Wynn Resorts (WYNN) 10-K risk factor changes: FY2025 vs FY2024

Consumer demand for hotels, casino resorts, trade shows, conventions and the type of luxury amenities that we offer is particularly sensitive to downturns [added: or perceived downturns] in the economies in which we operate, which could harm consumer confidence in the economy and adversely affect discretionary spending.

In the [removed: recent] past, negative macroeconomic conditions, such as inflationary pressures, relatively low levels of unemployment, and [removed: centralized efforts to control and mitigate the impact of those conditions, caused an increase] [added: increases] in interest rates, [added: caused] decreases in consumer discretionary spending and disruption and volatility within the capital [removed: markets, and although these conditions have improved, they continue to present fiscal and monetary policy uncertainty.][added: markets.]

As a [removed: result] [added: result,] our gaming revenues, financial condition, results of operations and cash flows could be adversely affected by a [removed: further deterioration of the current macroeconomic environment,] [added: delay or stall in any economic recovery or,] an economic slowdown or recession in the U.S. or global economy, or perception that any of these events may occur.

[removed: United States] [added: U.S.] gaming regulatory authorities have broad powers to request detailed financial and other information, to limit, condition, suspend or revoke a registration, gaming license or related approvals; approve changes in our operations; and levy fines or require forfeiture of assets for violations of gaming laws or regulations.

Complying with gaming laws, regulations [added: and license requirements is costly.]

Moreover, we are subject to the risk that U.S. regulators may not permit us to conduct operations in Macau in a manner consistent with the way in which we intend, or the applicable U.S. gaming authorities require us, to conduct our operations in the [removed: United States.][added: U.S.]

On September 6, 2024, Wynn Las Vegas entered into a non-prosecution agreement ("NPA") with the USAO and the [removed: United States] [added: U.S.] Department of Justice, resolving such investigation.

Geopolitical tensions, notably with respect to international trade, including [removed: increases in] [added: the imposition or threatened imposition of increased] tariffs and company and industry specific restrictions, in addition to changes in national security policies and other similar and geopolitical events, could cause economic disruption and adversely impact our business and results of operations.

Certain of these factors or events, such as severe storms and infectious diseases, have in the past negatively affected our results of operations, and any of these [added: factors or events may in the future negatively affect our results of operations and our ability to generate sufficient cash flow to make payments or maintain our covenants with respect to our debt.]

[added: Encore Boston Harbor competes with other casinos in the northeastern U.S.] Additional competition in the northeastern [removed: United States] [added: U.S.] as a result of the upgrading or expansion of facilities by existing market participants, the entrance of new gaming participants into a market or legislative changes may harm our business.

[added: In addition, premium gaming is more volatile than other forms of gaming, and] variances in win-loss results attributable to high-value gaming may have a positive or negative impact on cash flow and earnings in a particular quarter.

While gaming debts evidenced by a credit instrument, including what is commonly referred to as a "marker," are enforceable under the current laws of Nevada and Massachusetts, and judgments on gaming debts are enforceable in all states of the [removed: United States] [added: U.S.] under the Full Faith and Credit Clause of the [removed: United States] [added: U.S.] Constitution, other jurisdictions may determine that direct or indirect enforcement of gaming debts is against public policy.

Although courts of some foreign nations will enforce gaming debts directly and the assets in the [removed: United States] [added: U.S.] of foreign debtors may be used to satisfy a judgment, judgments on gaming debts from U.S. courts are not binding on the courts of many foreign nations.

Despite our efforts, we may not be successful in preventing or detecting such culpable behavior and schemes in a timely manner and the relevant insurance we have obtained may not be sufficient to cover our losses depending on the incident, which could result in losses to our gaming [removed: operations and generate negative publicity, both of which could have an adverse effect on our reputation, business, results of operations and cash flows.]

