Wynn Resorts (WYNN) 10-K risk factor changes: FY2017 vs FY2016

Wynn [added: and his separation from the Company] could significantly harm our business.

Our ability to maintain our competitive position is dependent to a large degree on the [removed: efforts, skills and reputation] [added: services] of [removed: Stephen A.][added: our senior management team.]

Visitation to Macau may decline due to economic disruptions in mainland China, restrictions on visitations to Macau from citizens of mainland China and the anti-corruption [removed: campaign.][added: or similar campaigns.]

[removed: Continued economic] [added: Economic] disruption, contraction and uncertainty in China could [removed: further] impact the number of patrons visiting our Macau Operations or the amount they may be willing to spend.

It is not known when, or if, policies [removed: similar to those implemented in 2009] restricting visitation by mainland Chinese citizens to Macau and [added: Hong Kong, will be put in place and travel policies may be adjusted, without notice, in the future.]

Furthermore, the Chinese government's [removed: ongoing] [added: continuing] anti-corruption campaign has influenced the behavior of Chinese consumers and their spending patterns both domestically and abroad.

The campaign [removed: has] [added: and mainland Chinese monetary outflow policies have] specifically led to tighter monetary transfer regulations, including real time monitoring of certain financial channels, [removed: certain types of guidelines] [added: limitations] on cash [removed: withdrawals, which has disrupted, and may impact, the number of visitors and the amount of money they bring] [added: withdrawals] from [added: ATM machines by] mainland China [removed: to Macau.][added: citizens and]

The overall effect of [removed: the campaign and monetary transfer restrictions may impact visitation and] [added: these policies] may [removed: continue to] negatively affect our revenues and results of operations.

Our business is particularly sensitive to the willingness of our customers to [removed: travel.][added: travel to and spend time at our resorts.]

[removed: Acts or the threat of acts of terrorism, regional political] [added: Such] events [removed: and] [added: or] developments [removed: in certain countries] could [removed: cause severe disruptions in air travel that] reduce the number of visitors to our facilities, resulting in a material adverse effect on our business and financial condition, results of operations or cash flows.

Disruptions in air or other forms of travel as a result of any terrorist act, outbreak of hostilities, escalation of war or worldwide infectious disease outbreak would have an adverse effect on our business and financial condition, results of operations [removed: or] [added: and] cash flows.

| • | changes in local and state governmental laws and regulations, including gaming laws and [removed: regulations;] [added: regulations, and the way in which those laws and regulations are applied;] |

Our Macau Operations face intense competition with approximately [removed: 36] [added: 39] other casinos currently operating in Macau.

If the Macau government were to allow additional competitors to operate in Macau through the grant of additional concessions or subconcessions, we would face additional competition, which [added: could have a material adverse effect on our business, financial condition, results of operations and cash flows.]

[added: Any deterioration in our reputation] could have a material adverse effect on our business, [removed: financial condition,] results of operations and cash flows.

Several of the current concessionaires and subconcessionaires will open additional facilities in the Cotai area [removed: during 2017 and 2018.][added: over the next few years.]

Our Macau Operations face competition from casinos located in [removed: other areas of Asia, such as] Singapore, the Philippines and Malaysia.

[removed: In particular, the legalization or expansion of casino gaming in or] near metropolitan areas from which we attract customers could have a negative effect on our business.

We could encounter [removed: substantial cost increases] higher than expected [added: cost increases] in the development of our projects.

The total project budget for Wynn Boston Harbor, including gaming license fees, construction costs, capitalized interest, pre-opening expenses and land costs, is estimated to be approximately [removed: $2.4] [added: $2.5] billion.

The projected development costs for [removed: Wynn Boston Harbor] [added: our projects] reflect our best estimates and the actual development costs may be higher than expected.

Major construction projects of the scope and scale of Wynn Boston Harbor [added: and the redevelopment of the Wynn Las Vegas golf course land] entail significant risks, including:

Construction, equipment or staffing problems or difficulties in obtaining any of the requisite licenses, permits and authorizations from regulatory authorities could increase the total cost, delay or prevent the construction or opening or otherwise affect the design and features of [removed: Wynn Boston Harbor.][added: our projects.]

Our [removed: Wynn Boston Harbor facility] [added: facilities currently under development] may not commence operations on schedule and construction costs for the [removed: project] [added: projects] may exceed budgeted amounts.

Failure to complete the [removed: project] [added: projects] on schedule or within budget may have a significant negative effect on us and on our ability to make payments on our debt.

Pursuant to the Gaming Act, the Company is required to commence gaming operations at Wynn Boston Harbor [removed: by June 2020, the date that is] [added: approximately] one year from our projected opening date of [removed: June 2019.][added: mid-2019.]

Failure to meet the deadline could have an adverse effect on our financial condition, results of operations [removed: or] [added: and] cash flows from this planned facility.

The [removed: Nevada Gaming Commission] [added: NGC] may require the holder of any debt or securities we or Wynn Las Vegas, LLC issue to file applications, be investigated and be found suitable to own Wynn Resorts' securities if it has reason to believe that the security ownership would be inconsistent with the declared policies of the State of Nevada.

The Company's articles of incorporation provide that, to the extent required by the gaming authority making the determination of unsuitability or to the extent the Board of Directors determines, in its sole discretion, that a person is likely to jeopardize the Company's or any affiliate's application for, receipt of, approval for, right to the use of, or entitlement to, any gaming license, shares of Wynn Resorts' capital stock that are owned or controlled by [removed: an] [added: such] unsuitable person or its affiliates are subject to redemption by Wynn Resorts.

The redemption price may be paid in cash, by promissory note, or both, as required, and pursuant to the terms established [removed: by,] [added: by] the applicable gaming authority and, if not, as Wynn Resorts elects.

See Item [removed: 8-"Financial] [added: 8—"Financial] Statements and Supplementary Data," Note [removed: 17] [added: 14,] "Commitments and Contingencies."

Moreover, we are subject to the risk that U.S. regulators could determine that Macau's gaming regulatory framework has not [added: developed in a way that would permit us to conduct operations in Macau in a manner consistent with the way in which we intend, or the Nevada gaming authorities require us, to conduct our operations in the United States.]

[removed: Recently, both] [added: Both] U.S. and Macau governmental authorities [removed: have increased their] focus [added: heavily] on the gaming industry and compliance with anti-money laundering laws and regulations.

Violations of the FCPA and other anti-corruption laws may result in severe criminal and civil sanctions as well as other [removed: penalties] [added: penalties,] and the SEC and U.S. Department of Justice have increased their enforcement activities with respect such laws and regulations.

On February 19, 2012, Wynn [removed: Resorts'] [added: Resorts] filed a complaint in Nevada state court against Mr. Okada and other entities alleging, among other things, breach of fiduciary duty in connection with alleged violations of the FCPA.

For information on such complaint, the Freeh Report, which detailed numerous instances of conduct constituting prima facie violations of FCPA by Mr. Okada and certain of his affiliates, and the redemption Aruze's shares, see Item [removed: 8-"Financial] [added: 8—"Financial] Statements and Supplementary Data," Note [removed: 17] [added: 14,] "Commitments and Contingencies."

The liability under those laws has been interpreted to be joint and several unless the [removed: harm is divisible and there is a reasonable basis for allocation of the responsibility.]

[removed: Our] [added: Although our] proposed expenditures related to environmental matters are not currently expected to have a material adverse effect on our business, financial condition or results of [removed: operations.][added: operations, we may be required to make additional expenditures to remain in, or to achieve compliance with, environmental laws in the future.]

However, the environmental laws under which we operate are [added: complicated and often increasingly more stringent, and may be applied retroactively.]

We are subject to [removed: tax] [added: taxation] by various governments and agencies, both in the U.S. and in Macau.

The controversy, regulatory action, litigation and investigations related to Stephen A.

On February 6, 2018, Mr. Wynn resigned as CEO and Chairman of the Board of Directors after allegations of inappropriate personal conduct by Mr. Wynn in the workplace were reported in a January 26, 2018 Wall Street Journal article.

The resulting controversy related to Mr. Wynn and his separation from the Company could significantly harm our business in numerous ways, including in ways that we cannot predict.

As discussed elsewhere in this Form 10-K, gaming regulators in Macau, Massachusetts and Nevada are reviewing the situation.

Each of these regulatory authorities has extensive power to license and oversee the operations of our casino resorts and could take action against the Company and its related licensees or Mr. Wynn, including actions that could affect the ability or terms upon which our subsidiaries hold their gaming licenses and concessions, the suitability of the Company to continue as a stockholder of those subsidiaries, and/or the suitability of Mr. Wynn to continue as a stockholder of the Company.

As discussed in Item 3—"Legal Proceedings" and Item 8—"Financial Statements and Supplementary Data," Note 14, "Commitments and Contingencies—Litigation," lawsuits have been filed against the Company and our Board of Directors arising out of the allegations against Mr. Wynn, and such claims present a number of risks, including distraction of management, assertions that could affect our reputation, and potential legal liabilities.

Additional allegations have been and may in the future be asserted against Mr. Wynn and/or the Company, and additional regulatory or legal proceedings involving the Company may be commenced in the future.

The developments regarding Mr. Wynn have and may in the future affect the course of proceedings and the parties' position in litigation in which Elaine P.

Wynn, Mr. Wynn's former spouse, submitted a cross claim seeking to void a stockholders agreement to which she and Mr. Wynn are parties.

The cross claim, if successful, could increase the possibility of a change in control occurring for purposes of

certain Wynn Las Vegas, LLC debt documents.

For additional information on the cross claim, see Item 8—"Financial Statements and Supplementary Data," Note 14, "Commitments and Contingencies." In addition, the Company's integrated resort business model was pioneered by Mr. Wynn.

Our business, reputation, and competitive position may now suffer as a result of our association with Mr. Wynn, or as a result of his separation from the Company and the loss of his skills and experience.

In connection with the allegations of inappropriate personal conduct by Mr. Wynn in the workplace reported in a January 26, 2018 Wall Street Journal article, gaming regulators in Massachusetts and Nevada are reviewing the allegations, the Company's internal policies and procedures with respect to maintaining a safe and respectful workplace for all employees and suitability with respect to the Company and its related licensees.

The gaming regulator in Macau is monitoring and reviewing the situation.

Each of these regulatory authorities has extensive power to license and oversee the operations of our casino resorts and could take action against the Company and its related licensees or Mr. Wynn, including actions that could affect the ability or terms upon which our subsidiaries hold their gaming licenses and concessions, the suitability of the Company to continue as a stockholder of those affiliates and/or the suitability of Mr. Wynn to continue as a stockholder of the Company.

On January 26, 2018, the Company's Board of Directors formed a Special Committee comprised solely of independent directors to investigate allegations of inappropriate personal conduct by Mr. Wynn in the workplace.

On February 12, 2018, the Special Committee announced that its review was expanded to include a comprehensive review of the Company's internal policies and procedures with the goal of employing best practices to maintain a safe and respectful workplace for all employees.

Gaming regulators in Massachusetts and Nevada are reviewing these matters, including suitability with respect to the Company and its related licensees, and the Company is cooperating with these regulatory reviews.

The gaming regulator in Macau is monitoring and reviewing the situation, and the Company is cooperating.

We depend on the continued services of key managers and employees.

If we do not retain our key personnel or attract and retain other highly skilled employees, our business will suffer.

The loss of services of our senior managers or the inability to attract and retain additional senior management personnel could have a material adverse effect on our business.

the reduction of annual withdrawal limits from bank accounts while the account holder is outside of mainland China.

These policies may impact the number of visitors and the amount of money they bring from mainland China to Macau.

Acts or the threat of acts of terrorism, regional political events and developments in certain countries could cause severe disruptions in air and other travel and may otherwise negatively impact tourists' willingness to visit our resorts.

Furthermore, the attack in Las Vegas on October 1, 2017 underscores the possibility that large public facilities could become the target of mass shootings or other attacks in the future.

The occurrence or the possibility of attacks could cause all or portions of affected properties to be shut down for prolonged periods, resulting in a loss of income; generally reduce travel to affected areas for tourism and business or adversely affect the willingness of customers to stay in or avail themselves of the services of the affected properties; expose us to a risk of monetary claims arising from death, injury or damage to property caused by any such attack; and result in higher costs for security and insurance premiums, all of which could adversely affect our results.

Our continued success depends on our ability to maintain the reputation of our resorts.

Our strategy and integrated resort business model rely on positive perceptions of our resorts and the level of service we provide.

Our reputation could be negatively impacted by our failure to deliver the superior design and customer service for which we are known or by events that are beyond our control.

Our reputation may also suffer as a result of negative publicity regarding the Company or our resorts, including as a result of social media reports, regardless of the accuracy of such publicity.

The continued expansion of media and social media formats has compounded the potential scope of negative publicity and has made it more difficult to control and effectively manage negative publicity.

In connection with the Redemption Action and Counterclaim additional actions were commenced.

Any adverse judgments or settlements involving payment of a material sum of money could cause a material adverse effect on our

Several of the current concessionaires and subconcessionaires have opened facilities in the Cotai area over the past few years, which has significantly increased gaming and non-gaming offerings in Macau, with continued development and further openings in Cotai expected in the near future.

In particular, the legalization or expansion of casino gaming in or

We have begun site preparation and pre-construction activities for the re-development of the land formerly occupied by the Wynn Las Vegas golf course, which we closed in the fourth quarter of 2017.

Phase 1 of the project is expected to include a lagoon and additional meeting and convention space.

Based on current designs, we estimate the total project budget for Phase 1 to be approximately $500 million and we expect to open Phase 1 in the first half of 2020.

The loss of Stephen A.

Wynn, the Chairman of the Board, Chief Executive Officer and one of the principal stockholders of Wynn Resorts.

Mr. Wynn's employment agreement expires in October 2022; however, we cannot assure you that Mr. Wynn will remain with Wynn Resorts.

If we lose the services of Mr. Wynn, or if he is unable to devote sufficient attention to our operations for any other reason, our business may be significantly impaired.

Hong Kong, will be put in place and travel policies may be adjusted, without notice, in the future.

These Cotai facilities are expected to increase total hotel room inventory by approximately 12.3% from the current inventory and significantly increase other gaming and non-gaming offerings in Macau.

developed in a way that would permit us to conduct operations in Macau in a manner consistent with the way in which we intend, or the Nevada gaming authorities require us, to conduct our operations in the United States.

complicated and often increasingly more stringent, and may be applied retroactively.

Accordingly, we may be required to make additional expenditures to remain in, or to achieve compliance with, environmental laws in the future.

In connection with the Redemption Action and Counterclaim (1) various Okada Parties filed a complaint in the Tokyo District Court against the Company, all members of the Board of Directors (other than Mr. Okada) and the Company's General Counsel alleging that the press release issued by the Company in connection with the Redemption Action has damaged their social evaluation and credibility and seeking damages and legal fees, (2) four federal derivative actions were commenced against the Company and all members of its Board of Directors, (3) two state derivative actions were commenced against the Company and all members of its Board of Directors, (4) regulatory inquiries and investigations were initiated against the Company, and (5) the Okada Parties filed a complaint in the Court of First Instance of Macau (against

Wynn Macau SA and certain individuals who are or were directors of Wynn Macau SA and/or Wynn Macau, Limited).

Our third-party information system service providers

Macau's legislative, regulatory, legal, economic and cultural institutions are in a period of transition.

Furthermore, construction of current

threat to the control of gaming in Nevada, reflects or tends to reflect discredit or disrepute upon the State of Nevada or gaming in Nevada, or is contrary to Nevada gaming policies;

Credit already extended by our gaming promoters to their patrons has become difficult for them to collect.

obligations to our stockholders and to the minority stockholders of Wynn Macau, Limited.

these projects.

See Item 1-"Business," "Construction and Development Opportunities".

In Macau, we own approximately 72% of [removed: WML and we operate] [added: WML, which includes] the [added: operations of the] Wynn Macau and Wynn Palace [removed: resorts, which we refer to as our Macau Operations.][added: resorts.]

