X0202 SCHEDULE 13D/A 0001104659-20-092462 0001800227 XXXXXXXX LIVE 8 COMMON STOCK, PAR VALUE $0.01 PER SHARE 06/01/2026 false 0000789570 552953101 MGM RESORTS INTERNATIONAL

3600 LAS VEGAS BLVD S LAS VEGAS NV 89109

Kendall Handler (212) 314-7300 IAC Inc. 555 West 18th Street New York NY 10011 0001800227 N IAC INC. b OO N DE 66822350.00 0.00 66822350.00 0.00 66822350.00 N 26.1 CO (1) Percentage in Row 13 calculated on the basis of 255,851,235 shares of common stock, par value $0.01, of the Issuer ("Common Stock") issued and outstanding as of April 27, 2026 (based upon information contained in the Issuer's Annual Report on Form 10-Q for the quarterly period ended March 31, 2026, which was filed with the U.S. Securities and Exchange Commission (the "SEC") on April 29, 2026). Rows 7, 9 and 11 reflect shares of Common Stock beneficially owned by IAC Inc. ("IAC"). See Item 5. COMMON STOCK, PAR VALUE $0.01 PER SHARE MGM RESORTS INTERNATIONAL 3600 LAS VEGAS BLVD S LAS VEGAS NV 89109 This statement constitutes Amendment No. 8 ("Amendment No. 8") to the Schedule 13D relating to the shares of common stock, $0.01 par value (the "Shares"), of MGM Resorts International (the "Issuer"), and hereby amends the Schedule 13D filed with the SEC on August 10, 2020 (as amended by Amendment No. 1, filed with the SEC on August 20, 2020, Amendment No. 2, filed with the SEC on January 11, 2021, Amendment No. 3, filed with the SEC on February 16, 2022, Amendment No. 4, filed with the SEC on August 11, 2022, Amendment No. 5, filed with the SEC on December 9, 2025, Amendment No. 6, filed with the SEC on March 25, 2026 and Amendment No. 7, filed with the SEC on April 3, 2026, together, the "Schedule 13D"). Except as set forth herein, the Schedule 13D as previously filed remains applicable. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D. The information contained in Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following information: On June 1, 2026, IAC submitted to the board of directors of the Issuer (the "Board") a letter setting forth a non-binding proposal to acquire all of the outstanding shares of Common Stock of the Issuer that are not owned by IAC for cash consideration of $48.30 per share of Common Stock (the "Proposal"). A copy of the Proposal is filed as Exhibit 99.1 to this Amendment No. 8, and the information set forth in the Proposal is incorporated by reference herein. The Proposal may result in one or more of the transactions, events or actions specified in clauses (a) through (j) of Item 4 of Schedule 13D, including, without limitation, an acquisition of additional securities of the Issuer, an extraordinary corporate transaction (such as a merger) involving the Issuer, delisting of the Common Stock from the New York Stock Exchange and other material changes in the Issuer's business or corporate structure. The Reporting Persons and their representatives expect to discuss the Proposal and related matters with the Issuer, the Board (or any applicable committees thereof) and their respective representatives, as well as potential financing sources, shareholders of the Issuer and of IAC and other interested parties. The Reporting Persons do not intend to provide additional disclosures regarding the Proposal unless a definitive agreement has been reached unless disclosure is otherwise required under applicable U.S. securities laws. No assurances can be given that a definitive agreement will be reached or that the transactions contemplated by the Proposal, or any transactions of a similar type, will be consummated. The Reporting Persons reserve the right to modify or withdraw the Proposal at any time. Item 5(a) is hereby amended by replacing the first paragraph with the following: As of close of business on the date of Amendment No. 8, Reporting Person has beneficial ownership of approximately 66,822,350 Shares constituting approximately 26.1% of the Shares outstanding. See Item 5(a). Item 5(c) is hereby amended and supplemented by adding the following paragraph at the end of Item 5(c): There have been no transactions by the Reporting Person in the Shares during the past 60 days prior to Amendment No. 8. Not applicable. The information contained in Item 6 of the Schedule 13D is hereby amended and supplemented by adding the following information: The information contained in Item 4 of this Amendment No. 8 is incorporated by reference into this Item. Exhibit 99.1: Letter, dated June 1, 2026, from IAC to the Issuer IAC INC. /s/ Kendall Handler 06/01/2026