In addition, investments with other investors involve risks such as the possibility that a co-investor might become bankrupt or not have the financial resources to meet its obligations, which could subject us to additional liability in cases where we may agree, on a joint and several basis with such co-investor, to provide a completion guarantee and/or other forms of credit support for a project (such as the completion guarantee and contingent equity credit support we provided related to the Wynn Al Marjan Island project as further described in Item 7—"Management's Discussion and Analysis of Financial Condition and Results of Operations," [removed: Liquidity] [added: "Liquidity] and Capital Resources"), have economic or business interests or goals that are inconsistent with our business interests or goals, or take action contrary to our policies or objectives.

Any violation of applicable anti-money laundering laws and regulations, the [removed: Foreign Corrupt Practices Act ("FCPA")] [added: FCPA] and other anti-corruption laws, or resulting sanctions and penalties could adversely affect our business, performance, prospects, value, financial condition, and results of operations.

[added: Further, we have operations, and a significant portion of our revenue is derived outside of the U.S.] We are therefore subject to regulations imposed by the FCPA and other anti-corruption laws that generally prohibit U.S. companies and their intermediaries from offering, promising, authorizing or making improper payments to foreign government officials for the [added: purpose of obtaining or retaining business.]

Under these and other environmental requirements we have been and may be required to investigate and clean up hazardous or toxic substances or chemical releases at our [removed: property.][added: properties.]

Contamination has been identified at and in the vicinity of our [removed: site] [added: sites] in Everett, Massachusetts.

We may also be required to conduct additional investigations and remediation with respect to [removed: this site.][added: these sites.]

Laws in the [removed: United States] [added: U.S.] in this area are also developing quickly.

Some states, [removed: such as] [added: including] California, [removed: Virginia and] [added: Virginia,] Colorado, [added: Connecticut, Utah, Texas, and Delaware] have adopted privacy laws.

We have filed applications with the U.S. Patent and Trademark Office ("PTO") and with various foreign patent and trademark registries including registries in Macau, China, Hong Kong, Singapore, Taiwan, Japan, [added: the United Arab Emirates,] certain European countries and various other jurisdictions throughout the world, to register a variety of WYNN-related trademarks and service marks in connection with a variety of goods and services.

[removed: The existing smoking legislation, and any smoking legislation intended to] fully ban all smoking in casinos, may deter potential gaming customers who are smokers from frequenting casinos in Macau, which could have an adverse effect on our business, financial condition, results of operations and cash flows.

Macau's subtropical climate and location on the South China Sea are subject to extreme weather conditions including typhoons and heavy rainstorms, such as Typhoon [added: Ragasa in 2025, Typhoon] Mangkhut in 2018 and Typhoon Hato in 2017.

If the Macau government rescinds the Gaming Concession Contract due to the Wynn Macau SA’s [removed: non-fulfilment,] [added: non-fulfillment,] or perceived non-fulfillment, of its obligations, Wynn Macau SA will be required to transfer to the Macau government, free from any encumbrance or lien and without compensation, all of its casinos, gaming assets and equipment and ownership rights to its casino areas in Macau.

The amount of such compensation relating to the projects agreed with the Macau government would be determined based on the earnings of [removed: these projects,] [added: those assets,] before interest, depreciation and amortization for the fiscal year immediately preceding the date the redemption is declared, multiplied by the number of years remaining on the term of the Gaming Concession Contract.

Wynn Macau SA is currently in its [removed: third] [added: fourth] year of concession.

The Massachusetts Gaming Act requires a gaming licensee to affirmatively maintain its suitability to hold a gaming license in [added: the Commonwealth of] Massachusetts.

[added: Under the MGC’s continuing duty regulations, we are required to report to notify and update the] MGC of certain matters including but not limited to any denial, suspension or revocation in any jurisdiction of a gaming related license; any discipline, including a fine or warning, related to gaming operations imposed upon the gaming licensee or qualifier by any government agency in any jurisdiction; any arrest, indictment, charge or criminal conviction of any qualifier in any jurisdiction; any complaints, allegations, or notice of investigation thereof against the gaming licensee, qualifier, or any gaming entity owned or operated by the parent to the gaming licensee, that if substantiated could reasonably lead to potential revocation or suspension of the license or approval held by the gaming licensee, qualifier, or gaming entity owned or operated by the parent to the gaming licensee, in that jurisdiction and/or imposition of a fine of $50,000 or greater.

