SEC Info - Selwood Robert - ‘4’ for 9/15/20 re: MGM Resorts International

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SELWOOD ROBERT

(Last)

(First)

(Middle)

3600 LAS VEGAS BLVD. SOUTH

(Street)

LAS VEGAS

89109

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MGM Resorts International [ MGM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP - CHIEF ACCOUNTING OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
9/15/20

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock $.01 Par Value ND								180,572	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	9/15/20		A		0.2347		10/3/17	10/3/20	Common Stock $.01 Par Value ND	0.2347	⁽²⁾	2,230.1298	D
Restricted Stock Units	⁽¹⁾	9/15/20		A		0.5925		11/14/18	11/14/21	Common Stock $.01 Par Value ND	0.5925	⁽²⁾	5,627.2492	D
Restricted Stock Units	⁽³⁾	9/15/20		A		1.0796		10/19/19	10/19/22	Common Stock $.01 Par Value ND	1.0796	⁽²⁾	10,252.9439	D
Restricted Stock Units	⁽⁴⁾	9/15/20		A		1.6688		⁽⁴⁾	⁽⁴⁾	Common Stock $.01 Par Value ND	1.6688	⁽²⁾	15,848.7054	D
Restricted Stock Units	⁽³⁾	9/15/20		A		2.2055		8/18/21	8/18/24	Common Stock $.01 Par Value ND	2.2055	⁽²⁾	20,945.2055	D

Explanation of Responses:

(1) Restricted Stock Units ("RSUs") granted under the MGM Resorts International ("Company") Amended and Restated 2005 Omnibus Incentive Plan (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.

(2) Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on the Company's common stock and vest on the same dates and in the same relative proportions as the RSUs on which they accrue.

(3) RSUs granted under the Plan. Each RSU represents the right to receive, following vesting, one share of Company common stock. The RSUs will vest in four equal annual installments commencing on the first anniversary of the grant date.

(4) RSUs granted under the Plan. On March 30, 2020, the Reporting Person voluntarily reduced the cash amount of his base salary for the remainder of 2020 by 50% in exchange for a grant of an equivalent value of RSUs. Such RSUs will vest and be paid in full on December 31, 2020. Should the Reporting Person leave his employment for any reason prior to December 27, 2020, the last day of his final pay period in 2020, the RSUs shall vest and become payable on a pro-rata basis.

	/s/ Andrew Hagopian III, Attorney-In-Fact	9/17/20
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

____________ Transaction Code:
A	Grant, award or other acquisition pursuant to Rule 16b-3(d).

Selwood Robert – ‘4’ for 9/15/20 re: MGM Resorts International

On: Thursday, 9/17/20, at 7:27pm ET · For: 9/15/20 · Accession #: 1127602-20-25395 · File #: 1-10362

Previous ‘4’: ‘4’ on 8/20/20 for 8/18/20 · Next: ‘4’ on 10/6/20 for 10/3/20 · Latest: ‘4’ on 10/21/20 for 10/19/20

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Selwood Robert – ‘4’ for 9/15/20 re: MGM Resorts International

On: Thursday, 9/17/20, at 7:27pm ET · For: 9/15/20 · Accession #: 1127602-20-25395 · File #: 1-10362

Previous ‘4’: ‘4’ on 8/20/20 for 8/18/20 · Next: ‘4’ on 10/6/20 for 10/3/20 · Latest: ‘4’ on 10/21/20 for 10/19/20

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents