0001127602-20-020008.txt : 20200617 0001127602-20-020008.hdr.sgml : 20200617 20200617201350 ACCESSION NUMBER: 0001127602-20-020008 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200615 FILED AS OF DATE: 20200617 DATE AS OF CHANGE: 20200617 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HORNBUCKLE WILLIAM CENTRAL INDEX KEY: 0001183302 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10362 FILM NUMBER: 20970993 MAIL ADDRESS: STREET 1: 3600 LAS VEGAS BOULEVARD SOUTH CITY: LAS VEGAS STATE: NV ZIP: 89109 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MGM Resorts International CENTRAL INDEX KEY: 0000789570 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 880215232 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3600 LAS VEGAS BLVD S CITY: LAS VEGAS STATE: NV ZIP: 89109 BUSINESS PHONE: 702-693-7120 MAIL ADDRESS: STREET 1: 3600 LAS VEGAS BLVD S. CITY: LAS VEGAS STATE: NV ZIP: 89109 FORMER COMPANY: FORMER CONFORMED NAME: MGM MIRAGE DATE OF NAME CHANGE: 20000823 FORMER COMPANY: FORMER CONFORMED NAME: MGM GRAND INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: GRAND NAME CO DATE OF NAME CHANGE: 19870713 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2020-06-15 0000789570 MGM Resorts International MGM 0001183302 HORNBUCKLE WILLIAM 3600 LAS VEGAS BLVD., S. LAS VEGAS NV 89109 1 PRESIDENT AND ACTING CEO Common Stock $.01 Par Value ND 148730 D Common Stock $.01 Par Value ND 8500 I By Spouse Common Stock $.01 Par Value ND 227884 I In trust Restricted Stock Units 2020-06-15 4 A 0 0.6531 A 2017-10-03 2020-10-03 Common Stock $.01 Par Value ND 0.6531 5081.92 D Restricted Stock Units 2020-06-15 4 A 0 2.0604 A 2018-11-14 2021-11-14 Common Stock $.01 Par Value ND 2.0604 16032.3549 D Restricted Stock Units 2020-06-15 4 A 0 2.4507 A 2021-02-23 Common Stock $.01 Par Value ND 2.4507 19069.0368 D Restricted Stock Units 2020-06-15 4 A 0 4.129 A 2019-10-19 2022-10-19 Common Stock $.01 Par Value ND 4.129 32127.8734 D Restricted Stock Units 2020-06-15 4 A 0 1.244 A 2020-02-21 2023-02-21 Common Stock $.01 Par Value ND 1.244 9679.8391 D Restricted Stock Units 2020-06-15 4 A 0 5.2853 A 2020-10-07 2023-10-07 Common Stock $.01 Par Value ND 5.2853 41124.6154 D Restricted Stock Units 2020-06-15 4 A 0 2.4006 A 2021-02-27 2024-02-27 Common Stock $.01 Par Value ND 2.4006 18678.7713 D Restricted Stock Units 2020-06-15 4 A 0 7.7994 A Common Stock $.01 Par Value ND 7.7994 60686.7994 D Restricted Stock Units 2020-06-15 4 A 0 5.7841 A 2021-04-01 2024-04-01 Common Stock $.01 Par Value ND 5.7841 45005.7841 D Restricted Stock Units 2020-06-15 4 A 0 37.2751 A 2022-04-01 2022-04-01 Common Stock $.01 Par Value ND 37.2751 290037.2751 D Restricted Stock Units ("RSUs") granted under the MGM Resorts International Amended and Restated 2005 Omnibus Incentive Plan (the "Plan"). Each RSU represents the right to receive, following vesting, one share of common stock. Any fractional shares are paid in cash upon settlement. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on MGM Resorts International's common stock and vest on the same dates and in the same relative proportions as the RSUs on which they accrue. RSUs granted under the Plan. Each RSU represents the right to receive one share of MGM Resorts International common stock. Any fractional shares will be paid in cash upon settlement. The RSUs are fully vested. Delivery of shares will be made on the third anniversary of the grant date. The RSUs are fully vested. Delivery of shares will be made in four equal annual installments commencing on the first anniversary of the grant date. RSUs granted under the Plan. Each RSU represents the right to receive, following vesting, one share of Company common stock. The RSUs are subject to meeting minimum performance criteria set by the Compensation Committee of the Board of Directors of MGM Resorts International, during the six-month period ending on June 30, 2020 (the "Measurement Date"). Provided such criteria are met, the RSUs will vest in four equal annual installments commencing on the first anniversary of the grant date. If such criteria are not met, then the RSUs will automatically expire on the Measurement Date without any shares being issued. RSUs granted under the Plan. On March 30, 2020, the Reporting Person voluntarily reduced the cash amount of his base salary for the remainder of 2020 by 100% in exchange for a grant of an equivalent value of RSUs. Such RSUs will vest and be paid in full on December 31, 2020. Should the Reporting Person leave his employment for any reason prior to December 27, 2020, the last day of his final pay period in 2020, the RSUs shall vest and become payable on a pro-rata basis. RSUs granted under the Plan. Each RSU represents the right to receive, following vesting, one share of Company common stock. The RSUs will vest in four equal annual installments commencing on the first anniversary of the grant date. The RSUs were granted on April 1, 2020 as part of the Reporting Person's 2020 annual equity award pursuant to the terms of his new employment agreement with the Company. RSUs granted under the Plan. Each RSU represents the right to receive, following vesting, one share of Company common stock. The RSUs will cliff vest on the second anniversary of the grant date. If the Reporting Person's employment with the Company terminates as a result of a "Special No-Cause Termination" as defined in the Reporting Person's employment agreement then the RSUs will vest in full and become payable within 30 days from the date of his separation. /s/ Andrew Hagopian III, Attorney-In-Fact 2020-06-17