Licensing or other disciplinary action against us outside of [added: the Commonwealth of] Massachusetts, including by the government of Macau, may be considered by the MGC in assessment of our ongoing suitability to hold a license in [added: the Commonwealth of] Massachusetts and may subject us to fines, license conditions, license suspension or [added: license] revocation.

As of December 31, [removed: 2024,] [added: 2025,] Wynn Resorts owned approximately 72% of Wynn Macau, Limited's ordinary shares of common stock.

As of December 31, [removed: 2024,] [added: 2025,] we had a total of [removed: 303] [added: 305] table games at Wynn Palace and [removed: 257] [added: 253] at Wynn Macau approved by the Macau's [removed: DICJ.][added: Gaming Inspection and Coordination Bureau.]

The mix of table games in operation at Wynn Palace and Wynn Macau changes from time to time as a result of marketing and operating strategies in response to changing market [removed: demand and industry competition.]

Wynn owned approximately [removed: 8.85%] [added: 9.12%] of our outstanding [added: shares of] common stock.

[removed: On August 3, 2018, we entered into] [added: We are party to] a Cooperation Agreement (the "Cooperation Agreement") with Elaine P.

[removed: The] [added: In the past, the] trading price of our common stock has been [removed: and may continue to be] subject to wide fluctuations.

Our stock price may fluctuate in response to a number of events and factors, such as general [removed: United States,] [added: U.S.,] China, and world economic and financial conditions, [removed: our own] quarterly variations in [added: our] operating results, increased competition, changes in financial estimates and recommendations by securities analysts, changes in applicable laws or regulations, changes affecting the travel industry, and other events impacting our business.

The stock market in general, and [added: stock] prices for companies in our industry in particular, [removed: has] [added: have] experienced [added: periods of] extreme volatility that may be unrelated to the operating performance of a particular company.

These broad market and industry fluctuations may adversely affect the price of our common stock, regardless of our operating [removed: performance.][added: performance and results.]

Although the U.S. economy has shown a strong recovery, with GDP growth above pre-pandemic levels, the global economy is experiencing a slower recovery.

In addition, lingering inflationary pressures, elevated interest rates (as compared to 2021 and the years prior to that) and ongoing geopolitical tensions, including a volatile global trade policy, remain significant risks to ongoing economic recovery and may present fiscal and monetary policy uncertainty or changes in such policy that could have a negative impact on consumer discretionary spending.

operations and generate negative publicity, both of which could have an adverse effect on our reputation, business, results of operations and cash flows.

The ultimate cost of remediating contaminated sites is difficult to accurately predict.

The rapid evolution of artificial intelligence has increased the complexity and frequency of such attempts.

Some of our employees are represented by labor unions under various collective bargaining agreements with different expiration dates.

There is no certainty that we will successfully negotiate new agreements with these unions that extend beyond the current expiration dates, or that these new agreements will be on terms that will allow us to be competitive.

The existing smoking legislation, and any smoking legislation intended to

demand and industry competition.

As of December 31, 2025, certain trusts created by Elaine P.

As a result, the trustees of those trusts, and other individual and/or institutional stockholders that report significant holdings of our common stock from time to time, may be able to exert influence over matters requiring our stockholders’ approval, including any significant corporate transactions that require such approval.

stock; create dividend and other payment restrictions affecting subsidiaries; and designate restricted and unrestricted subsidiaries.

and license requirements is costly.

Regional demand for casino resorts and inbound tourism to Macau still continues to recover.

We cannot predict when, or even if, operations at our properties in Macau will return to pre-pandemic levels.

factors or events may in the future negatively affect our results of operations and our ability to generate sufficient cash flow to make payments or maintain our covenants with respect to our debt.

