Wynn Resorts (NASDAQ: WYNN) CEO reports tax-withheld share dispositions

Rhea-AI Filing Summary

WYNN RESORTS LTD CEO and director Craig Scott Billings reported tax-related share dispositions rather than open-market sales. On February 28, 2026, common shares were withheld at $108.19 per share to cover tax obligations upon vesting of restricted stock granted on January 12, 2023, January 9, 2024, and January 7, 2025. After these transactions, he directly holds 266,249 common shares, plus performance share units totaling 21,521, 24,864, and 14,093. He also indirectly holds 156,189 common shares through a family trust.

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).

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^*

Billings Craig Scott

(Last) (First) (Middle)

C/O WYNN RESORTS, LIMITED

3131 LAS VEGAS BOULEVARD SOUTH

(Street)

LAS VEGAS NV 89109

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WYNN RESORTS LTD [ WYNN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2026

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, par value $0.01 per share	02/28/2026		F		3,293(1)	D	$108.19	269,637	D
Common Stock, par value $0.01 per share	02/28/2026		F		3,388(2)	D	$108.19	266,249	D
Common Stock, par value $0.01 per share	02/28/2026		F		3,914(3)	D	$108.19	262,335	D
Common Stock, par value $0.01 per share								156,189	I	By Family Trust

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
Performance Share Units	$0							01/01/2027	01/01/2027	Common Stock, par value $0.01	21,521		21,521	D
Performance Share Units	$0							01/01/2028	01/01/2028	Common Stock, par value $0.01	24,864		24,864	D
Performance Share Units	$0							01/01/2029	01/01/2029	Common Stock, par value $0.01	14,093		14,093	D

Explanation of Responses:

1. Shares withheld to satisfy tax withholding obligation upon vesting of restricted stock previously granted on January 12, 2023.

2. Shares withheld to satisfy tax withholding obligation upon vesting of restricted stock previously granted on January 9, 2024.

3. Shares withheld to satisfy tax withholding obligation upon vesting of restricted stock previously granted on January 7, 2025.

Remarks:

	/s/ Nicholas Pannucci, attorney-in-fact for Craig Scott Billings	03/02/2026
	** 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 WYNN CEO Craig Scott Billings report?

Craig Scott Billings reported shares being withheld to pay taxes on vesting restricted stock, not open-market sales. These were coded as tax-withholding dispositions and occurred on February 28, 2026 at a price of $108.19 per share.

How many WYNN shares does Craig Scott Billings hold after the reported transactions?

After the tax-withholding dispositions, Craig Scott Billings directly holds 266,249 common shares of WYNN. He also indirectly holds 156,189 common shares through a family trust and has multiple blocks of performance share units outstanding.

Were the WYNN Form 4 transactions open-market sales or tax withholdings?

The reported WYNN transactions were tax-withholding dispositions, not open-market sales. Shares were withheld to satisfy tax obligations when restricted stock granted in 2023, 2024, and 2025 vested on February 28, 2026.

What price per share was used for the WYNN tax-withholding dispositions?

The tax-withholding dispositions used a price of $108.19 per WYNN share. This price applied to multiple blocks of common stock withheld on February 28, 2026 to cover the CEO’s tax liabilities on vesting restricted stock.

What performance share unit holdings does the WYNN CEO report on this Form 4?

The WYNN CEO reports performance share unit holdings of 21,521 units, 24,864 units, and 14,093 units. These figures reflect different PSU awards outstanding as of February 28, 2026 and are reported as direct beneficial ownership.

How are indirect WYNN share holdings reported for Craig Scott Billings?

Indirect WYNN holdings for Craig Scott Billings are reported as 156,189 common shares held "By Family Trust." These shares are classified as indirect beneficial ownership and are separate from his directly owned common stock and performance share units.