In Las Vegas, Nevada, [added: we operate and,] with the exception of [removed: the majority of the] [added: certain] retail space, [removed: we] own 100% of [removed: and operate] Wynn Las [removed: Vegas or what we also refer to as Las Vegas Operations.][added: Vegas.]

Wynn Macau features two luxury hotel towers with a total of 1,008 guest rooms and suites, approximately [removed: 284,000] [added: 273,000] square feet of casino space, eight food and beverage outlets, approximately 31,000 square feet of meeting and convention space, approximately [removed: 57,000] [added: 59,000] square feet of retail space, a rotunda show and recreation and leisure facilities.

Wynn Palace features a luxury hotel tower with 1,706 guest rooms, suites and villas, approximately 420,000 square feet of casino space, [removed: 10] [added: 11] food and beverage outlets, approximately [removed: 40,000] [added: 37,000] square feet of meeting and convention space, approximately [removed: 105,000] [added: 106,000] square feet of retail space, public attractions, including a performance lake and floral art displays, and recreation and leisure facilities.

Wynn Las Vegas features two luxury hotel towers with a total of 4,748 guest rooms, suites and villas, approximately [removed: 189,000] [added: 192,000] square feet of casino space, 33 food and beverage outlets, [removed: an on-site 18-hole golf course,] approximately 290,000 square feet of meeting and convention space, approximately [removed: 99,000] [added: 110,000] square feet of retail [removed: space,] [added: space (of which 103,000 square feet is owned and operated under a joint venture arrangement of which we own 50.1%),] as well as two [removed: showrooms,] [added: theaters,] three nightclubs, a beach club, and recreation and leisure facilities.

In [removed: December 2016,] [added: November 2017,] we [removed: formed a joint venture with Crown Acquisitions Inc. ("Crown") to own and operate] [added: contributed] approximately [removed: 88,000] [added: 74,000] square feet of [removed: existing] [added: additional] retail space [removed: (of which we own 50.1%) and signed an agreement with Crown] to [removed: form a joint venture to own and operate approximately 73,000 square feet] [added: the Retail Joint Venture, the majority] of [removed: additional retail space that] [added: which] is currently under construction at Wynn Las Vegas.

We expect to open the additional retail space in the [removed: first quarter] [added: second half] of 2018.

For more information on the [removed: joint venture,] [added: Retail Joint Venture,] see Item 8—"Financial Statements and Supplementary Data," Note 3, "Retail Joint Venture."

[removed: In November 2014, we were awarded a gaming license to develop and construct] [added: We are currently constructing] Wynn Boston Harbor, an integrated resort in Everett, Massachusetts, adjacent to Boston along the Mystic River.

The total project budget, including gaming license fees, construction costs, capitalized interest, pre-opening expenses and land costs, is estimated to be approximately [removed: $2.4] [added: $2.5] billion.

As of December 31, [removed: 2016,] [added: 2017,] we have incurred approximately [removed: $466.8 million] [added: $1.13 billion] in total project costs.

Certain key operating measures specific to the gaming industry are included in our discussion of our operational performance for the periods for which [removed: a] [added: the] Consolidated [removed: Statement] [added: Statements] of Income [removed: is] [added: are] presented.

| • | Slot [added: machine] win is the amount of handle (representing the total amount wagered) that is retained by us and is recorded as casino revenues. |

In our VIP operations in Macau, customers primarily purchase [removed: non-negotiable chips, commonly referred to as] rolling [removed: chips,] [added: chips] from the casino [removed: cage.][added: cage and can only use them to make wagers.]

The loss of the [removed: non-negotiable] [added: rolling] chips in the VIP operations is recorded as turnover and provides a base for calculating VIP win percentage.

| | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015] | | |

| Net revenues | $ | [removed: 4,466,297] [added: 6,306,368] | | | $ | [removed: 4,075,883] [added: 4,466,297] | | | $ | [removed: 5,433,661] [added: 4,075,883] | |

| Net income attributable to Wynn Resorts, Limited | [removed: 241,975] [added: 747,181] | | | | [removed: 195,290] [added: 241,975] | | | | [removed: 731,554] [added: 195,290] | | |

| Diluted net income per share | [removed: 2.38] [added: 7.28] | | | | [removed: 1.92] [added: 2.38] | | | | [removed: 7.18] [added: 1.92] | | |

| Adjusted Property EBITDA | [removed: 1,259,327] [added: 1,810,732] | | | | [removed: 1,185,789] [added: 1,259,327] | | | | [removed: 1,773,278] [added: 1,185,789] | | |

During the year ended December 31, 2016, our net income attributable to Wynn Resorts, Limited was $242.0 million, [added: or $2.38 per diluted share,] an increase of [removed: 23.9% over] [added: 23.9%, or $46.7 million, compared to] $195.3 [removed: million in] [added: million, or $1.92 per diluted share, for] the same period of [removed: 2015, resulting in diluted earnings per share of $2.38.][added: 2015.]

[added: The increase in] Adjusted Property EBITDA [removed: increased year-over-year by 6.2%, from $1.19 billion for the year ended December 31, 2015 to $1.26 billion for the same period of 2016,] [added: was] primarily due to the new operations associated with the opening of Wynn Palace, partially offset by a decrease of 3.8% from Wynn Macau driven by a [removed: continued] decrease in business volumes.

During the year ended December 31, [removed: 2015,] [added: 2017,] our net income attributable to Wynn Resorts, Limited was [removed: $195.3] [added: $747.2] million, [removed: a decrease] [added: or $7.28 per diluted share, an increase] of [removed: 73.3% over $731.6 million in] [added: 208.8%, or $505.2 million, compared to $242.0 million, or $2.38 per diluted share, for] the same period of [removed: 2014, resulting in diluted earnings per share of $1.92.][added: 2016.]

| | Years Ended December 31, | | | | | | | | | [removed: |]

| Net revenues | | | | | | | | | | [removed: |]

Net revenues increased 9.6%, or $390.4 million, [added: to $4.47 billion] for the year ended December 31, 2016, [removed: compared to] [added: from $4.08 billion for] the same period of 2015.

Casino revenues were 73.2% of total net revenues for the year ended December 31, 2016, compared to 71.9% [added: of total net revenues] for the same period of 2015, while non-casino revenues were 26.8% of total net revenues, compared to 28.1% for the same period of 2015.

Casino revenues increased 11.4%, or $335.7 million, [added: to $3.27 billion] for the year ended December 31, 2016, [removed: compared to] [added: from $2.93 billion in] the same period [removed: in] [added: of] 2015.

The business volume decrease for Wynn Macau was primarily driven by the [removed: continued] impact from the [removed: current] economic and political conditions in Macau and China, as well as [removed: impact] from [removed: recent] resort openings in the Cotai area of Macau, including Wynn Palace.

As of February 15, [removed: 2017,] [added: 2018,] we had a total of [removed: 303] [added: 316] table games at Wynn Macau and [removed: 304] [added: 323] at Wynn Palace.

| VIP win as a % of turnover | 2.74 | | % | | — | | % | | 2.74 | | | | [removed: —] | |

| Table games win % | 21.1 | | % | | — | | % | | 21.1 | | | | [removed: —] | |

Non-casino revenues increased 4.8%, or $54.7 million, to $1.20 billion for the year ended December 31, 2016, from $1.14 billion for the same period of 2015, primarily due to the opening of Wynn Palace during the third quarter of 2016 and an increase of 5.7% in room [removed: revenues] [added: revenue] from our Las Vegas Operations, partially offset by a 14.4% [removed: decline] [added: decrease] in non-casino revenues at Wynn Macau.

Room revenues increased 12.0%, or $64.8 million, to $603.3 million for the year ended December 31, 2016, from $538.5 million [removed: in] [added: for] the same period of 2015, primarily [removed: attributable] [added: due] to $54.8 million from Wynn Palace and an increase of $23.5 million from our Las Vegas Operations, partially offset by a decrease of $13.5 million from Wynn Macau.

The increase experienced by our Las Vegas Operations was driven by an ADR increase of 3.9% while the decrease from Wynn Macau was [removed: a] [added: the] result of an ADR decline of 9.3% and a 2.1 percentage point decrease in occupancy.

Food and beverage revenues increased [removed: slightly by] 0.7%, or $4.4 million, to $601.5 million for the year ended December 31, 2016, from $597.1 million for the same period of 2015, primarily due to $27.1 million from Wynn Palace, partially offset by decreases of $12.0 million and $10.7 million from our Las Vegas Operations and Wynn Macau, respectively.

[removed: Our] [added: The decrease at our] Las Vegas Operations [removed: decreased] [added: was] primarily due to a decline in revenues at our nightclubs and the decrease from Wynn Macau was mainly from a decline in revenues at our restaurants.

Entertainment, retail and other [added: expenses] increased [removed: 3.7%,] [added: 2.4%,] or [removed: $12.8] [added: $3.7] million, to [removed: $363.4] [added: $161.1] million for the year ended December 31, 2016, from [removed: $350.6] [added: $157.4] million [removed: for] [added: in] the same period of 2015.

[removed: The increase was] [added: Entertainment, retail and other increased 3.7%, or $12.8 million, to $363.4 million for the year ended December 31, 2016, from $350.6 million for the same period of 2015,] primarily due to $38.0 million from Wynn Palace, partially offset by a $19.3 million decrease in revenue from retail shops at Wynn Macau.

Operating [removed: costs and] expenses

Development Projects

We have begun site preparation and pre-construction activities for the redevelopment of the land previously occupied by the Wynn Las Vegas golf course, which we closed in the fourth quarter of 2017.

Phase 1 of the project is expected to include a lagoon and additional meeting and convention space.

Based on current designs, we estimate the total project budget for Phase 1 to be approximately $500 million and we expect to open Phase 1 in the first half of 2020.

The increase in net income attributable to Wynn Resorts, Limited was primarily the result of the provisional income tax benefit from U.S. tax reform and increases in operating income from Wynn Palace, Wynn Macau and our Las Vegas Operations, partially offset by increases in the Redemption Note fair value and interest expense as we are no longer capitalizing interest on Wynn Palace.

Wynn Palace opened on August 22, 2016, with our results for the year ended December 31, 2016 including 132 days of operations.

Adjusted Property EBITDA was $1.81 billion for the year ended December 31, 2017, an increase of 43.8%, or $551.4 million, from $1.26 billion for the same period of 2016.

The increase in Adjusted Property EBITDA was the result of increases of $424.5 million, $79.2 million, and $47.7 million from Wynn Palace, Wynn Macau and our Las Vegas Operations, respectively.

Adjusted Property EBITDA was $1.26 billion for the year ended December 31, 2016, an increase of 6.2%, or $73.5 million, from $1.19 billion for the same period of 2015.

| | 2017 | | | | 2016 | | | | Percent Change |

| Macau Operations: | | | | | | | | | |

| Wynn Macau | $ | 2,485,804 | | | $ | 2,264,087 | | | 9.8 |

| Wynn Palace (1) | 2,139,154 | | | | 583,336 | | | | 266.7 |

| Total Macau Operations | 4,624,958 | | | | 2,847,423 | | | | 62.4 |

| Las Vegas Operations | 1,681,410 | | | | 1,618,874 | | | | 3.9 |

| | $ | 6,306,368 | | | $ | 4,466,297 | | | 41.2 |

The increase was the result of increases of $1.56 billion, $221.7 million and $62.5 million from Wynn Palace, Wynn Macau and our Las Vegas Operations, respectively.

| | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | |

| | 2017 | | | | 2016 | | | | Percent Change |

| Casino revenues | $ | 4,948,319 | | | $ | 3,268,141 | | | 51.4 |

| Non-casino revenues | 1,358,049 | | | | 1,198,156 | | | | 13.3 |

| | $ | 6,306,368 | | | $ | 4,466,297 | | | 41.2 |

The increase was primarily due to increases of $1.45 billion, $225.0 million and $9.7 million from Wynn Palace, Wynn Macau and our Las Vegas Operations, respectively.

The increase in casino revenues from Wynn Macau was primarily driven by a 23.9% increase in VIP turnover.

| Total casino revenues | $ | 2,360,221 | | | $ | 2,135,193 | | | $ | 225,028 | | | 10.5 | |

| VIP turnover | $ | 58,303,836 | | | $ | 47,048,754 | | | $ | 11,255,082 | | | 23.9 | |

| Table games win | $ | 1,907,625 | | | $ | 1,547,261 | | | $ | 360,364 | | | 23.3 | |

| VIP win as a % of turnover | 3.27 | | % | | 3.29 | | % | | (0.02 | | ) | | | |

| Average number of table games | 204 | | | | 216 | | | | (12 | | ) | | (5.6 | ) |

| Table drop | $ | 4,525,727 | | | $ | 4,585,476 | | | $ | (59,749 | ) | | (1.3 | ) |

| Table games win | $ | 880,964 | | | $ | 881,797 | | | $ | (833 | ) | | (0.1 | ) |

| Table games win % | 19.5 | | % | | 19.2 | | % | | 0.3 | | | | | |

| Average number of slot machines | 914 | | | | 802 | | | | 112 | | | | 14.0 | |

| Slot machine handle | $ | 3,526,747 | | | $ | 3,386,973 | | | $ | 139,774 | | | 4.1 | |

| Slot machine win | $ | 154,425 | | | $ | 145,680 | | | $ | 8,745 | | | 6.0 | |

| Total casino revenues | $ | 1,965,362 | | | $ | 519,877 | | | $ | 1,445,485 | | | 278.0 | |

| VIP turnover | $ | 52,573,258 | | | $ | 14,480,023 | | | $ | 38,093,235 | | | 263.1 | |

| Table games win | $ | 1,486,674 | | | $ | 396,954 | | | $ | 1,089,720 | | | 274.5 | |

Future Development

Non-negotiable chips can only be used to make wagers.

The decrease in net income attributable to Wynn Resorts, Limited was primarily due to weaker performance from Wynn Macau, driven by a 46.4% reduction in VIP turnover compared to 2014, along with a loss on extinguishment of debt we experienced

during the year.

Adjusted Property EBITDA decreased year-over-year by 33.1%, from $1.77 billion for the year ended December 31, 2014 to $1.19 billion for the same period of 2015, primarily as a result of the weaker performance from Wynn Macau previously discussed.

| | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

Non-casino revenues consist of operating revenues from rooms, food and beverage, entertainment, retail and other, less promotional allowances.

We expensed $98.9 million for the consideration paid to holders who tendered the 2020 Notes, $17.2 million of unamortized deferred financing costs and original issue discount and $0.1 million in other fees incurred.

In connection with the redemption of the remaining principal amount of the untendered 2020 Notes, we recorded a loss for the premium portion of the consideration of $5.9 million and expensed $1.8 million of unamortized deferred financing costs and original discount.

liquidity.

In August 2016, Wynn Macau SA received an extension of the agreement for an additional five years applicable to tax years 2016 through 2020.

The extension agreement provides for an annual payment of 12.8 million Macau patacas (approximately $1.6 million).

| | 2015 | | | | 2014 | | | | Percent Change | |

| Wynn Macau | $ | 2,463,092 | | | $ | 3,796,750 | | | (35.1 | ) |

| Las Vegas Operations | 1,612,791 | | | | 1,636,911 | | | | (1.5 | ) |

| | $ | 4,075,883 | | | $ | 5,433,661 | | | (25.0 | ) |

The decline in net revenues was primarily driven by a decrease of 35.5%, or $1.27 billion, in casino revenue from our Macau Operations.

| Casino revenues | $ | 2,932,419 | | | $ | 4,274,221 | | | (31.4 | ) |

| Non-casino revenues | 1,143,464 | | | | 1,159,440 | | | | (1.4 | ) |

This increase in non-casino revenues as a percentage of total net revenues reflects performance of non-gaming amenities, such as Las Vegas nightclubs and continued high occupancy and use of our facilities, in contrast to the decline in VIP gaming revenue in Macau.