Encore Boston Harbor competes with other casinos in the northeastern United States.

In addition, premium gaming is more volatile than other forms of gaming, and

Further, we have operations, and a significant portion of our revenue is derived outside of the United States.

purpose of obtaining or retaining business.

The ultimate cost of remediating contaminated sites is difficult to accurately predict, and we have exceeded our initial estimates of the remediation costs for the Everett site.

Some of our employees are represented by labor unions.

Under the MGC’s continuing duty regulations, we are required to report to notify and update the

As of December 31, 2024, Elaine P.

As a result, Elaine P.

Wynn may be able to exert influence over all matters requiring our stockholders’ approval, including the approval of significant corporate transactions.

Discussion of [removed: 2022] [added: 2023] items and year-to-year comparisons between [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] that are not included in this Form 10-K can be found in "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2023.][added: 2024.]

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

| | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | Increase/ (Decrease) | | | | | | Percent Change | | |

| Net income attributable to Wynn Resorts, Limited | | | [removed: 501,078] [added: 327,334] | | | | | | [removed: 729,994] [added: 501,078] | | | | | | [removed: (228,916)] [added: (173,744)] | | | | | | [removed: (31.4)] [added: (34.7)] | | |

| Diluted net income per share | | | [removed: 4.35] [added: 3.14] | | | | | | [removed: 6.32] [added: 4.35] | | | | | | [removed: (1.97)] [added: (1.21)] | | | | | | [removed: (31.2)] [added: (27.8)] | | |

The decrease in net income attributable to Wynn Resorts, Limited for the year ended December 31, [removed: 2024] [added: 2025] was primarily [removed: related] [added: attributable] to [removed: a decrease] [added: an increase] in the [removed: benefit from] [added: provision for] income taxes of [removed: $500.5 million, partially offset by increased revenues at our Macau Operations.][added: $101.3 million and a decrease of $63.8 million in interest income.]

Financial results for the year ended December 31, [removed: 2024] [added: 2025] compared to the year ended December 31, [removed: 2023][added: 2024]

| Las Vegas Operations | | | [removed: 2,571,913] [added: 2,573,035] | | | | | | [removed: 2,480,606] [added: 2,571,913] | | | | | | [removed: 91,307] [added: 1,122] | | | | | | [removed: 3.7] [added: —] | | |

| Corporate and other | | | [removed: 16,567] [added: —] | | | | | | [removed: 85,127] [added: 16,567] | | | | | | [removed: (68,560)] [added: (16,567)] | | | | | | [removed: (80.5)] [added: (100.0)] | | |

| Entertainment, retail and other | | | [removed: 555,429] [added: 548,592] | | | | | | [removed: 599,187] [added: 555,429] | | | | | | [removed: (43,758)] [added: (6,837)] | | | | | | [removed: (7.3)] [added: (1.2)] | | |

| Total non-casino revenues | | | [removed: 2,866,604] [added: 2,727,596] | | | | | | [removed: 2,813,495] [added: 2,866,604] | | | | | | [removed: 53,109] [added: (139,008)] | | | | | | [removed: 1.9] [added: (4.8)] | | |

Casino revenues for the year ended December 31, [removed: 2024] [added: 2025] were [removed: 59.8%] [added: 61.8%] of operating revenues, compared to [removed: 56.9%] [added: 59.8%] for the year ended December 31, [removed: 2023.][added: 2024.]

Non-casino revenues for the year ended December 31, [removed: 2024] [added: 2025] were [removed: 40.2%] [added: 38.2%] of operating revenues, compared to [removed: 43.1%] [added: 40.2%] for the year ended December 31, [removed: 2023.][added: 2024.]

