X0306 4 2018-10-05 0000789570 MGM Resorts International MGM 0001440053 McManus John 3600 LAS VEGAS BLVD. SOUTH LAS VEGAS NV 89109 1 EVP GENERAL COUNSEL AND SECY Common Stock $.01 Par Value ND 2018-10-05 4 M 0 45933 0 A 101916 D Common Stock $.01 Par Value ND 2018-10-05 4 F 0 18075 26.24 D 83841 D Common Stock $.01 Par Value ND 2018-10-05 4 M 0 11342 0 A 95183 D Common Stock $.01 Par Value ND 2018-10-05 4 F 0 4464 26.24 D 90719 D Common Stock $.01 Par Value ND 2018-10-05 4 M 0 2985 0 A 93704 D Common Stock $.01 Par Value ND 2018-10-05 4 F 0 1175 26.24 D 92529 D Common Stock $.01 Par Value ND 2018-10-06 4 M 0 2023 0 A 94552 D Common Stock $.01 Par Value ND 2018-10-06 4 F 0 798 26.24 D 93754 D Performance Share Units 2018-10-05 4 M 0 41027.4641 0 D 2018-10-05 2018-10-05 Common Stock $.01 Par Value ND 41027.4641 0 D Profit Growth Plan Performance Share Units 2018-10-05 4 M 0 10130.6561 0 D 2018-10-05 2018-10-05 Common Stock $.01 Par Value ND 10130.6561 0 D Restricted Stock Units 2018-10-05 4 M 0 2985 0 D 2016-10-05 2019-10-05 Common Stock $.01 Par Value ND 2985 2985.7505 D Restricted Stock Units 2018-10-06 4 M 0 2023 0 D 2015-10-06 2018-10-06 Common Stock $.01 Par Value ND 2023 0 D Based on the average closing price of $28.107 over the 60-calendar-day period ending on the Transaction Date, as adjusted to include accrued dividend equivalents, approximately 1.11958 shares were issued on the Vesting Date per Performance Share Unit ("PSU"). Any fractional shares were paid in cash upon settlement. Based on the average closing price of $28.107 over the 60-calendar-day period ending on the Transaction Date, as adjusted to include accrued dividend equivalents, approximately 1.11958 shares were issued on the Vesting Date per Profit Growth Plan Performance Share Unit ("Profit Growth PSU"). Any fractional shares were paid in cash upon settlement. PSUs granted under the MGM Resorts International ("MGM Resorts") Amended and Restated 2005 Omnibus Incentive Plan (the "Plan"). Each PSU represents the right to receive between 0 and 1.6 shares of MGM Resorts common stock depending upon the performance of the common stock from the grant date to the date that is three years after the grant date (the "Vesting Date"), relative to a target price of $25.76 (the "Target Price"). The Target Price is equal to 125% of the average closing price of MGM Resorts common stock over the 60-calendar-day period ending on the grant date. If the ending average stock price is less than 60% of the Target Price (the "Minimum Price"), then no shares will be issued on the Vesting Date. If the ending average stock price is equal to or greater than 160% of the Target Price (the "Maximum Price"), then 1.6 shares will be issued on the Vesting Date per PSU. If the ending average stock price is between the Minimum Price and the Maximum Price, then a number of shares will be issued on the Vesting Date per PSU equal to the ending average stock price divided by the Target Price. For this purpose, the ending average stock price is the average closing price of MGM Resorts common stock over the 60-calendar-day period ending on the Transaction Date. Profit Growth PSUs granted under the Plan and the Profit Growth Share Incentive Plan, pursuant to MGM Resorts' Form of Performance Share Units Agreement. Each Profit Growth PSU represents the right to receive between 0 and 1.6 shares of MGM Resorts common stock depending upon the performance of the common stock from the grant date to the date that is three years after the grant date (the "Performance End Date"), relative to a target price of $25.76 (the "Target Price"). The Target Price is equal to 125% of the average closing price of MGM Resorts common stock over the 60-calendar-day period ending on the grant date. If the ending average stock price is less than 60% of the Target Price (the "Minimum Price"), then no shares will be issued on the Performance End Date. If the ending average stock price is equal to or greater than 160% of the Target Price (the "Maximum Price"), then 1.6 shares will be issued on the Performance End Date per Profit Growth PSU. If the ending average stock price is between the Minimum Price and the Maximum Price, then a number of shares will be issued on the Performance End Date per Profit Growth PSU equal to the ending average stock price divided by the Target Price. For this purpose, the ending average stock price is the average closing price of MGM Resorts common stock over the 60-calendar-day period ending on the Performance End Date. Restricted Stock Units ("RSUs") granted under the Plan. Each RSU represents the right to receive, following vesting, one share of MGM Resorts common stock. Any fractional shares were paid in cash upon settlement. RSUs granted under the Plan. Each RSU represents the right to receive, following vesting, one share of MGM Resorts common stock. Any fractional shares were paid in cash upon settlement. /s/ Andrew Hagopian III, Attorney-In-Fact 2018-10-10