The decline was primarily due to the continued weak gaming environment affecting our Macau Operations, which experienced a year-over-year decrease in casino revenues of 35.5% from $3.59 billion to $2.31 billion.

Our VIP gaming operations drove the decline with $57.92 billion in VIP turnover for the year ended December 31, 2015, compared to $108.08 billion for the same period of 2014.

In addition, our Macau Operations' mass market gaming contributed to the decline with a 12.0% decrease in table drop combined with a reduction in table games win percentage of 1.9 percentage points.

Our VIP tables decreased from 248 as of December 31, 2014 to 190 as of December 31, 2015, based on the operating environment and customer demand.

| Total casino revenues | $ | 2,312,925 | | | $ | 3,586,781 | | | $ | (1,273,856 | ) | | (35.5 | ) |

| VIP turnover | $ | 57,917,060 | | | $ | 108,077,342 | | | $ | (50,160,282 | ) | | (46.4 | ) |

| Table games win | $ | 1,659,683 | | | $ | 3,051,046 | | | $ | (1,391,363 | ) | | (45.6 | ) |

| VIP win as a % of turnover | 2.87 | | % | | 2.82 | | % | | 0.05 | | | | | |

| Table drop | $ | 4,857,804 | | | $ | 5,517,382 | | | $ | (659,578 | ) | | (12.0 | ) |

| Table games win | $ | 951,458 | | | $ | 1,187,997 | | | $ | (236,539 | ) | | (19.9 | ) |

| Table games win % | 19.6 | | % | | 21.5 | | % | | (1.9 | | ) | | | |

| Slot machine handle | $ | 3,961,115 | | | $ | 5,415,127 | | | $ | (1,454,012 | ) | | (26.9 | ) |

| Slot machine win | $ | 191,164 | | | $ | 264,763 | | | $ | (73,599 | ) | | (27.8 | ) |

| Total casino revenues | $ | 619,494 | | | $ | 687,440 | | | $ | (67,946 | ) | | (9.9 | ) |

| Table drop | $ | 2,060,189 | | | $ | 2,556,452 | | | $ | (496,263 | ) | | (19.4 | ) |

| Table games win | $ | 490,920 | | | $ | 623,968 | | | $ | (133,048 | ) | | (21.3 | ) |

| Table games win % | 23.8 | | % | | 24.4 | | % | | (0.6 | | ) | | | |

| Slot machine handle | $ | 2,969,327 | | | $ | 3,008,563 | | | $ | (39,236 | ) | | (1.3 | ) |

| Slot machine win | $ | 206,626 | | | $ | 186,458 | | | $ | 20,168 | | | 10.8 | |

The following table provides estimated future cash flow information derived from our best estimates of repayments as of December 31, [removed: 2016,] [added: 2017,] of our expected long-term indebtedness and related weighted average interest rates by expected maturity dates.

The one-month LIBOR and HIBOR rates as of December 31, [removed: 2016] [added: 2017] of [removed: 0.77%] [added: 1.57%] and [removed: 0.75%,] [added: 1.19%,] respectively, were used for all variable rate calculations in the table below.

| | | [removed: 2017 | | | |] 2018 | | | | 2019 | | | | 2020 | | | | 2021 | | | | [added: 2022 | | | |] Thereafter | | | | Total | | |

| Fixed rate | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | [removed: 1,350.0] [added: 1,936.4] | | | $ | [removed: 5,136.4] [added: 4,550.0] | | | $ | 6,486.4 | |

| Average interest rate | | — | | % | | — | | % | | — | | % | | — | | % | | [removed: 5.3] [added: 2.0] | | % | | [removed: 4.0] [added: 5.2] | | % | | 4.3 | | % |

Based on our borrowings as of December 31, [removed: 2016,] [added: 2017,] an assumed [removed: 1%] [added: 100 basis point] change in the variable rates would cause our annual interest cost to change by [removed: $34.6] [added: $33.0] million.

The Macau [removed: pataca] [added: pataca, which] is [added: not a freely convertible currency, is] linked to the Hong Kong dollar, and in many cases the two are used interchangeably in Macau.

Based on our balances as of December 31, [removed: 2016,] [added: 2017,] an assumed 1% change in the US dollar/Hong Kong dollar exchange rate would cause a foreign currency transaction gain/loss of [removed: approximately $28.2] [added: $25.2] million.

In the normal course of business, our financial position is subject to market risk, including, but not limited to, potential losses due to changes in the value of financial instruments including those resulting from adverse changes in interest rates, foreign currency exchange rates and market valuation.

| Variable rate | | $ | 62.7 | | | $ | 282.8 | | | $ | 616.9 | | | $ | 2,336.4 | | | $ | — | | | $ | — | | | $ | 3,298.8 | |

| Average interest rate | | 3.2 | | % | | 3.2 | | % | | 3.2 | | % | | 3.2 | | % | | — | | % | | — | | % | | 3.2 | | % |

As of December 31, 2017, approximately 66.3% of the principal amount of our long-term debt was based on fixed rates.

Market risk is the risk of loss arising from adverse changes in market rates and prices, such as interest rates, foreign currency exchange rates and commodity prices.

As of December 31, 2016, such rates remain at historic lows.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Variable rate | | $ | — | | | $ | 313.0 | | | $ | 364.3 | | | $ | 1,668.3 | | | $ | 1,491.7 | | | $ | — | | | $ | 3,837.3 | |

| Average interest rate | | — | | % | | 1.9 | | % | | 2.7 | | % | | 2.6 | | % | | 2.8 | | % | | — | | % | | 2.6 | | % |

Interest Rate Swap Information

We have entered into floating-for-fixed interest rate swap arrangements relating to certain of our floating-rate debt facilities.

We measure the fair value of our interest rate swaps on a recurring basis.

Changes in the fair values of our interest rate swaps for each reporting period recorded are, and will continue to be, recognized as a change in interest rate swap fair value in our Consolidated Statements of Income, as the swaps do not qualify for hedge accounting.

We currently have three interest rate swap agreements intended to hedge a portion of the underlying interest rate risk on borrowings under our Wynn Macau Credit Facilities.

Under two of the swap agreements, we pay a fixed interest rate (excluding the applicable interest margin) of 0.73% on notional amounts corresponding to borrowings of HK$3.95 billion (approximately $509.4 million) in exchange for receipts on the same amount at a variable interest rate based on the applicable HIBOR at the time of payment.

These interest rate swaps fix the all-in interest rate on such amounts at 2.23% to 2.98%.

These interest rate swap agreements mature in July 2017.

Under the third swap agreement, we pay a fixed interest rate (excluding the applicable interest margin) of 0.68% on notional amounts corresponding to borrowings of $243.8 million in exchange for receipts on the same amount at a variable rate based on the applicable LIBOR at the time of payment.

This interest rate swap fixes the all-in interest rate on such amounts at 2.18% to 2.93%.

This interest rate swap agreement matures in July 2017.

As of December 31, 2016, interest rate swaps of $1.1 million were included in prepaid expenses and other in the accompanying Consolidated Balance Sheets.

As of December 31, 2015, interest rate swaps of $0.7 million were included in other assets and $0.1 million were included in other long-term liabilities in the accompanying Consolidated Balance Sheets.

The fair value approximates the amount we would pay or receive if these contracts were settled at the respective valuation dates.

Fair value is estimated based upon current, and predictions of future, interest rate levels along a yield curve, the remaining duration of the instruments and other market conditions, and therefore, is subject to significant estimation and a high degree of variability of fluctuation between periods.

We adjust this amount by applying a non-performance valuation, considering our creditworthiness or the creditworthiness of our counterparties at each settlement date, as applicable.

Other Interest Rate Swap Information

The following table provides information about our interest rate swaps, by contractual maturity dates, as of December 31, 2016, using estimated future LIBOR and HIBOR rates based upon implied forward rates in the yield curve.

The information is presented in U.S. dollar equivalents, which is our reporting currency:

| | | Years Ending December 31, | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | Expected Maturity Date | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | (dollars in millions) | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Average notional amount | | $ | 753.0 | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | 753.0 | |

| Average pay rate | | 0.71 | | % | | — | | % | | — | | % | | — | | % | | — | | % | | — | | % | | 0.71 | | % |

| Average receive rate | | 0.95 | | % | | — | | % | | — | | % | | — | | % | | — | | % | | — | | % | | 0.95 | | % |

We do not use derivative financial instruments, other financial instruments or derivative commodity instruments for trading or speculative purposes.

As of December 31, 2016, approximately 66.5% of our debt was based on fixed rates, including the notional amounts related to interest rate swaps.

We manage exposure to foreign currency risks associated with future scheduled interest payments through the use of foreign currency forward contracts.

These contracts involve the exchange of one currency for a second currency at a future date and are with a counter party, which is a major international financial institution.

[removed: Wynn,] [added: Wynn Resorts, Limited ("Wynn Resorts," or together with its subsidiaries, "we" or the "Company")] is a leading developer, owner and operator of destination casino resorts (integrated resorts) that integrate hotel accommodations and a wide range of amenities, including fine dining outlets, premium retail offerings, distinctive entertainment theaters and large meeting complexes.

[removed: Wynn Resorts] [added: We] currently [removed: owns] [added: own] approximately 72% of Wynn Macau, Limited ("WML") and [removed: operates] [added: operate] two integrated resorts in the Macau Special Administrative Region of the People's Republic of China ("Macau"), Wynn Macau and Wynn [removed: Palace.][added: Palace (collectively, our "Macau Operations").]

We [removed: also own 100% of and operate Wynn Las Vegas, an integrated resort in Las Vegas, Nevada, and] are [added: also] currently constructing Wynn Boston Harbor, an integrated resort in [removed: Everett] [added: Everett,] Massachusetts, adjacent to Boston, which we expect to open in mid-2019.

For more information on our segments, see Item 8—"Financial Statements and Supplementary Data," Note [removed: 18] [added: 15,] "Segment Information."

We [removed: refer to Wynn Macau and Wynn Palace as our "Macau Operations." We] operate our Macau Operations under a 20-year casino concession agreement granted by the Macau government in June 2002.

Wynn Macau features the following as of February 15, [removed: 2017:][added: 2018:]

| • | Approximately [removed: 284,000] [added: 273,000] square feet of casino space, offering 24-hour gaming and a full range of games with [removed: 303] [added: 316] table games and [removed: 957] [added: 988] slot machines, private gaming salons, sky casinos and a poker pit; |

| • | Approximately [removed: 57,000] [added: 59,000] square feet of high-end, brand-name retail space; |

Wynn Palace features the following as of February 15, [removed: 2017:][added: 2018:]

| • | Approximately 420,000 square feet of casino space, offering 24-hour gaming and a full range of games with [removed: 304] [added: 323] table games and [removed: 996] [added: 1,115] slot machines, private gaming [removed: salons, sky casinos] [added: salons] and [removed: a poker pit;] [added: sky casinos;] |

| • | A luxury hotel [added: tower] with a total of 1,706 guest rooms, suites and villas; |

| • | [removed: 10] [added: 11] food and beverage outlets; |

| • | Approximately [removed: 105,000] [added: 106,000] square feet of high-end, brand-name retail space; |

| • | Approximately [removed: 40,000] [added: 37,000] square feet of meeting and convention space; |

We opened Wynn Las Vegas on April 28, 2005 and [removed: opened] Encore, an expansion of Wynn Las Vegas, on December 22, 2008.

[removed: We also refer to] Wynn Las Vegas [removed: as our "Las Vegas Operations." Wynn Las Vegas] is located at the intersection of the Las Vegas Strip and Sands Avenue, and occupies approximately 215 acres of land fronting the Las Vegas Strip.

In addition, we own approximately 18 acres across Sands Avenue, a portion of which is utilized for employee parking and an office building, and approximately five acres adjacent to the golf course [added: land] upon which an office building is located.

Wynn Las Vegas features the following as of February 15, [removed: 2017:][added: 2018:]

| • | Approximately [removed: 189,000] [added: 192,000] square feet of casino space, offering 24-hour gaming and a full range of games with [removed: 234] [added: 247] table games and [removed: 1,907] [added: 1,829] slot machines, private gaming salons, a sky casino, a poker room, and a race and sports book; |

| • | Approximately [removed: 99,000] [added: 110,000] square feet of high-end, brand-name retail space (of which, [removed: effective December 28, 2016, approximately 88,000] [added: 103,000] square feet is owned and operated [removed: by] [added: under] a joint venture of which we own 50.1%); |

| • | Recreation and leisure facilities, including [removed: an 18-hole golf course,] swimming pools, private cabanas, two full service spas and salons, and a wedding chapel; and |

| • | A specially designed theater presenting "Le [removed: Rêve-The] [added: Rêve—The] Dream," a water-based theatrical production and a theater presenting entertainment productions and various headliner entertainment acts. |

In December 2016, we [removed: formed] [added: entered into] a joint venture [added: arrangement (the "Retail Joint Venture")] with Crown Acquisitions Inc. ("Crown") to own and operate approximately 88,000 square feet of existing retail [removed: space and signed an agreement with Crown to form a joint venture to own and operate approximately 73,000 square feet of additional retail space that is currently under construction at Wynn Las Vegas.][added: space.]

We expect to open the additional retail space in the [removed: first quarter] [added: second half] of 2018.

For more information on the [removed: joint venture,] [added: Retail Joint Venture,] see Item 8—"Financial Statements and Supplementary Data," Note 3, "Retail Joint Venture."

[removed: In November 2014, we were awarded a gaming license to develop and construct] [added: We are currently constructing] Wynn Boston Harbor, an integrated resort in Everett, Massachusetts, [removed: located] adjacent to Boston along the Mystic River.

The total project budget, including gaming license fees, construction costs, capitalized interest, pre-opening expenses and land costs, is estimated to be approximately [removed: $2.4] [added: $2.5] billion.

As of December 31, [removed: 2016,] [added: 2017,] we have incurred approximately [removed: $466.8 million] [added: $1.13 billion] in total project costs.

[added: The Company's integrated resort business model, pioneered by Mr.] Wynn, integrates luxury hotel rooms, high-end retail, an array of dining and entertainment options, meeting space, and gaming, all supported by superior levels of customer service.

[removed: Given his] [added: We believe that our resorts and management continue to benefit from our] extensive design and operational experience across numerous gaming jurisdictions, [removed: we believe that Mr. Wynn's involvement with our resorts provides] [added: providing] a distinct advantage over other gaming enterprises.

Wynn Resorts and its [added: experienced] management team have a demonstrated track record in developing and operating successful integrated resort projects around the world.

We leverage our international marketing team across branch offices located in [removed: five countries (Hong] [added: Hong] Kong SAR, Singapore, Japan, Taiwan and [removed: Canada)] [added: Canada] to attract international customers.

| • | Collectively, Wynn Resorts earned more Five-Star awards than any other independent hotel company in the world in the official [removed: 2017] [added: 2018] Forbes Travel Guide Star Rating list. |

| • | Wynn Resorts was once again honored as the highest ranking casino resort on FORTUNE Magazine's [removed: 2017] [added: 2018] World's Most Admired Companies list in the hotel, casino and resort category. |

Macau, which has been a casino destination for more than 50 years, consists principally of a peninsula on mainland [removed: China, with] [added: China and] two neighboring islands, Taipa and Coloane, between which the Cotai area is located.

In addition to Wynn Macau SA, each of Sociedade de Jogos de Macau ("SJM") and Galaxy Entertainment Group Limited [added: ("Galaxy")] are primary concessionaires with Sands China [removed: Ltd.,] [added: Ltd. ("Sands"),] Melco [removed: Crown] [added: International Development Limited ("Melco")] and MGM China Holdings Limited [added: ("MGM China")] operating under subconcessions.

Currently, there are [removed: 38] [added: 41] casinos operating in Macau.