| Average number of table games | | | [removed: 57] [added: 53] | | | | | | [removed: 56] [added: 57] | | | | | | [removed: 1] [added: (4)] | | | | | | [removed: 1.8] [added: (7.0)] | | |

| VIP table games win | | | $ | [removed: 449,461] [added: 521,979] | | | | | $ | [removed: 383,384] [added: 449,461] | | | | | $ | [removed: 66,077] [added: 72,518] | | | | | [removed: 17.2] [added: 16.1] | | |

| VIP win as a % of turnover | | | [removed: 3.46] [added: 3.15] | | % | | | | [removed: 3.37] [added: 3.46] | | % | | | | [removed: 0.09] [added: (0.31)] | | | | | | | | |

| Table games win per unit per day | | | $ | [removed: 21,495] [added: 27,265] | | | | | $ | [removed: 18,744] [added: 21,495] | | | | | $ | [removed: 2,751] [added: 5,770] | | | | | [removed: 14.7] [added: 26.8] | | |

| Average number of table games | | | [removed: 245] [added: 246] | | | | | | [removed: 242] [added: 245] | | | | | | [removed: 3] [added: 1] | | | | | | [removed: 1.2] [added: 0.4] | | |

| Table games win % | | | [removed: 24.5] [added: 22.8] | | % | | | | [removed: 22.4] [added: 24.5] | | % | | | | [removed: 2.1] [added: (1.7)] | | | | | | | | |

| Table games win per unit per day | | | $ | [removed: 18,770] [added: 19,510] | | | | | $ | [removed: 15,574] [added: 18,770] | | | | | $ | [removed: 3,196] [added: 740] | | | | | [removed: 20.5] [added: 3.9] | | |

| Average number of slot machines | | | [removed: 603] [added: 665] | | | | | | [removed: 580] [added: 603] | | | | | | [removed: 23] [added: 62] | | | | | | [removed: 4.0] [added: 10.3] | | |

| Slot machine win per unit per day | | | $ | [removed: 496] [added: 524] | | | | | $ | [removed: 486] [added: 496] | | | | | $ | [removed: 10] [added: 28] | | | | | [removed: 2.1] [added: 5.6] | | |

| Average number of table games | | | [removed: 30] [added: 21] | | | | | | [removed: 41] [added: 30] | | | | | | [removed: (11)] [added: (9)] | | | | | | [removed: (26.8)] [added: (30.0)] | | |

| VIP table games win | | | $ | [removed: 177,435] [added: 110,770] | | | | | $ | [removed: 191,936] [added: 177,435] | | | | | $ | [removed: (14,501)] [added: (66,665)] | | | | | [removed: (7.6)] [added: (37.6)] | | |

| VIP win as a % of turnover | | | [removed: 3.52] [added: 2.55] | | % | | | | [removed: 3.74] [added: 3.52] | | % | | | | [removed: (0.22)] [added: (0.97)] | | | | | | | | |

| Table games win per unit per day | | | $ | [removed: 16,084] [added: 14,282] | | | | | $ | [removed: 12,699] [added: 16,084] | | | | | $ | [removed: 3,385] [added: (1,802)] | | | | | [removed: 26.7] [added: (11.2)] | | |

| Average number of table games | | | [removed: 221] [added: 233] | | | | | | [removed: 216] [added: 221] | | | | | | [removed: 5] [added: 12] | | | | | | [removed: 2.3] [added: 5.4] | | |

| Table games win % | | | [removed: 18.3] [added: 17.9] | | % | | | | [removed: 17.7] [added: 18.3] | | % | | | | [removed: 0.6] [added: (0.4)] | | | | | | | | |

| Table games win per unit per day | | | $ | [removed: 14,367] [added: 13,783] | | | | | $ | [removed: 11,560] [added: 14,367] | | | | | $ | [removed: 2,807] [added: (584)] | | | | | [removed: 24.3] [added: (4.1)] | | |

| Average number of slot machines | | | [removed: 615] [added: 799] | | | | | | [removed: 530] [added: 615] | | | | | | [removed: 85] [added: 184] | | | | | | [removed: 16.0] [added: 29.9] | | |

| Slot machine win | | | $ | [removed: 103,030] [added: 106,657] | | | | | $ | [removed: 68,667] [added: 103,030] | | | | | $ | [removed: 34,363] [added: 3,627] | | | | | [removed: 50.0] [added: 3.5] | | |

