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[Form 4] Red Rock Resorts, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Frank J. Fertitta III, director and CEO of Red Rock Resorts, reported a non‑derivative transfer on 09/12/2025 in which 200,000 shares of Class A Common Stock were disposed of by FJF, LLC and acquired by The Frank J. Fertitta, III 2006 Irrevocable Trust for the benefit of his three children. The Form 4 shows a transaction price of $61.31 per share and records 45,324,378 shares beneficially owned following the transaction, with 93,221 shares held directly. The filing states the transfer was made for estate planning purposes and includes detailed footnotes describing complex ownership through multiple LLCs and trusts.

Positive
  • Transfer explicitly for estate planning purposes, reducing ambiguity about intent
  • Transaction fully disclosed with price ($61.31) and exact share amount (200,000)
  • Filing clarifies complex ownership through detailed footnotes describing trusts and LLCs
  • Reporting person retains substantial beneficial position of 45,324,378 shares after the transfer
Negative
  • None.

Insights

TL;DR: Internal estate planning transfer; ownership structure remains concentrated among family-controlled entities.

The Form 4 documents an intra-family trust transfer of 200,000 Class A shares at $61.31 per share, described explicitly as for estate planning. The filing reiterates the reporting persons roles as director, CEO and a >10% beneficial owner and summarizes the layered ownership through multiple LLCs and trusts. This is a controlled, non-market disposal with no stated change to economic exposure beyond the trustee arrangement described.

TL;DR: Transfer to an irrevocable trust indicates estate planning and potential shift of voting/investment powers to trustees.

The disclosure identifies The Frank J. Fertitta, III 2006 Irrevocable Trust as the acquirer and names Lorenzo J. Fertitta as trustee with sole investment and voting power for that trust. The Form explicitly characterizes the transfer as estate planning and details various trust and LLC relationships that determine beneficial ownership and voting control. The filing provides clear documentation of trustee authority and disclaimers of beneficial ownership where applicable.

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
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).
1. Name and Address of Reporting Person*
FERTITTA FRANK J III

(Last) (First) (Middle)
C/O RED ROCK RESORTS, INC.
1505 SOUTH PAVILION CENTER DRIVE

(Street)
LAS VEGAS NV 89135

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Red Rock Resorts, Inc. [ RRR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025
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
Class A Common Stock 09/12/2025 J 200,000(1) D $61.31 45,324,378 I See Footnotes(2)(3)(4)(5)(6)
Class A Common Stock 93,221 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
Explanation of Responses:
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. This disposition was made for estate planning purposes.
2. Frank J. Fertitta III 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 Frank J. Fertitta III 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.
3. (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"),
4. 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 Frank J. Fertitta, III and Jill Ann Fertitta Family Trust (the "F&J Fertitta Family Trust"), a revocable trust established for the benefit of Frank J. Fertitta III and Jill Ann Fertitta and for which Frank J. Fertitta III is co-trustee and has shared investment and voting power, (ii) the Lorenzo J. Fertitta 2006 Irrevocable Trust (the "LJF Irrevocable Trust"), an irrevocable trust established for the benefit of Lorenzo J. Fertitta's three children and for which Frank J. Fertitta III is trustee and has sole investment and voting power and (iii) the F & J Fertitta Grandchildren's 2020 Irrevocable Trust, an irrevocable trust established for the benefit of the Reporting Person's grandchildren (the "F&J 2020 Trust") for which Lorenzo J. Fertitta Jr., the Reporting Person's nephew, serves as trustee.
5. Based on the Reporting Person's retained right to remove the trustee of the F&J 2020 Trust, the Reporting Person may be deemed to be a beneficial owner of any shares transferred to the F&J 2020 Trust.
6. Frank J. Fertitta III 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 F&J Fertitta Family Trust, the LJF Irrevocable Trust, and the F&J 2020 Trust, except to the extent of any pecuniary interest therein.
By: /s/ Daniel Schafer, Attorney-in-Fact for Frank J. Fertitta III 09/16/2025
** 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.
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 Frank J. Fertitta III report on the Form 4 for RRR?

The Form 4 reports a transfer of 200,000 Class A shares on 09/12/2025, disposed by FJF, LLC and acquired by The Frank J. Fertitta, III 2006 Irrevocable Trust.

At what price were the 200,000 RRR shares transferred?

The reported transaction price was $61.31 per share.

How many RRR shares does the reporting person beneficially own after this transaction?

The Form 4 shows 45,324,378 shares beneficially owned following the reported transaction, with 93,221 held directly.

Why was the transfer made according to the filing?

The filing states the disposition was made for estate planning purposes.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by /s/ Daniel Schafer, Attorney-in-Fact for Frank J. Fertitta III on 09/16/2025.
Red Rock Resorts Inc

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3.54B
54.71M
7.9%
85.38%
3.95%
Resorts & Casinos
Hotels & Motels
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United States
LAS VEGAS