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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): July 31, 2025
WYNN RESORTS, LIMITED
(Exact name of registrant as specified in its charter)
| | | | | | | | | | | |
| Nevada | 000-50028 | 46-0484987 |
(State or other jurisdiction
of incorporation) | (Commission
File Number) | (I.R.S. Employer
Identification No.) |
| 3131 Las Vegas Boulevard South | | |
| Las Vegas, | Nevada | | 89109 |
| (Address of principal executive offices) | | (Zip Code) |
(702) 770-7555
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act: | | | | | | | | | | | | | | |
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common stock, par value $0.01 | | WYNN | | Nasdaq Global Select Market |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
Reference is made to the Facility Agreement, dated as of September 16, 2021, by and among WM Cayman Holdings Limited II ("WM Cayman II"), an indirect wholly owned subsidiary of WML (as defined herein), as borrower, Wynn Macau, Limited ("WML"), an indirect subsidiary of Wynn Resorts, Limited with its shares listed on The Stock Exchange of Hong Kong Limited (the "HKSE"), as guarantor, and Bank of China Limited, Macau Branch, as Agent, and the syndicate of lenders party thereto (as amended, the "Facility Agreement").
Effective as of July 31, 2025, WM Cayman II requested, pursuant to Section 2.2 of the Facility Agreement, that the commitments related to the revolving unsecured loan facility (the "Revolver") provided under the Facility Agreement be increased in the amount of US$1.0 billion equivalent. Following delivery to the Agent of the required confirmation notice under the Facility Agreement, and the satisfaction of various conditions, the total commitments available under the Revolver were increased to US$2.5 billion equivalent.
The terms of the Facility Agreement otherwise remain unchanged.
| | | | | |
| Item 7.01 | Regulation FD Disclosure. |
On July 31, 2025, WML filed with the HKSE an announcement regarding the US$1.0 billion equivalent increase in commitments available under the Revolver, which announcement is furnished herewith as Exhibit 99.1.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1 hereto, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
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| Item 9.01 | Financial Statements and Exhibits. |
(d)Exhibits.
| | | | | |
| Exhibit No. | Description |
| |
| 99.1 | Announcement of Wynn Macau, Limited, dated July 31, 2025. |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | | WYNN RESORTS, LIMITED |
| | |
| Dated: July 31, 2025 | | By: | | /s/ Julie Cameron-Doe |
| | | | Julie Cameron-Doe |
| | | | Chief Financial Officer |
