William Hornbuckle - Aug 18, 2023 Form 4 Insider Report for MGM Resorts International (MGM)

Role: CEO AND PRESIDENT, Director
Signature: /s/ Jessica Cunningham, Attorney-In-Fact
Stock symbol: MGM
Transactions as of: Aug 18, 2023
Transactions value $: -$5,624,171
Form type: 4
Date filed: 8/22/2023, 07:21 PM
Previous filing: Apr 4, 2023
Next filing: Oct 4, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MGM	Common Stock $.01 Par Value ND	Award	$0	+154K	+232.53%	$0.00	220K	Aug 18, 2023	Direct	F1
transaction	MGM	Common Stock $.01 Par Value ND	Tax liability	-$2.58M	-60.6K	-27.52%	$42.54	160K	Aug 18, 2023	Direct
transaction	MGM	Common Stock $.01 Par Value ND	Award	$0	+144K	+90.07%	$0.00	303K	Aug 18, 2023	Direct	F2
transaction	MGM	Common Stock $.01 Par Value ND	Tax liability	-$2.41M	-56.6K	-18.65%	$42.54	247K	Aug 18, 2023	Direct
transaction	MGM	Common Stock $.01 Par Value ND	Options Exercise	$0	+38.2K	+15.48%	$0.00	285K	Aug 18, 2023	Direct
transaction	MGM	Common Stock $.01 Par Value ND	Tax liability	-$640K	-15K	-5.28%	$42.54	270K	Aug 18, 2023	Direct
holding	MGM	Common Stock $.01 Par Value ND						173K	Aug 18, 2023	In trust

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	MGM	Restricted Stock Units	Options Exercise	$0	-38.2K	-50%	$0.00	38.2K	Aug 18, 2023	Common Stock $.01 Par Value ND	38.2K		Direct	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents the vesting of 96,247.91563 performance share units (PSUs) granted on August 18, 2020 under the MGM Resorts International (Company) Amended and Restated 2005 Omnibus Incentive Plan (Plan). Each PSU represented the right to receive between 0 and 1.6 shares of Company common stock depending upon the performance of the common stock from the grant date to the date that was three years after the grant date (Vesting Date), relative to a target price of $21.85 (Target Price). The Target Price is equal to 125% of the average closing price of Company common stock over the 60-calendar day period ending on the grant date. The number of shares issued per PSU, 1.6 shares, was calculated by dividing the ending average stock price by the Target Price. For this purpose, the ending average stock price is the average closing price of Company common stock over the 60-day period ending on the Vesting Date, as adjusted to include dividends paid during the term of the PSU.
F2	Represents the vesting of 95,845.62759 PSUs granted on August 18, 2020, under the Plan. The number of shares awarded at the end of the performance period was based upon the Company's three-year total shareholder return (TSR) compared to the TSRs of the constituents of the S&P 500 Index.
F3	Restricted Stock Units ("RSUs") granted under the Plan. Each RSU represents the right to receive, following vesting, one share of Company common stock. Any fractional shares are paid in cash upon settlement.