and has sole investment and voting power. The disposition was made for estate planning purposes. Lorenzo J. Fertitta is a director of the Issuer, and also a beneficial owner of 10% or more of the Issuer's Class A Common Stock (assuming that all of the units of membership interest in Station Holdco LLC (the "LLC Units") beneficially owned by Lorenzo J. Fertitta were exchanged for the Issuer's Class A Common Stock) as a result of his ownership interest in FBM Sub 1 LLC ("FBM Sub 1"), Fertitta Business Management LLC ("FBM") and FI Station Investor LLC ("FI Station"). The LLC Units are exchangeable at any time and from time to time for a number of shares of the Issuer's Class A Common Stock at an exchange rate determined in accordance with the Exchange Agreement or, at the election of the Issuer, cash. The LLC Units have no expiration date. (Continued from Footnote 2) FI Station is owned by Fertitta Investment LLC ("Fertitta Investment"), KVF Investments, LLC ("KVF") and LNA Investments, LLC ("LNA"). Fertitta Investment is owned by FBM, KVF and LNA. FI Station and Fertitta Investment are managed by Fertitta Holdco LLC, which is owned and managed by Frank J. Fertitta III and Lorenzo J. Fertitta. KVF is managed by Frank J. Fertitta III and is beneficially owned by various trusts established for the benefit of his three children. LNA is managed by Lorenzo J. Fertitta and is beneficially owned by various trusts established for the benefit of his three children. FBM Sub 1 is owned and controlled by FBM. FBM is owned and controlled (i) 50% by the F & J Fertitta Family Business Trust (the "F&J Trust"), a revocable trust for which Frank J. Fertitta III has sole investment and voting power, and (ii) 50% by the L & T Fertitta Family Business Trust (the "L&T Trust"), (Continued from Footnote 3) a revocable trust for which Lorenzo J. Fertitta has sole investment and voting power. Certain Class A Common Stock of the Issuer are held by (i) The L&T Fertitta Family Trust, (ii) the Frank J. Fertitta, III 2006 Irrevocable Trust (the "FJF Irrevocable Trust"), an irrevocable trust established for the benefit of Frank J. Fertitta III's three children and for which Lorenzo J. Fertitta is trustee and has sole investment and voting power, and (iii) the L & T Fertitta Grandchildren's 2020 Irrevocable Trust, an irrevocable trust established for the benefit of the Reporting Person's grandchildren (the "L&T 2020 Trust") for which Frank J. Fertitta IV, the Reporting Person's nephew, serves as trustee. Based on the Reporting Person's retained right to remove the trustee of the L&T 2020 Trust, the Reporting Person may be deemed to be a beneficial owner of the shares transferred to the L&T 2020 Trust. Lorenzo J. Fertitta disclaims beneficial ownership of any shares of Class A Common Stock or LLC Units beneficially owned by FI Station, Fertitta Investment, FBM Sub 1, FBM, KVF, LNA, the F&J Trust, the L&T Trust, the L&T Fertitta Family Trust, the FJF Irrevocable Trust, and the L&T 2020 Trust, except to the extent of any pecuniary interest therein.