According to Macau Statistical Information, annual gaming revenues have grown from $2.9 billion in 2002 to [removed: $27.9] [added: $33.1] billion in [removed: 2016.][added: 2017.]

According to the Macau Statistics and Census Service Monthly Bulletin of Statistics, approximately 90% of the [removed: tourists who visited] [added: visitors to] Macau in [removed: 2016] [added: 2017] came from [added: mainland China,] Hong Kong, [removed: mainland China or] [added: and] Taiwan.

[removed: As of December 31, 2016, there were 36,300] hotel rooms, [removed: 6,287 table games and 13,826 slot machines in Macau, compared to 12,978 hotel rooms,] 2,762 table games and 6,546 slot machines as of December 31, 2006.

In Las Vegas, Nevada, we operate and, with the exception of certain retail space, own 100% of Wynn Las Vegas, which we also refer to as our Las Vegas Operations.

On February 6, 2018, our founder, Stephen A.

Wynn ("Mr. Wynn"), resigned as Chief Executive Officer ("CEO") and Chairman of the Board of Directors after allegations of inappropriate personal conduct by Mr. Wynn in the workplace were reported in a January 26, 2018 Wall Street Journal article.

In light of the article, on January 26, 2018, the Company's Board of Directors formed a Special Committee comprised solely of independent directors to investigate the allegations against Mr. Wynn.

On February 12, 2018, the Special Committee announced that its review was expanded to include a comprehensive review of the Company's internal policies and procedures with the goal of employing best practices to maintain a safe and respectful workplace for all employees.

The Board of Directors also announced that its Nominating and Corporate Governance Committee is commencing a process to add additional directors to strengthen the composition, skills and experience of the Board of Directors.

The Nevada Gaming Control Board (the "NGCB") and the Massachusetts Gaming Commission (the "MGC") have also commenced investigations into the foregoing matters, including suitability with respect to the Company and its licensees.

The Company is cooperating with these regulatory reviews.

In addition, the Macau Gaming Inspection and Coordination Bureau (the "DICJ") is monitoring and reviewing the situation, and the Company is cooperating.

As addressed in this annual report on Form 10-K (this "Form 10-K"), these events create a number of risks and uncertainties that could materially adversely affect the Company's business and prospects.

For more information, see Item 1—"Business—Our Strategy," Item 1—"Business — Regulation and Licensing," Item 1A—"Risk Factors," Item 3—"Legal Proceedings," and Item 8—"Financial Statements and Supplementary Data," Note 7, "Long-Term Debt," Note 8, "Related Party Transactions," and Note 14, "Commitments and Contingencies—Litigation."

In November 2017, we contributed approximately 74,000 square feet of additional retail space to the Retail Joint Venture, the majority of which is currently under

construction at Wynn Las Vegas.

We have begun site preparation and pre-construction activities for the redevelopment of the land previously occupied by the Wynn Las Vegas golf course, which we closed in the fourth quarter of 2017.

Phase 1 of the project is expected to include a lagoon and additional meeting and convention space.

Based on current designs, we estimate the total project budget for Phase 1 to be approximately $500 million and we expect to open Phase 1 in the first half of 2020.

| • | Wynn Palace has earned a coveted Five-Star triple crown for its hotel, spa and Sushi Mizumi restaurant on the 2018 Forbes Travel Guide Star Rating list. |

| • | Wynn Palace is the first and only resort in the world with more than one thousand rooms to receive Five Stars. |

Government statistics show an increase of 5.4% in Macau tourist arrivals in 2017 compared to 2016, from 31 million to 33 million, which contributed to an increase in annual gaming revenues in Macau from $27.9 billion in 2016 to $33.1 billion in 2017.

As of December 31, 2017, there were 37,100 hotel rooms, 6,419 table games and 15,622 slot machines in Macau, compared to 12,978

During 2017, the economic environment in the gaming and hotel markets improved in Las Vegas, with Las Vegas Strip gaming revenues increasing to $6.5 billion from $6.4 billion in 2016, despite a slight decline in visitation of 1.7%, which was largely driven by renovation projects at a number of properties, decreasing hotel room inventory.

During 2017, the average daily room rate and revenue per available room increased 2.9% and 2.1%, respectively, and were partially offset by a 0.5% decrease in occupancy.

On February 6, 2018, Mr. Wynn resigned as CEO and Chairman of the Board of Directors after allegations of inappropriate personal conduct by Mr. Wynn in the workplace were reported in a January 26, 2018 Wall Street Journal article.

In light of the article, on January 26, 2018, the Company's Board of Directors formed a Special Committee comprised solely of independent directors to investigate the allegations against Mr. Wynn.

On February 12, 2018, the Special Committee announced that its review was expanded to include a comprehensive review of the Company's internal policies and procedures with the goal of employing best practices to maintain a safe and respectful workplace for all employees.

The Board of Directors also announced that its Nominating and Corporate Governance Committee is commencing a process to add additional directors to strengthen the composition, skills and experience of the Board of Directors.

The NGCB and the MGC have also commenced investigations into the foregoing matters, including suitability with respect to the Company and its licensees.

The Company is cooperating with these regulatory reviews.

In addition, the DICJ is monitoring and reviewing the situation, and the Company is cooperating.

As discussed further below, each of these regulatory authorities has extensive power to license and oversee the operations of our casino resorts.

employees.

The Macau government has publicly commented that it is studying the process by which gaming concessions and subconcessions will be renewed.

Our gaming concession ends in 2022 along with Galaxy's, Sands' and Melco's concessions.

SJM's and MGM China's concessions will end in 2020.

Wynn Las Vegas, LLC and Wynn Las Vegas Capital Corp. are co-issuers of the debt securities.

a criminal offense.

A finding of suitability is comparable to licensing, and both

Pursuant to a separation agreement, dated as of February 15, 2018, by and between Mr. Wynn and the Company, if the Company ceases to use the "Wynn" surname and trademark, the Company will assign all of its right, title, and interest in the "Wynn" trademark to Mr. Wynn and terminate the Surname Rights Agreement.

| • | controversy, regulatory action, litigation and investigations related to Stephen A. Wynn and his separation from the Company; |

| • | our dependence on key employees; |

Wynn Resorts, Limited ("Wynn Resorts," or together with its subsidiaries, "we" or the "Company"), led by Chairman and Chief Executive Officer, Stephen A.

The Company's integrated resort business model, pioneered by Chairman and Chief Executive Officer Stephen A.

The senior executive team has an average of over 25 years of experience in the hotel and gaming industries.

In 2014, the Macau gaming market experienced its first year-over-year decline in annual gaming revenues since its liberalization in 2002, influenced by a downward trend in tourist arrivals.

Government statistics show a slight increase in tourist arrivals in 2016 over 2015 of 0.8%, to 31.0 million tourists in 2016.

Despite the slight increase in tourist arrivals in Macau, the decline in tourists' gaming activities has contributed to a further reduction in annual gaming revenues in Macau during 2016, as compared to 2015.

Although Las Vegas Strip gaming revenues remained relatively flat at $6.4 billion for the year ended December 31, 2016, the economic environment in the gaming and hotel markets in Las Vegas continued to improve with increased visitation and hotel room demand.

During 2016, the average daily room rate increased 4.5% and visitation increased 1.5% to 42.9 million visitors compared to 2015.

In addition, Las Vegas Strip resorts experienced 2016 year-over-year increases of 1.1% and 5.9% in occupancy and revenue per available room, respectively.

premiums, fines and indemnity for any material failure to perform the concession agreement.

These contractors are subject to approval of the Macau government.

number of gaming promoters a concessionaire is permitted to engage.

In addition to being licensed, Wynn Las Vegas, LLC, as an issuer of debt securities registered with the SEC, also qualified as a registered company.

The Nevada Gaming Control Act requires beneficial

registered company can be sanctioned, including the loss of its approvals if, without the prior approval of the Nevada Gaming Commission, it:

The Shelf Approval also applies to any affiliated company wholly owned by us that is a publicly traded corporation or would thereby become a publicly traded corporation pursuant to a public offering.

The Shelf Approval does not constitute a finding, recommendation or approval by any of the Nevada Gaming Authorities as to the accuracy or adequacy of the offering memorandum or the investment merits of the securities.

Any representation to the contrary is unlawful.

| • | a percentage of the gross revenue received; |

| • | the number of gaming devices operated; or |

| • | the number of table games operated. |

gaming venture outside of Nevada, is required to deposit with the Nevada Gaming Control Board, and thereafter maintain, a revolving fund in the amount of $10,000 to pay the expenses of investigation of the Nevada Gaming Control Board of the licensee's or registrant's participation in such foreign gaming.

In addition, the MGC may require us to

An extension was in place until February 2017 when we entered into a new collective bargaining agreement, which expires July 2021.

We have

| • | our dependence on Stephen A. Wynn; |

[removed: Please see] [added: See] Item 8—"Financial Statements and Supplementary Data," Note [removed: 17] [added: 14,] "Commitments and Contingencies—Litigation" in this Annual Report on Form 10-K, which is incorporated herein by [removed: reference.][added: reference, and Item 1A—"Risk Factors" in this Annual Report on Form 10-K.]

Wynn Macau SA [removed: is cooperating] [added: has cooperated] with CCAC's request.

For additional information, please see Item 8—"Financial Statements and Supplementary Data" as well as Item 1A—"Risk Factors" in this Annual Report on Form 10-K.

| | For the fiscal year ended December 31, [removed: 2016] [added: 2017] |

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate [removed: Website,] [added: Web site,] if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K [added: (§ 229.405 of this chapter)] is not contained herein, and will not be contained, to the best of [removed: the] registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, [removed: or] a smaller reporting [added: company, or an emerging growth] company.

See [removed: definition] [added: the definitions] of "large accelerated filer," "accelerated [removed: filer" and] [added: filer,"] "smaller reporting [added: company," and "emerging growth] company" in Rule 12b-2 of the Exchange Act.

| Non-accelerated filer | | ¨ [added: (Do not check if a smaller reporting company)] | | Smaller reporting company | | ¨ |

The aggregate market value of the registrant's voting and non-voting common stock held by non-affiliates based on the closing price as reported on the [removed: NASDAQ] [added: Nasdaq] Global Select Market on June 30, [removed: 2016] [added: 2017] was approximately [removed: $7.18] [added: $10.74] billion.

As of February 15, [removed: 2017, 101,925,222] [added: 2018, 103,017,861] shares of the registrant's Common Stock, $0.01 par value, were outstanding.

Portions of the registrant's Proxy Statement for its [removed: 2017] [added: 2018] Annual Meeting of Stockholders to be filed not later than 120 days after the end of the fiscal year covered by this report are incorporated by reference into Part III of this Form 10-K.

| Item 1. | [removed: [Business](#s9CDDE06DC07A5C2C840552EFD9B6A0E1)] [added: [Business](#s1415A582ADEF52B2B7EC70C72B98E7EF)] | [removed: [3](#s9CDDE06DC07A5C2C840552EFD9B6A0E1)] [added: [3](#s1415A582ADEF52B2B7EC70C72B98E7EF)] |

| Item 1A. | [Risk [removed: Factors](#sC16B0D12370B5CF09587DBE7692A3845)] [added: Factors](#sD8AAB803DD42509EAB4881F15F97C1B9)] | [removed: [16](#sC16B0D12370B5CF09587DBE7692A3845)] [added: [16](#sD8AAB803DD42509EAB4881F15F97C1B9)] |

| Item 1B. | [Unresolved Staff [removed: Comments](#sD8C412AEE0D350CC8D56DDA75236A0B6)] [added: Comments](#s114AEEC6C59E5E30B289AC60B0B1C197)] | [removed: [31](#sD8C412AEE0D350CC8D56DDA75236A0B6)] [added: [32](#s114AEEC6C59E5E30B289AC60B0B1C197)] |

| Item 2. | [removed: [Properties](#s02D3D7391C02532DA9F1BD614E344535)] [added: [Properties](#s6F33D4B60BA05555A0FDE2C704E51536)] | [removed: [31](#s02D3D7391C02532DA9F1BD614E344535)] [added: [33](#s6F33D4B60BA05555A0FDE2C704E51536)] |

| Item 3. | [Legal [removed: Proceedings](#s723E3B16BE495C3ABFFA97336D819531)] [added: Proceedings](#s08221189BC43555B96B6A69252193D6A)] | [removed: [31](#s723E3B16BE495C3ABFFA97336D819531)] [added: [33](#s08221189BC43555B96B6A69252193D6A)] |

| Item 4. | [Mine Safety [removed: Disclosures](#s3624E39189755F61902133D8D711EE9D)] [added: Disclosures](#s72255168290854A99DEE57D3FC878F66)] | [removed: [32](#s3624E39189755F61902133D8D711EE9D)] [added: [33](#s72255168290854A99DEE57D3FC878F66)] |

| Item 5. | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#sCAEB9AAEBDF55B378E4AFD4252BBFEED)] [added: Securities](#s5B3BE44DDA6B5348A7649CA0D29F9891)] | [removed: [33](#sCAEB9AAEBDF55B378E4AFD4252BBFEED)] [added: [34](#s5B3BE44DDA6B5348A7649CA0D29F9891)] |

| Item 6. | [Selected Financial [removed: Data](#s4537974D392C53E79DA98AC150C184C8)] [added: Data](#s2D84CABE7FA85BC2863BD8D2B1149343)] | [removed: [35](#s4537974D392C53E79DA98AC150C184C8)] [added: [36](#s2D84CABE7FA85BC2863BD8D2B1149343)] |

| Item 7. | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#s63A44DA95CC550FF9F62E5D836C30650)] [added: Operations](#s547E0E176DB45F748881454D11A645BF)] | [removed: [36](#s63A44DA95CC550FF9F62E5D836C30650)] [added: [37](#s547E0E176DB45F748881454D11A645BF)] |

| Item 7A. | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#s1FE397542FBD5920A9F33FF690F711F1)] [added: Risk](#sAEC139789DD755869545918BB4E2EF76)] | [removed: [59](#s1FE397542FBD5920A9F33FF690F711F1)] [added: [64](#sAEC139789DD755869545918BB4E2EF76)] |

| Item 8. | [Financial Statements and Supplementary [removed: Data](#sC7E567CC6BB45BFFA6D005B37B2FD6C2)] [added: Data](#s42C915D0906B5637BC32F78BFE7C5D29)] | [removed: [62](#sC7E567CC6BB45BFFA6D005B37B2FD6C2)] [added: [66](#s42C915D0906B5637BC32F78BFE7C5D29)] |

| Item 9. | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#s0F5B2E7A47C4532EB9AC31B56E3DF834)] [added: Disclosure](#s0F6ECD14D5EA5B25A2462FFA2AB1623E)] | [removed: [115](#s0F5B2E7A47C4532EB9AC31B56E3DF834)] [added: [119](#s0F6ECD14D5EA5B25A2462FFA2AB1623E)] |

| Item 9A. | [Controls and [removed: Procedures](#s299FD7200635559CABBB71BF6C98F7C8)] [added: Procedures](#sBC66AE88542A5C519A1689CCF2EF47F2)] | [removed: [115](#s299FD7200635559CABBB71BF6C98F7C8)] [added: [119](#sBC66AE88542A5C519A1689CCF2EF47F2)] |

| Item 9B. | [Other [removed: Information](#s3CC3B5BD9BBF5913BF6ED7A1551DCB59)] [added: Information](#s002B4F812F1251E7B1B9FC186C8EFB13)] | [removed: [115](#s3CC3B5BD9BBF5913BF6ED7A1551DCB59)] [added: [120](#s002B4F812F1251E7B1B9FC186C8EFB13)] |

| [PART [removed: III](#s7429FA777D1F57269B0CB602FA9EB3F7)] [added: III](#s0FF6424DC21655718EF8050DD2B8A586)] | | |

| Item 10. | [Directors, Executive Officers and Corporate [removed: Governance](#sD095CB07F49D5673A19595695FD13563)] [added: Governance](#s35472CC5424E5DDF83A3EEB69FD3E25A)] | [removed: [116](#sD095CB07F49D5673A19595695FD13563)] [added: [121](#s35472CC5424E5DDF83A3EEB69FD3E25A)] |

| Item 11. | [Executive [removed: Compensation](#s848C32E421FF52F1BFD37B9F7CFCF60E)] [added: Compensation](#s009D555DF950599883C5AC81AB6C2C01)] | [removed: [116](#s848C32E421FF52F1BFD37B9F7CFCF60E)] [added: [121](#s009D555DF950599883C5AC81AB6C2C01)] |

| Item 12. | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#sEDD1BC76A5AE539BB7E89CAB1AE7C76D)] [added: Matters](#s33138087ADA554C9B22EAB9532555BDA)] | [removed: [116](#sEDD1BC76A5AE539BB7E89CAB1AE7C76D)] [added: [121](#s33138087ADA554C9B22EAB9532555BDA)] |

| Item 13. | [Certain Relationships and Related Transactions, and Director [removed: Independence](#s41073AEFDC175E2093352497D1C726AA)] [added: Independence](#s9533D8A2A67757A0A3C4D3822DB2E5D2)] | [removed: [116](#s41073AEFDC175E2093352497D1C726AA)] [added: [121](#s9533D8A2A67757A0A3C4D3822DB2E5D2)] |

| Item 14. | [Principal Accountant Fees and [removed: Services](#sA30AB73A09CE5C4E902CE2AED035720F)] [added: Services](#s89E5A89466A85DB4AE9503F09A13D61B)] | [removed: [116](#sA30AB73A09CE5C4E902CE2AED035720F)] [added: [121](#s89E5A89466A85DB4AE9503F09A13D61B)] |

| Item 15. | [Exhibits, Financial Statement [removed: Schedules](#s28984793FA475DDB97E52B61C50DAEA8)] [added: Schedules](#sF344BCEDC7595694B720ECA6E085DE3A)] | [removed: [117](#s28984793FA475DDB97E52B61C50DAEA8)] [added: [122](#sF344BCEDC7595694B720ECA6E085DE3A)] |

