Filing Details
- Accession Number:
- 0001127602-15-030890
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2015-11-09 17:18:50
- Reporting Period:
- 2015-11-05
- Filing Date:
- 2015-11-09
- Accepted Time:
- 2015-11-09 17:18:50
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 789570 | Mgm Resorts International | MGM | Hotels & Motels (7011) | 880215232 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1494424 | Ian Corey Sanders | 3600 Las Vegas Blvd., S. Las Vegas NV 89109 | Chief Operating Officer | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock $.01 Par Value Nd | Acquisiton | 2015-11-05 | 40,000 | $0.00 | 74,762 | No | 4 | M | Direct | |
| Common Stock $.01 Par Value Nd | Disposition | 2015-11-05 | 23,968 | $24.07 | 50,794 | No | 4 | F | Direct | |
| Common Stock $.01 Par Value Nd | Disposition | 2015-11-05 | 16,032 | $24.00 | 34,762 | No | 4 | S | Direct | |
| Common Stock $.01 Par Value Nd | Acquisiton | 2015-11-05 | 5,969 | $0.00 | 40,731 | No | 4 | M | Direct | |
| Common Stock $.01 Par Value Nd | Disposition | 2015-11-05 | 2,504 | $23.91 | 38,227 | No | 4 | F | Direct | |
| Common Stock $.01 Par Value Nd | Acquisiton | 2015-11-05 | 113,073 | $0.00 | 151,300 | No | 4 | M | Direct | |
| Common Stock $.01 Par Value Nd | Disposition | 2015-11-05 | 47,435 | $23.91 | 103,865 | No | 4 | F | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | F | Direct | |
| No | 4 | S | Direct | |
| No | 4 | M | Direct | |
| No | 4 | F | Direct | |
| No | 4 | M | Direct | |
| No | 4 | F | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock $.01 Par Value Nd | Employee Stock Appreciation Rights | Disposition | 2015-11-05 | 40,000 | $0.00 | 40,000 | $7.45 |
| Common Stock $.01 Par Value Nd | Restricted Stock Units | Disposition | 2015-11-05 | 5,969 | $0.00 | 5,969 | $0.00 |
| Common Stock $.01 Par Value Nd | Performance Share Units | Disposition | 2015-11-05 | 72,124 | $0.00 | 72,124 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 340,000 | 2010-08-03 | 2016-08-03 | No | 4 | M | Direct |
| 5,970 | 2013-11-05 | 2016-11-05 | No | 4 | M | Direct |
| 0 | 2015-11-05 | 2015-11-05 | No | 4 | M | Direct |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Common Stock $.01 Par Value Nd | 11,474 | Indirect | By CIS Trust |
Footnotes
- The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.00 to $24.01, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
- Based on the average closing price of $20.96 over the 60-calendar-day period ending on the Vesting Date, approximately 1.57 shares were issued on the Vesting Date per Performance Share Unit ("PSU").
- Stock Appreciation Rights (SARs) granted under the MGM MIRAGE Amended and Restated 2005 Omnibus Incentive Plan (the "2005 Plan"). The SARs will vest in four equal installments beginning on August 3, 2010.
- Restricted Stock Units ("RSUs") granted under the Plan. Each RSU represents the right to receive, following vesting, one share of MGM Resorts common stock. The RSUs were subject to meeting minimum performance criteria set by the Compensation Committee of the Board of Directors of MGM Resorts, during the six-month period ending on June 30, 2013. Because the performance criteria were met, the RSUs will vest in four equal annual installments commencing on the first anniversary of the grant date.
- 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 $13.37 (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 Vesting Date.
Billionaire Hedge Funds
