Langley Donna 4

4 · MGM Resorts International · Filed May 8, 2026

AI-generated summary of this filing

Updated May 8, 2026

MGM Director Donna Langley Converts RSUs, Receives New Awards

What Happened

Donna Langley, a director of MGM Resorts International (MGM), reported derivative transactions tied to her director compensation. On May 6, 2026, 6,675 restricted stock units (RSUs) vested/converted and were reported both as acquired and disposed (transaction code M) at $0.00. On May 7, 2026, she was credited with 6,298 additional derivative units (transaction code A) under the Company’s plans, reported at $0.00.
These were not open‑market purchases or cash sales — they are awards/settlements of equity compensation (RSUs/DSUs), and no cash transaction value was reported.

Key Details

Transaction dates and codes:
- 2026-05-06: M (exercise/conversion of derivative) — 6,675 shares acquired @ $0.00 and 6,675 shares disposed @ $0.00.
- 2026-05-07: A (grant/award) — 6,298 derivative units acquired @ $0.00.
Footnotes of note:
- F1/F2: The May 6 items relate to RSUs under the 2022 Omnibus Incentive Plan; those RSUs vested on May 6, 2026.
- F3: Some units are Deferred Stock Units (DSUs) under the director deferred compensation plan; DSUs are payable upon the director’s termination of service.
- F4: The newly granted RSUs have vesting tied to the earlier of May 7, 2027 or the next annual meeting, per the award terms.
Shares owned after the transactions: not specified in the provided excerpt of the Form 4.
Filing timeliness: Form filed May 8, 2026 covering May 6–7 transactions (appears timely based on typical Form 4 rules).

Context

RSUs and DSUs are compensation instruments: RSUs convert to shares upon vesting; DSUs track value and are typically paid out when a director leaves service. The $0.00 entries indicate conversion/settlement of awards rather than an open‑market trade.
These types of filings commonly reflect routine director compensation and deferral elections rather than a direct bullish or bearish market signal.

Form 4

Period: 2026-05-06

Director

Transactions

Exercise/Conversion
Restricted Stock Units
[F1][F2]
2026-05-06−6,675→ 0 total
→ Common Stock $.01 Par Value ND (6,675 underlying)
Exercise/Conversion
Deferred Stock Units
[F3]
2026-05-06+6,675→ 6,675 total
→ Common Stock $.01 Par Value ND (6,675 underlying)
Award
Restricted Stock Units
[F1][F4]
2026-05-07+6,298→ 6,298 total
→ Common Stock $.01 Par Value ND (6,298 underlying)

Holdings

Footnotes (4)

[F1]Restricted Stock Units ("RSUs") granted under the MGM Resorts International ("Company") 2022 Omnibus Incentive Plan (the "Plan"). Each RSU represents the right to receive, following vesting, one share of Company common stock.
[F2]The RSUs vested on May 6, 2026, pursuant to the terms of the Plan and applicable award agreement.
[F3]Represents Deferred Stock Units ("DSUs") under the MGM Resorts International (the "Company") Deferred Compensation Plan for Non-Employee Directors. Each DSU is the economic equivalent of one share of Company common stock. The DSUs become payable upon the Reporting Person's termination of service as a Director.
[F4]The RSUs will vest upon the earlier of (i) May 7, 2027 or (ii) the date of the Company's next annual meeting of stockholders, in each case subject to the terms of the Plan and applicable award agreement.

Signature

/s/ Jessica Cunningham, By POA from Donna Langley|2026-05-08

1 file