10-K 1 wrl-20171231x10k.htm 10-K

| | | | | | | |

| | | | | 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.

| [PART I](#sEEC79B4E95B355558C0300EDCFC77A55) | | |

| [PART II](#s009F5C53D68857B89C28275D65992A6F) | | |

| [PART IV](#sB44979FF03DB5431AF0A5D879D9BC446) | | |

| Item 16. | [Form 10-K Summary](#sb32dabf881f74be2ad98aed7a5b95750) | [128](#sb32dabf881f74be2ad98aed7a5b95750) |

| [Signatures](#s02C35E3FC95957739F2133821797F7C5) | | [129](#s02C35E3FC95957739F2133821797F7C5) |

10-K 1 wrl-20161231x10k.htm 10-K

| [PART I](#sA748260CD28F56F2A694C166BE922BF2) | | |

| [PART II](#s6B61594202D55F03972BD2A260389C32) | | |

| [PART IV](#s96058B19081451139FF5AFACDA5B428E) | | |

| [Signatures](#s7A7F9CF4A2A7539ABC130321530D555A) | | [125](#s7A7F9CF4A2A7539ABC130321530D555A) |

[added: (1)] The government of Macau owns most of the land in Macau.

[removed: The term of the] [added: Wynn Macau is leased under a] land concession contract [removed: is] [added: with a term of] 25 years from August 2004, [removed: and it] [added: which] may be renewed with government approval for successive periods.

[removed: The term of the] [added: Wynn Palace is leased under a] land concession contract [removed: is] [added: with a term of] 25 years from May 2012, [removed: and it] [added: which] may be renewed with government approval for successive periods.

[added: |] Las Vegas [removed: Land][added: Operations | | | | |]

[added: (2)] We own approximately 834 acre-feet of permitted and certificated water rights, which we [removed: currently use] [added: used] to irrigate the golf [removed: course.][added: course prior to its closing in the fourth quarter of 2017.]

We anticipate using our water rights to support [removed: future development] [added: the redevelopment] of the golf course land.

The following table presents our significant land holdings.

We own or have obtained the right to use these properties.

We also own or lease various other improved and unimproved properties associated with our development projects.

| | | | | |

| --- | --- | --- | --- | --- |

| | | | | |

| Property | | Approximate Acres | | Location |

| | | | | |

| Macau Operations (1) | | | | |

| Wynn Macau | | 16 | | Located in downtown Macau's inner harbor. |

| Wynn Palace | | 51 | | Located in the Cotai area of Macau. |

| | | 67 | | |

| | | | | |

| Wynn Las Vegas (main parcel) | | 75 | | Located at the intersection of Las Vegas Boulevard and Sands Avenue. |

| Golf course land (2) | | 140 | | Located adjacent to Wynn Las Vegas. |

| Employee parking lot and office building | | 18 | | Located across Sands Avenue. |

| Office building | | 5 | | Located adjacent to golf course land. |

| | | 238 | | |

| | | | | |

| Wynn Boston Harbor (3) | | 33 | | Located in Everett, Massachusetts, adjacent to Boston along the Mystic River. |

| | | | | |

| Other (4) | | 38 | | Located on the Las Vegas Strip directly across from Wynn Las Vegas. |

(3) This integrated resort is currently under construction and is expected to open in mid-2019.

(4) Subsequent to December 31, 2017, we acquired approximately 38 acres of land, of which approximately 16 acres are subject to a ground lease that expires in 2097.

As part of this acquisition, we acquired approximately 24 acre-feet of permitted and certificated water rights.

We expect to use this land for future development.

Macau Land Concessions

Wynn Macau.

In July 2004, Wynn Macau SA, entered into a land concession contract under which Wynn Macau SA leases from the Macau government approximately 16 acres of land in downtown Macau's inner harbor area where Wynn Macau is located.

Wynn Palace.

In September 2011, Palo Real Estate Company Limited ("Palo"), a subsidiary of Wynn Macau SA, and Wynn Macau SA formally accepted the terms and conditions of a draft land concession contract from the Macau government for approximately 51 acres of land in the Cotai area of Macau.

On May 2, 2012, the land concession contract was gazetted by the government of Macau evidencing the final step in the granting of the land concession.

We own approximately 238 acres of land on or near the Las Vegas Strip consisting of approximately 75 acres at the northeast corner of the intersection of Las Vegas Boulevard and Sands Avenue, on which Wynn Las Vegas is located, the approximately 140-acre golf course behind Wynn Las Vegas, approximately five acres adjacent to the golf course upon which an office building is located, and approximately 18 acres located across from the Wynn Las Vegas site at Koval Lane and Sands Avenue, a portion of which is improved with an employee parking garage and an office building.

Las Vegas Water Rights

Massachusetts Land

We own approximately 33 acres of land along the Mystic River in Everett, Massachusetts, adjacent to Boston, which is the project site for Wynn Boston Harbor, our integrated resort that is currently under construction.

The resort will contain a hotel, a waterfront boardwalk, meeting and convention space, casino space, a spa, retail offerings and food and beverage outlets.

| First Quarter (through February 15, [removed: 2017)] [added: 2018)] | $ | [removed: 104.39] [added: 203.63] | | | $ | [removed: 86.20] [added: 160.38] | |

There were approximately [removed: 185] [added: 165] holders of record of our common stock as of February 15, [removed: 2017.][added: 2018.]

Restrictions imposed by our subsidiaries' debt instruments significantly restrict certain key subsidiaries, including Wynn [removed: Las Vegas, LLC, Wynn America, LLC] [added: America] and Wynn Macau SA, from making dividends or distributions to Wynn Resorts.

In [removed: February 2016, May 2016, August 2016,] [added: each quarter of 2017] and [removed: November] 2016, the Company paid a cash dividend of $0.50 per [added: share, for annual cash dividends of $2.00 per] share.

On January [removed: 26, 2017,] [added: 22, 2018,] the Company announced a cash dividend of $0.50 per share, payable on February [removed: 28, 2017,] [added: 27, 2018,] to stockholders of record as of February [removed: 14, 2017.][added: 15, 2018.]

In November [removed: 2016,] [added: 2017,] we repurchased [removed: 5,763] [added: 630] shares in satisfaction of tax withholding obligations on vested restricted stock at an average price of [removed: $87.53] [added: $150.09] per share, for a total amount of [removed: $0.5] [added: $0.1] million.

In December [removed: 2016,] [added: 2017,] we repurchased [removed: 73,413] [added: 54,768] shares in satisfaction of tax withholding obligations on vested restricted stock at an average price of [removed: $98.37] [added: $167.75] per share, for a total amount of [removed: $7.2] [added: $9.2] million.

None of the foregoing repurchases that occurred [removed: during the three months ended] [added: in November 2017 and] December [removed: 31, 2016] [added: 2017] were part of the Company's publicly announced repurchase program, which is discussed in Item 8—"Financial Statements and Supplementary Data," Note [removed: 12] [added: 9,] "Stockholders' [removed: Equity—Common Stock."][added: Equity."]

The graph below compares the [removed: five year] [added: five-year] cumulative total return on our common stock to the cumulative total return of the Standard & Poor's 500 Stock Index ("S&P 500") and the Dow Jones US Gambling Index.

The performance graph assumes that $100 was invested on December 31, [removed: 2011] [added: 2012] in each of the Company's common stock, the S&P 500 and the Dow Jones US Gambling Index, and that all dividends were reinvested.

[removed: ][added: ]

| *$100 invested on [removed: 12/31/11] [added: 12/31/12] in stock or index, including reinvestment of dividends. Fiscal year ending December 31. |

| Copyright © [removed: 2017] [added: 2018] S&P, a division of McGraw Hill Financial. All rights reserved. |

| Copyright © [removed: 2017] [added: 2018] Dow Jones & Co. All rights reserved. |

| 2018 | | | | | | | |

| First Quarter | $ | 116.19 | | | $ | 86.20 | |

| Second Quarter | $ | 139.67 | | | $ | 112.91 | |

| Third Quarter | $ | 150.15 | | | $ | 124.11 | |

| Fourth Quarter | $ | 171.06 | | | $ | 139.20 | |

| 2015 | | | | | | | |

| First Quarter | $ | 160.41 | | | $ | 121.53 | |

| Second Quarter | $ | 136.93 | | | $ | 93.59 | |

| Third Quarter | $ | 112.00 | | | $ | 52.26 | |

| Fourth Quarter | $ | 77.25 | | | $ | 50.96 | |

In February 2015, we paid a cash dividend of $1.50 per share.

In each of May 2015, August 2015, and November 2015, we paid a cash dividend of $0.50 per share.

The following financial information for each of the five years ended December 31, [added: 2017,] 2016, 2015, [removed: 2014, 2013,] [added: 2014] and [removed: 2012] [added: 2013] has been derived from our consolidated financial statements.

| | [removed: 2016] [added: 2017] (1) | | | | [removed: 2015] [added: 2016 (2)] | | | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | | | [removed: 2012 (2)] [added: 2013] | | |

| Net revenues | $ | [removed: 4,466,297] [added: 6,306,368] | | | $ | [removed: 4,075,883] [added: 4,466,297] | | | $ | [removed: 5,433,661] [added: 4,075,883] | | | $ | [removed: 5,620,936] [added: 5,433,661] | | | $ | [removed: 5,154,284] [added: 5,620,936] | |

| Pre-opening [removed: costs] [added: expenses] | [removed: 154,717] [added: 26,692] | | | | [removed: 77,623] [added: 154,717] | | | | [removed: 30,146] [added: 77,623] | | | | [removed: 3,169] [added: 30,146] | | | | [removed: 466] [added: 3,169] | | |

| Operating income | [removed: 521,662] [added: 1,055,565] | | | | [removed: 658,814] [added: 521,662] | | | | [removed: 1,266,278] [added: 658,814] | | | | [removed: 1,290,091] [added: 1,266,278] | | | | [removed: 1,029,276] [added: 1,290,091] | | |

| Net income | [removed: 302,469] [added: 889,254] | | | | [removed: 281,524] [added: 302,469] | | | | [removed: 962,644] [added: 281,524] | | | | [removed: 1,004,157] [added: 962,644] | | | | [removed: 728,699] [added: 1,004,157] | | |

| Less: net income attributable to noncontrolling interests | [removed: (60,494] [added: (142,073] | | ) | | [removed: (86,234] [added: (60,494] | | ) | | [removed: (231,090] [added: (86,234] | | ) | | [removed: (275,505] [added: (231,090] | | ) | | [removed: (226,663] [added: (275,505] | | ) |

| Net income attributable to Wynn Resorts, Limited | [removed: 241,975] [added: 747,181] | | | | [removed: 195,290] [added: 241,975] | | | | [removed: 731,554] [added: 195,290] | | | | [removed: 728,652] [added: 731,554] | | | | [removed: 502,036] [added: 728,652] | | |

| Basic income per share | $ | [removed: 2.39] [added: 7.32] | | | $ | [removed: 1.93] [added: 2.39] | | | $ | [removed: 7.25] [added: 1.93] | | | $ | 7.25 | | | $ | [removed: 4.87] [added: 7.25] | |

| Diluted income per share | $ | [removed: 2.38] [added: 7.28] | | | $ | [removed: 1.92] [added: 2.38] | | | $ | [removed: 7.18] [added: 1.92] | | | $ | [removed: 7.17] [added: 7.18] | | | $ | [removed: 4.82] [added: 7.17] | |

| Cash and cash equivalents | $ | [removed: 2,453,122] [added: 2,804,474] | | | $ | [removed: 2,080,089] [added: 2,453,122] | | | $ | [removed: 2,182,164] [added: 2,080,089] | | | $ | [removed: 2,435,041] [added: 2,182,164] | | | $ | [removed: 1,725,219] [added: 2,435,041] | |

| Construction in progress | [removed: 299,686] [added: 1,016,207] | | | | [removed: 3,217,117] [added: 299,686] | | | | [removed: 1,666,326] [added: 3,217,117] | | | | [removed: 558,624] [added: 1,666,326] | | | | [removed: 110,490] [added: 558,624] | | |

| Total assets [removed: (3)] | [removed: 11,953,557] [added: 12,681,739] | | | | [removed: 10,459,159] [added: 11,953,557] | | | | [removed: 9,001,919] [added: 10,459,159] | | | | [removed: 8,332,133] [added: 9,001,919] | | | | [removed: 7,234,832] [added: 8,332,133] | | |

| Total long-term obligations (3) [removed: (4)] | [removed: 10,248,676] [added: 9,673,099] | | | | [removed: 9,327,143] [added: 10,279,375] | | | | [removed: 7,482,510] [added: 9,327,143] | | | | [removed: 6,748,283] [added: 7,482,510] | | | | [removed: 6,002,701] [added: 6,748,283] | | |

| [removed: Stockholders’] [added: Stockholders'] equity | [removed: 257,881] [added: 1,078,350] | | | | [removed: 21,845] [added: 257,881] | | | | [removed: 211,091] [added: 21,845] | | | | [removed: 132,351] [added: 211,091] | | | | [removed: 103,932] [added: 132,351] | | |

| Cash dividends declared per common share | $ | 2.00 | | | $ | [removed: 3.00] [added: 2.00] | | | $ | [removed: 6.25] [added: 3.00] | | | $ | [removed: 7.00] [added: 6.25] | | | $ | [removed: 9.50] [added: 7.00] | |

| [removed: (1)] [added: (2)] | [removed: On] [added: Wynn Palace opened on] August 22, [removed: 2016, we opened Wynn Palace.] [added: 2016.] |

| [removed: (4)] [added: (3)] | Includes long-term debt, [added: other] long-term [removed: portion of] [added: liabilities, deferred income tax liabilities, net and] the [added: required] contract premium payments under our land concession [removed: contract] [added: contracts] at Wynn [removed: Macau, other long-term liabilities and deferred income taxes, net.] [added: Palace.] |

| | 2017 (1) | | | | 2016 (2) | | | | 2015 | | | | 2014 | | | | 2013 | | |

| (1) | During the fourth quarter of 2017, we recorded a provisional income tax benefit of $339.9 million related to the enactment of U.S. tax reform. See Item 8—"Financial Statements and Supplementary Data," Note 13, "Income Taxes." |

| | |

| --- | --- |

| (2) | On February 18, 2012, we redeemed and canceled Aruze's 24,549,222 shares of Wynn Resorts common stock. In connection with the redemption and cancellation, stockholders' equity was reduced by $1.94 billion, the face amount of the Redemption Note. Aruze has challenged the redemption and cancellation of the 24,549,222 shares and legal proceedings are ongoing. See Item 8—"Financial Statements and Supplementary Data," Note 17 "Commitments and Contingencies." |

| (3) | For fiscal years 2015 and prior, the total assets and total long-term obligations have been reclassified to conform to the presentation from the retrospective application of deferred financing costs accounting guidance we adopted on January 1, 2016. See Item 8—"Financial Statements and Supplementary Data," Note 2 "Summary of Significant Accounting Policies—Recently Issued and Adopted Accounting Standards." |

| | Page | [removed: |]

