VICI Properties (VICI) CEO Edward Pitoniak reports 20,000-share stock gift

Rhea-AI Filing Summary

VICI Properties Inc. director and chief executive officer Edward B. Pitoniak reported a charitable stock transfer. On 12/19/2025, he made a bona fide gift of 20,000 shares of VICI common stock to a non-profit educational institution, with the shares valued at $0 for reporting purposes as a gift. After this transaction, he beneficially owns 1,243,683 shares of VICI common stock in direct ownership.

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

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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^*

Pitoniak Edward Baltazar

(Last) (First) (Middle)

C/O VICI PROPERTIES INC.

535 MADISON AVENUE, 28TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VICI PROPERTIES INC. [ VICI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/19/2025

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	12/19/2025		G		20,000	D	$0(1)	1,243,683	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 a bona fide gift of common stock to a non-profit educational institution pursuant to a charitable commitment by the Reporting Person.

Remarks:

	/s/ Samantha Sacks Gallagher as attorney-in-fact for Edward B. Pitoniak	12/19/2025
	** 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 insider transaction did VICI (VICI) disclose in this Form 4?

The filing reports that director and chief executive officer Edward B. Pitoniak made a bona fide gift of 20,000 shares of VICI common stock on 12/19/2025 to a non-profit educational institution.

Was the VICI (VICI) insider transaction a sale or a gift?

The transaction was reported as a gift, not a sale. It is described as a bona fide gift of common stock to a non-profit educational institution pursuant to a charitable commitment.

At what price was the 20,000-share VICI (VICI) transaction reported?

The 20,000 shares of VICI common stock transferred by Edward B. Pitoniak were reported at a price of $0, consistent with treatment of the transaction as a gift rather than a sale.

How many VICI (VICI) shares does the reporting person own after the transaction?

Following the reported gift, Edward B. Pitoniak beneficially owns 1,243,683 shares of VICI Properties Inc. common stock, held in direct ownership.

What is Edward B. Pitoniak’s role at VICI (VICI) according to this filing?

Edward B. Pitoniak is listed as both a Director and an Officer of VICI Properties Inc., with the officer title of Chief Executive Officer.

Were any derivative securities reported in this VICI (VICI) Form 4?

The section for derivative securities shows no entries, indicating that no derivative securities transactions were reported in this filing.