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): August 3, 2018
WYNN RESORTS, LIMITED
(Exact name of registrant as specified in its charter)
Nevada | 000-50028 | 46-0484987 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
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:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 3, 2018, the Board of Directors (the “Board”) of Wynn Resorts, Limited (the “Company”) increased the size of the Board and appointed Richard J. Byrne and Matt Maddox, the Company’s Chief Executive Officer and President, as Class III and Class I members of the Board, respectively, effective August 3, 2018. In addition, Mr. Byrne will also serve on the Board’s Audit Committee.
The Board determined that Mr. Byrne is independent under the standards set forth in the Company’s Corporate Governance Guidelines and the Nasdaq listing standards. Mr. Byrne will participate in the standard compensation arrangements for the Company’s non-employee directors, as described under the heading “Board Compensation” in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 18, 2018, the description of which is incorporated herein by reference.
Mr. Byrne does not have any arrangements or understandings with any other person pursuant to which he was appointed. Mr. Byrne has not previously been employed by the Company, has no family relationships with any of the Company’s executive officers or directors and has not been a participant in any transactions requiring disclosure under Item 404(a) of Regulation S-K.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit No. | Description | |
99.1 | ||
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 hereunto duly authorized.
WYNN RESORTS, LIMITED | ||||
Dated: August 7, 2018 | By: | /s/ Ellen Whittemore | ||
Ellen Whittemore | ||||
Executive Vice President and General Counsel | ||||
Exhibit 99.1
Wynn Resorts Appoints Matt Maddox and
Richard J. Byrne to Board of Directors
LAS VEGAS (August 7, 2018) -- Wynn Resorts (NASDAQ: WYNN) today announced that it has expanded its Board of Directors to 11 members with the appointment of CEO Matt Maddox and independent director Richard J. Byrne. These two additions to the Board, combined with the recent appointment of Phil Satre as Vice Chairman, who will succeed D. Boone Wayson as Chairman of the Board at the end of 2018, reflect a comprehensive overhaul of the Wynn Resorts Board.
Over the past six months, the Company has appointed six new directors to its Board and announced the departure of five legacy directors. One-third of the Wynn Resorts Board is comprised of women - which is in the top 10% among S&P 500 companies in terms of female board representation.
“Matt has ushered in a new era at Wynn, providing outstanding leadership since stepping into the CEO role, and we are pleased to officially welcome him as a director on the Board,” said Wayson. “We are also pleased to add another high-caliber independent director with Rich. His deep financial expertise and knowledge of the lodging, leisure and gaming industries, including extensive familiarity with Wynn, will further enhance the Board’s expertise.”
Matt Maddox said, “We have made it our top priority to implement meaningful change at Wynn Resorts and have made demonstrable progress over the past six months. I am excited to be part of this refreshed board that is committed to growing the premier brand in luxury resort development.”
“I am very familiar with the Wynn Resorts’ business, having followed the Company closely throughout my career in the financial sector, and I admire the Company’s position as the premier luxury destination resort developer and operator,” said Byrne. “I am confident in the Company’s bright future and look forward to working with the Board as the Company enters a new chapter of growth and success.”
About Matt Maddox
Matt Maddox is CEO of Wynn Resorts, overseeing day-to-day operations and global growth for the most recognized luxury resort brand in the world. Mr. Maddox was one of the Company’s first employees in 2002, the year it was founded, serving as Treasurer and Vice President of Investor Relations and responsible for helping to secure the financing to build Wynn Las Vegas. Recognizing the incredible potential for a resort in Macau, Mr. Maddox was among the first of the Wynn executive team to relocate to China in 2003, becoming the Chief Financial Officer of Wynn Resorts Macau.
During his three years in Asia, he was a key leader on the pre-opening team that built the organization from ground breaking through the resort opening. In 2005, Mr. Maddox was named Senior Vice President of Business Development for Wynn Las Vegas, and in 2008 was named Chief Financial Officer for Wynn Resorts.
In November 2013, Mr. Maddox was named President of Wynn Resorts, where he once again turned his focus to China, this time in Cotai. Mr. Maddox helped lead the development and opening of the $4.2 billion Wynn Palace -- the only Five-Star resort in the world with more than 1,000 rooms.
In February 2018, Mr. Maddox assumed the role of CEO of Wynn Resorts, a position that allows him to continue the company’s tradition of transforming destinations worldwide.
About Richard J. Byrne
Throughout his career, Richard Byrne has worked extensively with numerous gaming companies, including Wynn Resorts, in arranging debt and equity financing and providing strategic advice.
Mr. Byrne is currently the President of Benefit Street Partners. He also serves as Chairman and Chief Executive Officer of Business Development Corporation of America and Chairman and Chief Executive Officer of Benefit Street Partners Realty Trust, Inc. Prior to joining Benefit Street Partners in April 2013, Mr. Byrne was Chief Executive Officer of Deutsche Bank Securities, Inc. He was also the Global Co-Head of Capital Markets at Deutsche Bank as well as a member of the Global Banking Executive Committee and the Global Markets Executive Committee.
Before joining Deutsche Bank, Mr. Byrne was Global Co-Head of the Leveraged Finance Group and Global Head of Credit Research at Merrill Lynch & Co. He was also a perennially top-ranked credit analyst, principally in the gaming, lodging and leisure sector. Mr. Byrne earned an M.B.A. degree from the Kellogg School of Management at Northwestern University and a B.A. degree from Binghamton University. Mr. Byrne is a member of the Board of Directors of MFA Financial, Inc. and New York Road Runners. He is also the Founder and Chief Executive Officer of Kasai Elite Grappling Championships.
About Wynn Resorts
Wynn Resorts, Limited is traded on the Nasdaq Global Select Market under the ticker symbol WYNN and is part of the S&P 500 Index. Wynn Resorts owns and operates Wynn Las Vegas (wynnlasvegas.com), Wynn Macau (wynnmacau.com) and Wynn Palace, Cotai (wynnpalace.com).
Wynn and Encore Las Vegas feature two luxury hotel towers with a total of 4,750 spacious hotel rooms, suites and villas, approximately 192,000 square feet of casino space, 22 dining experiences featuring signature chefs and 11 bars, two award-winning spas, approximately 290,000 square feet of meeting and convention space, approximately 110,000 square feet of retail space as well as two showrooms; three nightclubs, a beach club and recreation and leisure facilities. A luxury retail Strip-front expansion, Wynn Plaza, is currently under construction and is scheduled to debut the second half of 2018.
Wynn Macau is a luxury hotel and casino resort located in the Macau Special Administrative Region of the People's Republic of China with two luxury hotel towers with a total of 1,008 spacious rooms and suites, approximately 273,000 square feet of casino space, casual and fine dining in eight restaurants, approximately 31,000 square feet of meeting and convention space, approximately 59,000 square feet of retail space, and recreation and leisure facilities including two opulent spas, a salon and a rotunda show.
Wynn Palace is a luxury integrated resort in Macau. Designed as a floral-themed destination, it boasts 1,706 exquisite rooms, suites and villas, approximately 420,000 square feet of casino space, 11 food and beverage outlets, approximately 37,000 square feet of meeting and convention space, approximately 106,000 square feet of designer retail, SkyCabs that traverse an eight-acre Performance Lake, an extensive collection of rare art, a lush spa, salon and recreation and leisure facilities.
Wynn Resorts is currently constructing Encore Boston Harbor located in Everett, Massachusetts.
Media Contact:
Michael Weaver
Wynn Resorts
702.770.7501
michael.weaver@wynnlasvegas.com
Deanna Pettit-Irestone
Wynn Las Vegas
702.770.2121
Deanna.Pettit-Irestone@wynnlasvegas.com