[removed: | [Report of Independent Registered Public Accounting Firm on Internal Control over Financial Reporting](#sF1E1E0789DE254C1861E700A1EF22C7F) | 63 | |][added: REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM]

| [Consolidated Balance [removed: Sheets](#s5655373E32355B06977BA92049B3AD19) | 65] [added: Sheets](#s5FFCAEB7C37053B5A88F112462960878)] | [added: [69](#s5FFCAEB7C37053B5A88F112462960878)] |

| [Consolidated Statements of [removed: Income](#sB36FA58FA5AE5CDC8D95504632774E8A) | 66] [added: Income](#s151271FD858250EBB6C1D2A5BB0DD01D)] | [added: [70](#s151271FD858250EBB6C1D2A5BB0DD01D)] |

| [Consolidated Statements of Comprehensive [removed: Income](#s9D72C068DFCF560A80A7DC9DCFA65D10) | 67] [added: Income](#s90FD183DCF9A59969A8F394B19A1DE5E)] | [added: [71](#s90FD183DCF9A59969A8F394B19A1DE5E)] |

| [Consolidated Statements of Stockholders’ [removed: Equity](#sB09FC5ED4BE359479B2D7959164BDCFF) | 68] [added: Equity](#sED947BA994BB5D2D9F7E45076B5182DA)] | [added: [72](#sED947BA994BB5D2D9F7E45076B5182DA)] |

| [Consolidated Statements of Cash [removed: Flows](#s60C4F866150F5B05B2B684FB9AB71BA6) | 69] [added: Flows](#sED88D0A29B035F8B99F9ADC0671A4A1D)] | [added: [73](#sED88D0A29B035F8B99F9ADC0671A4A1D)] |

| [Notes to Consolidated Financial [removed: Statements](#s5EC1575B3142523CAD061E7395FCE26B) | 70] [added: Statements](#s23531D4D79AA52C8B8C8A689526426CE)] | [added: [74](#s23531D4D79AA52C8B8C8A689526426CE)] |

[removed: REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON INTERNAL CONTROL OVER FINANCIAL REPORTING][added: Opinion on Internal Control over Financial Reporting]

We have audited Wynn Resorts, Limited and subsidiaries' [removed: (the "Company")] internal control over financial reporting as of December 31, [removed: 2016,] [added: 2017,] based on criteria established in Internal [removed: Control—Integrated] [added: Control-Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the [removed: "COSO criteria").][added: COSO criteria).]

The Company's management is responsible for maintaining effective internal control over financial [removed: reporting,] [added: reporting] and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management Report on Internal Control Over Financial [removed: Reporting, included in Item 9A.][added: Reporting.]

We conducted our audit in accordance with the standards of the [removed: Public Company Accounting Oversight Board (United States).][added: PCAOB.]

In our opinion, [removed: the Company] [added: Wynn Resorts, Limited and subsidiaries (the Company)] maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2016,] [added: 2017,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United [removed: States),] [added: States) (PCAOB),] the [removed: 2016] consolidated [removed: financial] [added: balance sheets of the Company as of December 31, 2017 and 2016, the related consolidated] statements of [removed: Wynn Resorts, Limited] [added: income, comprehensive income, stockholders' equity] and [removed: subsidiaries] [added: cash flows for each of the three years in the period ended December 31, 2017,] and [added: the related notes and financial statement schedule listed in the Index at Item 15(a) and] our report dated February [removed: 24, 2017] [added: 28, 2018] expressed an unqualified opinion thereon.

We have audited the accompanying consolidated balance sheets of Wynn Resorts, Limited and subsidiaries (the [removed: "Company")] [added: Company)] as of December 31, [removed: 2016 and 2015,] [added: 2017] and [added: 2016,] the related consolidated statements of income, comprehensive income, stockholders' equity and cash flows for each of the three years in the period ended December 31, [removed: 2016.][added: 2017, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the "financial statements").]

These financial statements [removed: and schedule] are the responsibility of the Company's management.

Our responsibility is to express an opinion on [removed: these] [added: the Company's] financial statements [removed: and schedule] based on our audits.

We conducted our audits in accordance with the standards of the [removed: Public Company Accounting Oversight Board (United States).][added: PCAOB.]

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material [removed: misstatement.][added: misstatement, whether due to error or fraud.]

[removed: An audit includes] [added: Such procedures included] examining, on a test basis, evidence [removed: supporting] [added: regarding] the amounts and disclosures in the financial statements.

[removed: An audit] [added: Our audits] also [removed: includes assessing] [added: included evaluating] the accounting principles used and significant estimates made by management, as well as evaluating the overall [added: presentation of the] financial [removed: statement presentation.][added: statements.]

In our opinion, the financial statements [removed: referred to above] present fairly, in all material respects, the consolidated financial position of [removed: Wynn Resorts, Limited and subsidiaries] [added: the Company] at December 31, [removed: 2016] [added: 2017] and [removed: 2015,] [added: 2016,] and the consolidated results of [removed: their] [added: its] operations and [removed: their] [added: its] cash flows for each of the three years in the period ended December 31, [removed: 2016,] [added: 2017,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United [removed: States),] [added: States) (PCAOB),] the Company's internal control over financial reporting as of December 31, [removed: 2016,] [added: 2017,] based on criteria established in Internal [removed: Control—Integrated] [added: Control-Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 [removed: framework)] [added: framework),] and our report dated February [removed: 24, 2017] [added: 28, 2018] expressed an unqualified opinion thereon.

| | [added: 2017 | | | |] 2016 | | | | 2015 | | |

| Cash and cash equivalents | $ | [removed: 2,453,122] [added: 2,804,474] | | | $ | [removed: 2,080,089] [added: 2,453,122] | |

| Investment securities | [removed: 173,437] [added: 166,773] | | | | [removed: 115,297] [added: 173,437] | | |

| Receivables, net | [removed: 218,968] [added: 224,128] | | | | [removed: 187,887] [added: 218,968] | | |

| Inventories | [removed: 91,541] [added: 71,636] | | | | [removed: 74,493] [added: 91,541] | | |

| Prepaid expenses and other | [removed: 53,299] [added: 156,773] | | | | [removed: 48,012] [added: 53,299] | | |

| Total current assets | [removed: 2,990,367] [added: 3,423,784] | | | | [removed: 2,505,778] [added: 2,990,367] | | |

| Property and equipment, net | [removed: 8,259,631] [added: 8,498,756] | | | | [removed: 7,477,478] [added: 8,259,631] | | |

| Restricted cash | [added: $ |] 192,823 | | | [added: $] | [removed: 2,060] [added: —] | | | [added: $ | 192,823 | | | $ | — | |]

| Investment securities | [removed: 128,023] [added: 160,682] | | | | [removed: 136,256] [added: 128,023] | | |

| Intangible assets, net | [removed: 113,588] [added: 123,705] | | | | [removed: 110,972] [added: 113,588] | | |

| Other assets | [removed: 269,125] [added: 232,119] | | | | [removed: 225,888] [added: 269,125] | | |

| [removed: Investment] [added: Return of investment] in unconsolidated affiliates | — | | | | 727 | | | [added: | 1,901 | | |]

| Total assets | $ | [removed: 11,953,557] [added: 12,681,739] | | | $ | [removed: 10,459,159] [added: 11,953,557] | |

| Accounts and construction payables | $ | [removed: 298,505] [added: 285,437] | | | $ | [removed: 267,791] [added: 298,505] | |

| Customer deposits | [removed: 599,566] [added: 1,049,629] | | | | [removed: 436,409] [added: 599,566] | | |

| Gaming taxes payable | [removed: 162,706] [added: 211,600] | | | | [removed: 98,559] [added: 162,706] | | |

| [Reports of Independent Registered Public Accounting Firm](#s71495289DCF457AE92D0455FC051FED4) | [67](#s71495289DCF457AE92D0455FC051FED4) |

| [Quarterly Consolidated Financial Information](#sFDAFF7984EB15E279D319C4620B54EC3) | [118](#sFDAFF7984EB15E279D319C4620B54EC3) |

Basis for Opinion

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

Definition and Limitations of Internal Control Over Financial Reporting

February 28, 2018

Opinion on the Financial Statements

Basis for Opinion

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

We have served as the Company's auditor since 2006.

February 28, 2018

| | 2017 | | | | 2016 | | |

| Deferred income taxes, net | 240,533 | | | | — | | |

| Effect of change in accounting for stock-based compensation | — | | | — | | | | — | | | | 2,807 | | | | — | | | | (2,696 | | ) | | 111 | | | | — | | | | 111 | | |

| Balances, December 31, 2016, as adjusted | 101,799,471 | | | 1,150 | | | | (1,166,697 | | ) | | 1,229,722 | | | | 1,484 | | | | 92,401 | | | | 158,060 | | | | 99,932 | | | | 257,992 | | |

| Net income | — | | | — | | | | — | | | | — | | | | — | | | | 747,181 | | | | 747,181 | | | | 142,073 | | | | 889,254 | | |

| Currency translation adjustment | — | | | — | | | | — | | | | — | | | | (2,766 | | ) | | — | | | | (2,766 | | ) | | (1,066 | | ) | | (3,832 | | ) |

| Exercise of stock options | 661,800 | | | 7 | | | | — | | | | 61,988 | | | | — | | | | — | | | | 61,995 | | | | 214 | | | | 62,209 | | |

| Issuance of restricted stock | 706,341 | | | 7 | | | | — | | | | 18,565 | | | | — | | | | — | | | | 18,572 | | | | 653 | | | | 19,225 | | |

| Sale of ownership interest in subsidiary, net of income tax of $17.8 million | — | | | — | | | | — | | | | 149,259 | | | | — | | | | — | | | | 149,259 | | | | 13,238 | | | | 162,497 | | |

| Cash dividends declared | — | | | — | | | | — | | | | — | | | | — | | | | (204,515 | | ) | | (204,515 | | ) | | (116,568 | | ) | | (321,083 | | ) |

| Distributions to noncontrolling interests | — | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | (11,436 | | ) | | (11,436 | | ) |

| Stock-based compensation | — | | | — | | | | — | | | | 38,677 | | | | — | | | | — | | | | 38,677 | | | | 3,573 | | | | 42,250 | | |

| Balances, December 31, 2017 | 103,005,866 | | | $ | 1,164 | | | $ | (1,184,468 | ) | | $ | 1,497,928 | | | $ | (1,845 | ) | | $ | 635,067 | | | $ | 947,846 | | | $ | 130,504 | | | $ | 1,078,350 | |

| Net income | $ | 889,254 | | | $ | 302,469 | | | $ | 281,524 | |

| Depreciation and amortization | 552,368 | | | | 404,730 | | | | 322,629 | | |

| Amortization of debt issuance costs | 25,013 | | | | 24,326 | | | | 19,785 | | |

| (Benefit) provision for doubtful accounts | (6,711 | | ) | | 8,203 | | | | 11,115 | | |

| Income taxes paid related to sale of ownership interest in subsidiary | (25,176 | | ) | | — | | | | — | | |

| Property and equipment acquired under capital lease | $ | 16,593 | | | $ | — | | | $ | — | |

| Liability settled with shares of common stock | $ | 19,225 | | | $ | — | | | $ | — | |

Development Projects

The Company has begun site preparation and pre-construction activities for the re-development of the Wynn Las Vegas golf course, which the Company closed in the fourth quarter of 2017.

Phase 1 of the project is expected to include a lagoon and additional meeting and convention space.

The Company expects to open Phase 1 in the first half of 2020.

| | 2017 | | | | 2016 | | |

| | $ | 224,128 | | | $ | 218,968 | |

| | |

| | Estimated Useful Lives (years) |

| | | |

| --- | --- | --- |

| [Report of Independent Registered Public Accounting Firm on the Consolidated Financial Statements](#sE4EA96D1F0DB51E590027CC5294186FE) | 64 | |

February 24, 2017

Our audits also included the financial statement schedule listed in the Index at item 15(a)2.

Also, in our opinion, the related financial statement schedule referred to above, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein.

| Current portion of land concession obligation | — | | | | 16,000 | | |

| Balances, January 1, 2014 | 101,192,408 | | | $ | 1,142 | | | $ | (1,143,419 | ) | | $ | 888,727 | | | $ | 2,913 | | | $ | 66,130 | | | $ | (184,507 | ) | | $ | 316,858 | | | $ | 132,351 | |

| Net income | — | | | — | | | | — | | | | — | | | | — | | | | 731,554 | | | | 731,554 | | | | 231,090 | | | | 962,644 | | |

| Currency translation adjustment | — | | | — | | | | — | | | | — | | | | (203 | | ) | | — | | | | (203 | | ) | | (79 | | ) | | (282 | | ) |

| Exercise of stock options | 211,133 | | | 2 | | | | — | | | | 11,643 | | | | — | | | | — | | | | 11,645 | | | | 214 | | | | 11,859 | | |

| Issuance of restricted stock | 54,500 | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | |

| Cash dividends declared | — | | | — | | | | — | | | | 59 | | | | — | | | | (633,197 | | ) | | (633,138 | | ) | | (312,287 | | ) | | (945,425 | | ) |

| Amortization and write off of deferred financing costs and other | 24,326 | | | | 19,785 | | | | 36,649 | | |

| Return of investment in unconsolidated affiliates | 727 | | | | 1,901 | | | | — | | |

| Excess tax benefits from stock-based compensation | 742 | | | | 792 | | | | 9,339 | | |

Development Project

Deferred Financing Costs

See the Recently Issued and Adopted Accounting Standards section below for details on the presentation change of deferred financing costs.

Such amounts are then deducted as promotional allowances.

These gaming taxes are an assessment on the Company's gross gaming revenues and are recorded as casino expenses in the accompanying Consolidated Statements of Income.

Comprehensive Income

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Cash equivalents | $ | 846,281 | | | $ | 186 | | | $ | 846,095 | | | — | |

| Restricted cash | $ | 2,060 | | | $ | 2,060 | | | — | | | | — | |

| Interest rate swaps | $ | 726 | | | — | | | | $ | 726 | | | — | |

| Redemption Note | $ | 1,884,402 | | | — | | | | $ | 1,884,402 | | | — | |

| Interest rate swaps | $ | 108 | | | — | | | | $ | 108 | | | — | |

As of December 31, 2016, there were no cash equivalents categorized as Level 2 held in foreign currencies.

As of December 31, 2015, 16% of the Company's cash equivalents categorized as Level 2 were deposits held in foreign currencies.

In November 2016, the Financial Accounting Standards Board ("FASB") issued an accounting standards update that changes the classification of restricted cash in the statement of cash flows.

The effective date for this guidance is for financial statements for fiscal years beginning after December 15, 2017, and interim periods within those fiscal periods and early application is permitted.

The new guidance should be adopted on a retrospective basis.

An entity should also recognize excess tax benefits regardless of whether the benefit reduces taxes payable in the current period.

In regard to forfeitures, the entity may make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur.

The effective date for this guidance is for financial statements for fiscal years beginning after December 15, 2016, and interim periods within those fiscal periods and early application is permitted.

In February 2016, the FASB issued an accounting standards update that changes the accounting for leases and requires expanded disclosures about leasing activities.

The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years and early adoption is permitted.

The effective date for this guidance is for financial statements issued for fiscal years beginning after December 15, 2017.

Based on such evaluation, the Company's Chief Executive Officer and Chief Financial Officer have concluded that, as of December 31, [removed: 2016,] [added: 2017,] the Company's disclosure controls and procedures are effective, at the reasonable assurance level, in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act and in ensuring that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company's management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely discussions regarding required disclosure.

Management assessed the effectiveness of the Company's internal control over financial reporting as of December 31, [removed: 2016.][added: 2017.]

Based on our assessment, management believes that, as of December 31, [removed: 2016,] [added: 2017,] the Company's internal control over financial reporting was effective.

This report appears under "Report of Independent Registered Public Accounting Firm on Internal Control Over Financial [removed: Reporting" on page 63.][added: Reporting."]

There have not been any changes in the Company's internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during our [removed: fourth fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.]

fourth fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

The information required by this item will be contained in the Registrant's definitive Proxy Statement for its [removed: 2017] [added: 2018] Annual Stockholder Meeting to be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2016] [added: 2017] (the [removed: "2017] [added: "2018] Proxy Statement") under the captions "Election of Directors," "Executive Officers," "Corporate Governance" and "Section 16(a) Beneficial Ownership Reporting Compliance," and is incorporated herein by reference.

The information required by this item will be contained in the [removed: 2017] [added: 2018] Proxy Statement under the captions "Director Compensation," "Compensation Discussion and Analysis" and "Executive Compensation Tables," and is incorporated herein by reference.

Certain information required by this item will be contained in the [removed: 2017] [added: 2018] Proxy Statement under the caption "Certain Beneficial Ownership and Management," and is incorporated herein by reference.

| Equity compensation plans approved by security holders | 644,460 | | | $ | 73.93 | | | 3,179,113 | |

| Total | 644,460 | | | $ | 73.93 | | | 3,179,113 | |

| Equity compensation plans approved by security holders | 1,306,260 | | | $ | 83.56 | | | 3,872,121 | |

| Total | 1,306,260 | | | $ | 83.56 | | | 3,872,121 | |

The information required by this item will be contained in the [removed: 2017] [added: 2018] Proxy Statement under the caption "Certain Relationships and Related Transactions," and "Corporate Governance," and is incorporated herein by reference.

The information required by this item will be contained in the [removed: 2017] [added: 2018] Proxy Statement under the caption "Ratification of Appointment of Independent Auditors," and is incorporated herein by reference.

| • | Consolidated Balance Sheets as of December 31, [removed: 2016] [added: 2017] and [removed: 2015] [added: 2016] |

| • | Consolidated Statements of Income for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014] [added: 2015] |

| • | Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014] [added: 2015] |

| • | Consolidated Statements of Stockholders' Equity for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014] [added: 2015] |

| • | Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014] [added: 2015] |

| Description | Balance at Beginning of Year | | | | [removed: Provisions] [added: Provision (Benefit)] for Doubtful Accounts | | | Write-offs, Net of Recoveries | | | Balance at End of Year | | |

| 3.1 | | [removed: Third] [added: [Third] Amended and Restated Articles of Incorporation of the [removed: Registrant.] [added: Registrant.](http://www.sec.gov/Archives/edgar/data/1174922/000117492215000044/ex-31.htm)] | 10-Q | 5/8/2015 |

| 3.2 | | [removed: Eighth] [added: [Eighth] Amended and Restated Bylaws of the [removed: Registrant.] [added: Registrant.](http://www.sec.gov/Archives/edgar/data/1174922/000117492215000106/ex-32.htm)] | 10-Q | 11/6/2015 |

| 4.1 | | [removed: Specimen] [added: [Specimen] certificate for shares of Common Stock, $0.01 par value per share of the [removed: Registrant.] [added: Registrant.](http://www.sec.gov/Archives/edgar/data/1174922/000091205702037826/a2089719zex-4_1.htm)] | S-1 | 10/7/2002 |

| 4.4 | | [removed: Indenture,] [added: [Indenture,] dated as of March 12, 2012, by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantors named therein and U.S. Bank National Association, as [removed: trustee.] [added: trustee.](http://www.sec.gov/Archives/edgar/data/1174922/000119312512112261/d314198dex41.htm)] | 8-K | 3/13/2012 |

| 4.5 | | [removed: Indenture,] [added: [Indenture,] dated as of May 22, 2013, by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantors named therein and U.S. Bank National Association, as [removed: trustee.] [added: trustee.](http://www.sec.gov/Archives/edgar/data/1174922/000119312513231532/d542917dex41.htm)] | 8-K | 5/22/2013 |

| 4.6 | | [removed: Indenture,] [added: [Indenture,] dated as of February 18, 2015, by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantors named therein and U.S. Bank National Association, as [removed: trustee.] [added: trustee.](http://www.sec.gov/Archives/edgar/data/1174922/000117492215000017/ex41-indenture.htm)] | 8-K | 2/18/2015 |

| 4.7 | | [removed: Supplemental] [added: [Supplemental] Indenture, dated as of February 18, 2015, to Indenture, dated as of March 12, 2012, by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantors named therein and U.S. Bank National Association, as [removed: trustee.] [added: trustee.](http://www.sec.gov/Archives/edgar/data/1174922/000117492215000021/ex49-supplementalindenture.htm)] | 10-K | 3/2/2015 |

| 4.8 | | [removed: Supplemental] [added: [Supplemental] Indenture, dated as of February 18, 2015, to Indenture, dated as of May 22, 2013, by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantors named therein and U.S. Bank National Association, as [removed: trustee.] [added: trustee.](http://www.sec.gov/Archives/edgar/data/1174922/000117492215000021/ex410-supplementalindentur.htm)] | 10-K | 3/2/2015 |

| +10.1.1.0 | | [removed: Employment] [added: [Employment] Agreement, dated as of October 4, 2002, by and between Wynn Resorts, Limited and Stephen A. [removed: Wynn.] [added: Wynn.](http://www.sec.gov/Archives/edgar/data/1174922/000091205702037826/a2089719zex-10_46.htm)] | S-1 | 10/7/2002 |

| +10.1.1.1 | | [removed: First] [added: [First] Amendment to Employment Agreement, dated as of August 6, 2004, by and between Stephen A. Wynn and Wynn Resorts, [removed: Limited.] [added: Limited.](http://www.sec.gov/Archives/edgar/data/1174922/000119312504186496/dex106.htm)] | 10-Q | 11/4/2004 |

| +10.1.1.2 | | [removed: Second] [added: [Second] Amendment to Employment Agreement between Wynn Resorts, Limited and Stephen A. Wynn dated January 31, [removed: 2007.] [added: 2007.](http://www.sec.gov/Archives/edgar/data/1174922/000119312507044367/dex10104.htm)] | 10-K | 3/1/2007 |

| +10.1.1.3 | | [removed: Third] [added: [Third] Amendment to Employment Agreement, dated as of September 11, 2008, between Wynn Resorts, Limited and Stephen A. [removed: Wynn.] [added: Wynn.](http://www.sec.gov/Archives/edgar/data/1174922/000134100408002101/ex10.htm)] | 8-K | 9/15/2008 |

| +10.1.1.4 | | [removed: Fourth] [added: [Fourth] Amendment to Employment Agreement, dated as of December 31, 2008, between Wynn Resorts, Limited and Stephen A. [removed: Wynn.] [added: Wynn.](http://www.sec.gov/Archives/edgar/data/1174922/000119312509041408/dex106.htm)] | 10-K | 3/2/2009 |

| +10.1.1.5 | | [removed: Amendment] [added: [Amendment] to Employment Agreement, dated as of February 16, 2009, by and between Wynn Resorts, Limited and Stephen A. [removed: Wynn.] [added: Wynn.](http://www.sec.gov/Archives/edgar/data/1174922/000119312509107226/dex101.htm)] | 10-Q | 5/11/2009 |

| +10.1.1.6 | | [removed: Sixth] [added: [Sixth] Amendment to Employment Agreement, dated as of February 24, 2011, between Wynn Resorts, Limited and Stephen A. [removed: Wynn.] [added: Wynn.](http://www.sec.gov/Archives/edgar/data/1174922/000134100411000608/exh10-1.htm)] | 8-K | 2/28/2011 |

| +10.1.1.7 | | [removed: Seventh] [added: [Seventh] Amendment to Employment Agreement, dated as of January 15, 2015, between Wynn Resorts, Limited and Stephen A. [removed: Wynn.] [added: Wynn.](http://www.sec.gov/Archives/edgar/data/1174922/000117492215000021/ex10117-seventhamendmentto.htm)] | 10-K | 3/2/2015 |

| +10.1.2.0 | | [added: [Amended and Restated] Employment Agreement, dated as of [removed: November 18, 2013,] [added: February 28, 2017,] by and between Wynn Resorts, Limited and Matt [removed: Maddox.] [added: Maddox.](http://www.sec.gov/Archives/edgar/data/1174922/000117492217000098/ex101.htm)] | [removed: 10-K] [added: 10-Q] | [removed: 2/28/2014] [added: 5/4/2017] |

| [removed: +10.1.3.1] [added: +10.1.3.0] | | [removed: Employment] [added: [Employment] Agreement, dated as of April 24, 2007, by and between Wynn Resorts, Limited and Kim [removed: Sinatra.] [added: Sinatra.](http://www.sec.gov/Archives/edgar/data/1174922/000119312510043336/dex1024.htm)] | 10-K | 3/1/2010 |

| [removed: +10.1.3.2] [added: +10.1.3.1] | | [removed: First] [added: [First] Amendment to Employment Agreement, dated as of December 31, 2008, by and between Wynn Resorts, Limited and Kim [removed: Sinatra.] [added: Sinatra.](http://www.sec.gov/Archives/edgar/data/1174922/000119312510043336/dex1025.htm)] | 10-K | 3/1/2010 |

| [removed: +10.1.3.3] [added: +10.1.3.2] | | [removed: Amendment] [added: [Amendment] to Employment Agreement, dated as of February 12, 2009, by and between Wynn Resorts, Limited and Kim [removed: Sinatra.] [added: Sinatra.](http://www.sec.gov/Archives/edgar/data/1174922/000119312510043336/dex1026.htm)] | 10-K | 3/1/2010 |

| [removed: +10.1.3.4] [added: +10.1.3.3] | | [removed: Second] [added: [Second] Amendment to Employment Agreement, dated as of November 30, 2009, by and between Wynn Resorts, Limited and Kim [removed: Sinatra.] [added: Sinatra.](http://www.sec.gov/Archives/edgar/data/1174922/000119312510043336/dex1027.htm)] | 10-K | 3/1/2010 |

| [removed: +10.1.3.5] [added: +10.1.3.4] | | [removed: Third] [added: [Third] Amendment to Employment Agreement, dated as of May 5, 2014, by and between Wynn Resorts, Limited and Kim [removed: Sinatra.] [added: Sinatra.](http://www.sec.gov/Archives/edgar/data/1174922/000117492214000025/wrl-20140630xexx101.htm)] | 10-Q | 8/8/2014 |

| [removed: +10.1.3.6] [added: +10.1.3.5] | | [removed: Fourth] [added: [Fourth] Amendment to Employment Agreement, dated as of April 27, 2015, by and between Wynn Resorts, Limited and Kim [removed: Sinatra.] [added: Sinatra.](http://www.sec.gov/Archives/edgar/data/1174922/000117492215000064/ex-101ksinatraea.htm)] | 10-Q | 8/7/2015 |

| +10.1.4.0 | | [removed: Employment] [added: [Employment] Agreement, dated as of August 31, 2005, by and between Wynn Resorts, Limited and John [removed: Strzemp.] [added: Strzemp.](http://www.sec.gov/Archives/edgar/data/1174922/000119312514077632/d644551dex10160.htm)] | 10-K | 2/28/2014 |

| +10.1.4.1 | | [removed: First] [added: [First] Amendment to Employment Agreement, dated as of March 26, 2008, by and between Wynn Resorts, Limited and John [removed: Strzemp.] [added: Strzemp.](http://www.sec.gov/Archives/edgar/data/1174922/000119312514077632/d644551dex10161.htm)] | 10-K | 2/28/2014 |

| +10.1.4.2 | | [removed: Second] [added: [Second] Amendment to Employment Agreement, dated as of December 31, 2008, by and between Wynn Resorts, Limited and John [removed: Strzemp.] [added: Strzemp.](http://www.sec.gov/Archives/edgar/data/1174922/000119312514077632/d644551dex10162.htm)] | 10-K | 2/28/2014 |

| +10.1.4.3 | | [removed: Amendment] [added: [Amendment] to Employment Agreement, dated as of February 12, 2009, by and between Wynn Resorts, Limited and John [removed: Strzemp.] [added: Strzemp.](http://www.sec.gov/Archives/edgar/data/1174922/000119312514077632/d644551dex10163.htm)] | 10-K | 2/28/2014 |

| +10.1.4.4 | | [removed: Fourth] [added: [Fourth] Amendment to Employment Agreement, dated as of March 23, 2009, by and between Wynn Resorts, Limited and John [removed: Strzemp.] [added: Strzemp.](http://www.sec.gov/Archives/edgar/data/1174922/000119312514077632/d644551dex10164.htm)] | 10-K | 2/28/2014 |

| +10.1.4.5 | | [removed: Fifth] [added: [Fifth] Amendment to Employment Agreement, dated as of February 25, 2013, by and between Wynn Resorts, Limited and John [removed: Strzemp.] [added: Strzemp.](http://www.sec.gov/Archives/edgar/data/1174922/000119312514077632/d644551dex10165.htm)] | 10-K | 2/28/2014 |

| +10.1.4.6 | | [removed: Sixth] [added: [Sixth] Amendment to Employment Agreement, dated as of September 10, 2013, by and between Wynn Resorts, Limited and John [removed: Strzemp.] [added: Strzemp.](http://www.sec.gov/Archives/edgar/data/1174922/000119312514077632/d644551dex10166.htm)] | 10-K | 2/28/2014 |

| +10.1.5.0 | | [removed: Employment] [added: [Employment] Agreement, dated as of November 7, 2013, by and between Wynn Resorts, Limited and Stephen [removed: Cootey.] [added: Cootey.](http://www.sec.gov/Archives/edgar/data/1174922/000117492214000025/wrl-20140630xexx102.htm)] | 10-Q | 8/8/2014 |

| +10.1.5.1 | | [removed: First] [added: [First] Amendment to Employment Agreement, dated as of January 6, 2014, by and between Wynn Resorts, Limited and Stephen [removed: Cootey.] [added: Cootey.](http://www.sec.gov/Archives/edgar/data/1174922/000117492214000025/wrl-20140630xexx103.htm)] | 10-Q | 8/8/2014 |

| +10.1.5.2 | | [removed: Second] [added: [Second] Amendment to Employment Agreement, dated as of February 24, 2015, by and between Wynn Resorts, Limited and Stephen [removed: Cootey.] [added: Cootey.](http://www.sec.gov/Archives/edgar/data/1174922/000117492215000021/ex10162-scooteyamendedempl.htm)] | 10-K | 3/2/2015 |

| [removed: +10.2.1] [added: +10.2.0] | | [removed: Amended] [added: [Amended] and Restated 2014 Omnibus Incentive Plan, dated January 1, [removed: 2017.] [added: 2017.](http://www.sec.gov/Archives/edgar/data/1174922/000117492217000027/ex1021.htm)] | 10-K | [removed: *] [added: 2/24/2017] |

| • | Quarterly Financial Information (Unaudited) |

| 2017 | $ | 54,742 | | | (6,711 | ) | | (17,431 | ) | | $ | 30,600 | |

| 2017 | $ | 3,286,723 | | | 112,543 | | | (8,799 | ) | | $ | 3,390,467 | |

| 4.9 | | [Indenture, dated as of May 11, 2017, by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantors named therein and U.S. Bank National Association, as trustee.](http://www.sec.gov/Archives/edgar/data/1174922/000117492217000107/ex41x8k51117.htm) | 8-K | 5/11/2017 |

| 4.10 | | [Indenture, dated as of September 20, 2017, by and between Wynn Macau, Limited and Deutsche Bank Trust Company Americas, as trustee, relating to senior notes due 2024.](http://www.sec.gov/Archives/edgar/data/1174922/000117492217000177/ex10x3-20170930.htm) | 10-Q | 11/8/2017 |

| 4.11 | | [Indenture, dated as of September 20, 2017, by and between Wynn Macau, Limited and Deutsche Bank Trust Company Americas, as trustee, relating to senior notes due 2027.](http://www.sec.gov/Archives/edgar/data/1174922/000117492217000177/ex10x4-20170930.htm) | 10-Q | 11/8/2017 |

| +10.1.3.6 | | [Amended and Restated Employment Agreement, dated as of February 28, 2017, by and between Wynn Resorts, Limited and Kim Sinatra.](http://www.sec.gov/Archives/edgar/data/1174922/000117492217000098/ex102.htm) | 10-Q | 5/4/2017 |

| +10.1.5.3 | | [Separation Agreement and Release, dated as of February 22, 2017, by and between Wynn Resorts, Limited and Stephen Cootey.](http://www.sec.gov/Archives/edgar/data/1174922/000117492217000098/ex104.htm) | 10-Q | 5/4/2017 |

| +10.1.6.0 | | [Employment Agreement, dated as of January 27, 2017 by and between Wynn Resorts, Limited and Craig Billings.](http://www.sec.gov/Archives/edgar/data/1174922/000117492217000098/ex103.htm) | 10-Q | 5/4/2017 |

| 10.10.0 | | [Form of Indemnity Agreement.](http://www.sec.gov/Archives/edgar/data/1174922/000091205702035839/a2088833zex-10_15.htm) | S-1 | 9/18/2002 |

| 10.12.5 | | [Fifth Amendment to Credit Agreement, dated as of April 24, 2017, by and among Wynn America, LLC as borrower, the Guarantors named therein, Deutsche Bank AG New York Branch, as administrative agent on behalf of the several banks and other financial institutions or entities from time to time party to Wynn America, LLC's Credit Agreement, dated as of November 20, 2014.](http://www.sec.gov/Archives/edgar/data/1174922/000117492217000098/ex105.htm) | 10-Q | 5/4/2017 |

| 10.12.7 | | [Joinder Agreement, dated as of August 9, 2017, by Wynn Las Vegas, LLC and Wynn Sunrise, LLC as guarantors, to the Credit Agreement, dated as of November 20, 2014, by and among Wynn America, LLC, as borrower, the Guarantors named therein, Deutsche Bank AG New York Branch, as administrative agent on behalf of the several banks and other financial institutions or entities from time to time.](http://www.sec.gov/Archives/edgar/data/1174922/000117492217000177/ex10x1-20170930.htm) | 10-Q | 11/8/2017 |

| 10.12.8 | | [Joinder Agreement, dated as of August 9, 2017, by Wynn Las Vegas, LLC and Wynn Sunrise, LLC, as pledgors, and Deutsche Bank AG New York Branch, as collateral agent, to the Security Agreement, dated as of November 20, 2014.](http://www.sec.gov/Archives/edgar/data/1174922/000117492217000177/ex10x2-20170930.htm) | 10-Q | 11/8/2017 |

| 21.1 | | [Subsidiaries of the Registrant.](https://www.sec.gov/Archives/edgar/data/1174922/000117492218000019/ex211-20171231.htm) | 10-K | * |

| 31.1 | | [Certification of Chief Executive Officer of Periodic Report Pursuant to Rule 13a – 14(a) and Rule 15d – 14(a).](https://www.sec.gov/Archives/edgar/data/1174922/000117492218000019/ex311-20171231.htm) | 10-K | * |

| 31.2 | | [Certification of Chief Financial Officer of Periodic Report Pursuant to Rule 13a – 14(a) and Rule 15d – 14(a).](https://www.sec.gov/Archives/edgar/data/1174922/000117492218000019/ex312-20171231.htm) | 10-K | * |

| | |

| --- | --- |

| 2014 | $ | 73,991 | | | 3,906 | | | (3,219 | ) | | $ | 74,678 | |

| 2014 | $ | 2,587,025 | | | 745,112 | | | (35,348 | ) | | $ | 3,296,789 | |

| | | | | |

| --- | --- | --- | --- | --- |

| +10.2.0 | | 2014 Omnibus Incentive Plan effective May 16, 2014. | S-8 | 5/20/2014 |

| 10.5.1.2 | | Trademark Assignment, dated as of August 6, 2004, by and between Stephen A. Wynn and Wynn Resorts Holdings, LLC. | 10-Q | 11/4/2004 |

| 10.6.1.0 | | Common Terms Agreement, dated as of September 14, 2004, by and among Wynn Resorts (Macau), S.A., certain financial institutions as Hotel Facility Lenders, Project Facility Lenders and Revolving Credit Facility Lenders, Deutsche Bank AG, Hong Kong Branch and Société Générale Asia Limited as Global Coordinating Lead Arrangers and Société Générale Asia Limited as Hotel Facility Agent, Project Facility Agent, Intercreditor Agent and Security Agent. | 10-Q | 11/4/2004 |

| 10.6.1.1 | | Common Terms Agreement Amendment Agreement, dated as of September 14, 2005, between Wynn Resorts (Macau), S.A. as the Company, Certain Financial Institutions as Hotel Facility Lenders, Project Facility Lenders, Revolving Credit Facility Lenders and Hedging Counterparties, Banc of America Securities Asia Limited, Deutsche Bank AG, Hong Kong Branch and Société Générale Asia Limited as Global Coordinating Lead Arrangers, Société Générale Asia Limited as Hotel Facility Agent and Project Facility Agent, Société Générale Asia Limited as Intercreditor Agent, and Société Générale, Hong Kong Branch as Security Agent. | 10-Q | 11/8/2005 |

| 10.6.1.2 | | Common Terms Agreement Second Amendment Agreement, dated June 27, 2007, by and among Wynn Resorts (Macau), S.A., certain financial institutions as Hotel Facility Lenders, Project Facility Lenders, and Revolving Credit Facility Lenders and Hedging Counterparties, Banc of America Securities Asia Limited, Deutsche Bank A.G. Hong Kong Branch, and Société Générale Asia Limited as Global Lead Arrangers and Société Générale Asia Limited as Hotel Facility Agent and Project Facility Agent, Société Générale Hong Kong Branch as Revolving Credit Facility Agent, Société Générale Hong Kong Branch as Intercreditor Agent, and Société Générale Hong Kong Branch as Security Agent. | 10-Q | 8/9/2007 |

| 10.6.1.4 | | Common Terms Agreement Fourth Amendment Agreement, dated as of July 31, 2012, between, among others, Wynn Resorts (Macau), S.A. as the company and Bank of China Limited Macau Branch as security agent. | 10-Q | 11/9/2012 |

| 10.6.1.5 | | Common Terms Agreement Fifth Amendment Agreement, dated September 30, 2015, between, among others, Wynn Resorts (Macau), S.A. as the company and Bank of China Limited Macau Branch as security agent. | 10-Q | 11/6/2015 |

| 10.6.2.0 | | Hotel Facility Agreement, dated as of September 14, 2004, by and among Wynn Resorts (Macau), S.A., Société Générale Asia Limited as Hotel Facility Agent and the several Hotel Facility Lenders named therein. | 10-Q | 11/4/2004 |

| 10.6.2.1 | | Hotel Facility Agreement Amendment Agreement, dated as of September 14, 2005, between Wynn Resorts (Macau), S.A. as Company, Société Générale Asia Limited, as Hotel Facility Agent and certain financial institutions as Hotel Facility Lenders. | 10-Q | 11/8/2005 |

| 10.6.2.2 | | Hotel Facility Agreement Second Amendment Agreement, dated June 27, 2007, by and among Wynn Resorts (Macau), S.A., Société Générale Asia Limited as Hotel Facility Agent, and certain financial institutions as Hotel Facility Lenders. | 10-Q | 8/9/2007 |

| 10.6.2.3 | | Hotel Facility Agreement Third Amendment Agreement, dated July 31, 2012, by and among Wynn Resorts, (Macau), S.A., Bank of China Limited Macau Branch, and certain financial institutions as Hotel Facility Lenders. | 10-Q | 11/9/2012 |

| 10.6.3.0 | | Project Facility Agreement, dated as of September 14, 2004, by and among Wynn Resorts (Macau), S.A., Société Générale Asia Limited as Project Facility Agent and the several Project Facility Lenders named therein. | 10-Q | 11/4/2004 |

| 10.6.3.1 | | Project Facility Agreement Amendment Agreement, dated as of September 14, 2005, between Wynn Resorts (Macau), S.A. as Company, Societe Generale Asia Limited, as Project Facility Agent and certain financial institutions as Project Facility Lenders. | 10-Q | 11/8/2005 |

| 10.6.3.2 | | Project Facility Agreement, Second Amendment Agreement, dated as of June 27, 2007, by and among Wynn Resorts (Macau), S.A., Société Générale Asia Limited as Project Facility Agent, and certain financial institutions as Project Facility Lenders. | 10-Q | 8/9/2007 |

| 10.6.4.0 | | Revolving Credit Facility Agreement, dated as of September 14, 2004, by and among Wynn Resorts (Macau), S.A. and the several Revolving Credit Facility Lenders named therein. | 10-Q | 11/4/2004 |

| 10.6.4.1 | | Revolving Credit Facility Agreement Amendment Agreement, dated as of September 14, 2005, between Wynn Resorts (Macau), S.A. as Company and certain financial institutions as Revolving Credit Facility Lenders. | 10-Q | 11/8/2005 |

| 10.6.4.2 | | Revolving Credit Facility Second Amendment Agreement, dated as of June 27, 2007, by and among Wynn Resorts (Macau), S.A. and Societe Generale, Hong Kong Branch as Revolving Credit Facility Agent and certain financial institutions as revolving credit facility lenders. | 10-Q | 11/6/2015 |

| 10.6.4.4 | | Revolving Credit Facility Agreement Amendment Agreement, dated as of September 30, 2015, by and among Wynn Resorts (Macau), S.A. and Bank of China Limited Macau Branch as Revolving Credit Facility Agent and Revolving Credit Facility Lender. | 10-Q | 11/6/2015 |

| 10.6.5.0 | | Deed of Appointment and Priority, dated as of September 14, 2004, among Wynn Resorts (Macau), S.A., certain financial institutions as Original First Ranking Lenders, Banco Nacional Ultramarino, S.A. as Second Ranking Finance Party, Wynn Group Asia, Inc. as Third Ranking Finance Party, Société Générale, Hong Kong Branch as Security Agent, Société Générale Asia Limited as Intercreditor Agent and Hotel Facility Agent and Project Facility Agent, and others. | 10-Q | 11/4/2004 |

| 10.6.5.1 | | Deed of Appointment and Priority Deed of Amendment, dated as of September 14, 2005, between Wynn Resorts (Macau), S.A., certain financial institutions as Original First Ranking Lenders, Certain Financial Institutions as Original Hedging Counterparties, Banco Nacional Ultramarino, S.A. as Second Ranking Finance Party, Wynn Group Asia, Inc. as Third Ranking Finance Party, Société Générale Asia Limited as Security Agent, Société Générale Asia Limited as Intercreditor Agent, Société Générale Asia Limited as Hotel Facility Agent and Project Facility Agent, and others. | 10-Q | 11/8/2005 |

| 10.6.7 | | Debenture, dated as of September 14, 2004, between Wynn Resorts (Macau), S.A. and Société Générale, Hong Kong Branch as the Security Agent. | 10-Q | 11/4/2004 |

| 10.6.8.0 | | Wynn Resorts Support Agreement, dated as of September 14, 2004, between Wynn Resorts, Limited, Wynn Resorts (Macau), S.A. and Société Générale, Hong Kong Branch as the Security Agent. | 10-Q | 11/4/2004 |

| 10.6.8.1 | | Wynn Resorts Support Agreement Deed of Amendment, dated as of September 14, 2005, between Wynn Resorts, Limited, Wynn Resorts (Macau), S.A. and Société Générale, Hong Kong Branch as the Security Agent. | 10-Q | 11/8/2005 |

| 10.6.9 | | Wynn Pledgors' Guarantee, dated as of September 14, 2004, between Wynn Group Asia, Inc., Wynn Resorts International, Ltd., Wynn Resorts (Macau) Holdings, Ltd., and Wynn Resorts (Macau), Ltd. as Guarantors; and Société Générale, Hong Kong Branch as the Security Agent. | 10-Q | 11/4/2004 |

| 10.6.11 | | Sponsors' Subordination Deed, dated as of September 14, 2004, between Wynn Resorts (Macau), S.A., Wynn Group Asia, Inc., Wynn Resorts International, Ltd., Wynn Resorts (Macau) Holdings, Ltd. and Wynn Resorts (Macau), Ltd. as the Wynn Companies and Société Générale, Hong Kong Branch as the Security Agent. | 10-Q | 11/4/2004 |

| 10.7.0 | | Amended and Restated Master Disbursement Agreement, dated as of October 25, 2007, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the initial Bank Agent, and Deutsche Bank Trust Company Americas, as the initial Disbursement Agent. | 8-K | 10/31/2007 |

| 10.7.1 | | First Amendment to Amended and Restated Master Disbursement Agreement, dated as of October 31, 2007, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the initial Bank Agent, and Deutsche Bank Trust Company Americas, as the initial Disbursement Agent. | 8-K | 11/1/2007 |

| 10.7.2 | | Second Amendment to Amended and Restated Master Disbursement Agreement, dated as of November 6, 2007, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the Bank Agent, and Deutsche Bank Trust Company Americas, as the Disbursement Agent. | 8-K | 11/13/2007 |

| 10.7.3 | | Third Amendment to Amended and Restated Master Disbursement Agreement, dated as of October 19, 2009, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the Bank Agent, and Deutsche Bank Trust Company Americas, as the Disbursement Agent. | 8-K | 10/20/2009 |

| 10.7.4 | | Fourth Amendment to Amended and Restated Master Disbursement Agreement, dated as of April 28, 2010, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the Bank Agent, and Deutsche Bank Trust Company Americas, as the Disbursement Agent. | 8-K | 4/28/2010 |

| 10.7.5 | | Fifth Amendment to the Amended and Restated Master Disbursement Agreement, dated as of August 4, 2010, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the Bank Agent, and Deutsche Bank Trust Company Americas, as the Disbursement Agent. | 10-K | 3/1/2013 |

| 10.7.6 | | Sixth Amendment to Amended and Restated Master Disbursement Agreement, dated as of March 12, 2012, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the Bank Agent, and Deutsche Bank Trust Company Americas, as the Disbursement Agent. | 8-K | 3/13/2012 |

| 10.8.2 | | First Amendment to 2013 Second Amended and Restated Agreement of Lease, dated as of February 25, 2015, by and between Wynn Las Vegas, LLC and Stephen A. Wynn. | 10-K | 3/2/2015 |

| 10.8.3 | | Third Amended and Restated Agreement of Lease, dated as of December 1, 2016, by and between Wynn Las Vegas, LLC and Stephen A. Wynn. | 10-K | * |

| 10.10.0 | | Form of Indemnity Agreement. | S-1 | 9/18/2002 |