UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
The
Securities Exchange Act of 1934
Date
of Report (Date of Earliest Event Reported):
March
23, 2009
Wynn
Resorts, Limited
(Exact
Name of Registrant as specified in Charter)
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Nevada
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000-50028
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46-0484987
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
Number)
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3131 Las Vegas Boulevard
South
Las Vegas, Nevada 89109
(Address of principal executive offices)
(Zip Code)
(702) 770-7555
(Registrant’s telephone number, including area
code)
Not applicable.
(Former name or former address, if
changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01. Entry Into a Material Definitive Agreement.
On March 23, 2009, Wynn Resorts,
Limited (the “Company”) entered into a fourth amendment to the Employment
Agreement, dated as of August 31, 2005, by and between the Company and John
Strzemp, the Company’s Executive Vice President and Chief Administrative
Officer. The amendment extends the term of Mr. Strzemp’s employment
agreement to March 31, 2013 and provides for a base salary payable to Mr.
Strzemp of $650,000 per annum effective March 6, 2009. A copy of the
amendment is attached hereto as Exhibit 10.1 and is hereby incorporated by
reference.
Item
5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
The information contained in Item 1.01
of this report is incorporated herein by reference.
Item 9.01. Financial
Statements and Exhibits.
(d) Exhibits
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10.1
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Fourth
Amendment to Employment Agreement, dated as of March 23, 2009, by and
between Wynn Resorts, Limited and John Strzemp.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
Date:
March 23, 2009
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WYNN
RESORTS, LIMITED
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By:
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/s/
Matt Maddox
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Matt
Maddox
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Chief
Financial Officer and
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Treasurer
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Exhibit
10.1
FOURTH
AMENDMENT TO
EMPLOYMENT
AGREEMENT
This
FOURTH AMENDMENT TO EMPLOYMENT AGREEMENT (this "Fourth Amendment") is entered
into on March 23, 2009, by and between Wynn Resorts, Limited (“Employer”) and John Strzemp
("Employee"). Capitalized
terms that are not defined herein shall have the meanings ascribed to them in
the Agreement (as defined below).
RECITALS
WHEREAS,
Employer and Employee have entered into that certain Employment Agreement, dated
as of August 31, 2005, as amended by that certain First Amendment to Employment
Agreement, dated as of March 26, 2008, as further amended by that certain Second
Amendment to Employment Agreement, dated as of December 31, 2008, and as further
amended by that certain Amendment to Employment Agreement, dated February 12,
2009 (collectively, the "Agreement"); and
WHEREAS,
Employer is willing and Employee desires to modify certain terms and conditions
to the Agreement as more fully set forth herein;
NOW,
THEREFORE, in consideration of the foregoing and the respective representations,
warranties, covenants and agreements set forth in this Amendment, the parties
hereto agree as follows:
1. Term. Section
6 of the Agreement is amended to provide that the Term shall expire on March 31,
2013.
2. Base
Salary. Section 8(a) of the Agreement is amended to provide
that effective March 6, 2009, Base Salary paid to Employee shall be Six Hundred
Fifty Thousand Dollars ($650,000) per annum.
3. Other Provisions of
Agreement. The parties acknowledge that the Agreement is being
modified only as stated herein, and agree that nothing else in the Agreement
shall be affected by this Fourth Amendment.
IN
WITNESS WHEREOF, the parties hereto have caused this Fourth Amendment to be
executed as of the date first written above.
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WYNN
RESORTS, LIMITED
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EMPLOYEE
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By:
/s/ Marc D.
Schorr__________
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/s/ John
Strzemp_________________
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Marc D. Schorr
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John
Strzemp
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Chief Operating Officer
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