| Slot machine win per unit per day | | | $ | [removed: 458] [added: 367] | | | | | $ | [removed: 355] [added: 458] | | | | | $ | [removed: 103] [added: (91)] | | | | | [removed: 29.0] [added: (19.9)] | | |

| Average number of table games | | | [removed: 232] [added: 233] | | | | | | [removed: 233] [added: 232] | | | | | | [removed: (1)] [added: 1] | | | | | | [removed: (0.4)] [added: 0.4] | | |

| Table games win % | | | [removed: 25.7] [added: 23.8] | | % | | | | [removed: 24.7] [added: 25.7] | | % | | | | [removed: 1.0] [added: (1.9)] | | | | | | | | |

| Table games win per unit per day | | | $ | [removed: 7,200] [added: 7,054] | | | | | $ | [removed: 7,038] [added: 7,200] | | | | | $ | [removed: 162] [added: (146)] | | | | | [removed: 2.3] [added: (2.0)] | | |

| Average number of slot machines | | | [removed: 1,609] [added: 1,574] | | | | | | [removed: 1,645] [added: 1,609] | | | | | | [removed: (36)] [added: (35)] | | | | | | (2.2) | | |

| Slot machine win per unit per day | | | $ | [removed: 758] [added: 870] | | | | | $ | [removed: 752] [added: 758] | | | | | $ | [removed: 6] [added: 112] | | | | | [removed: 0.8] [added: 14.8] | | |

| Average number of table games | | | [removed: 180] [added: 172] | | | | | | [removed: 191] [added: 180] | | | | | | [removed: (11)] [added: (8)] | | | | | | [removed: (5.8)] [added: (4.4)] | | |

| Table games win % | | | [removed: 21.1] [added: 20.1] | | % | | | | [removed: 21.7] [added: 21.1] | | % | | | | [removed: (0.6)] [added: (1.0)] | | | | | | | | |

| Table games win per unit per day | | | $ | [removed: 4,519] [added: 4,303] | | | | | $ | [removed: 4,429] [added: 4,519] | | | | | $ | [removed: 90] [added: (216)] | | | | | [removed: 2.0] [added: (4.8)] | | |

| Operating revenues | | | $ | 7,137,924 | | | | | $ | 7,127,961 | | | | | $ | 9,963 | | | | | 0.1 | | |

| | | | 2025 | | | | | | 2024 | | | | | | Increase/ (Decrease) | | | | | | Percent Change | | |

| Wynn Palace | | | $ | 2,307,397 | | | | | $ | 2,217,671 | | | | | $ | 89,726 | | | | | 4.0 | | |

| Wynn Macau | | | 1,410,620 | | | | | | 1,464,646 | | | | | | (54,026) | | | | | | (3.7) | | |

| Total Macau Operations | | | 3,718,017 | | | | | | 3,682,317 | | | | | | 35,700 | | | | | | 1.0 | | |

| Encore Boston Harbor | | | 846,872 | | | | | | 857,164 | | | | | | (10,292) | | | | | | (1.2) | | |

| | | | $ | 7,137,924 | | | | | $ | 7,127,961 | | | | | $ | 9,963 | | | | | 0.1 | | |

| | | | 2025 | | | | | | 2024 | | | | | | Increase/ (Decrease) | | | | | | Percent Change | | |

| Casino revenues | | | $ | 4,410,328 | | | | | $ | 4,261,357 | | | | | $ | 148,971 | | | | | 3.5 | | |

| Rooms | | | 1,141,154 | | | | | | 1,242,058 | | | | | | (100,904) | | | | | | (8.1) | | |

| Food and beverage | | | 1,037,850 | | | | | | 1,069,117 | | | | | | (31,267) | | | | | | (2.9) | | |

| | | | $ | 7,137,924 | | | | | $ | 7,127,961 | | | | | $ | 9,963 | | | | | 0.1 | | |

Casino revenues increased primarily due to higher casino volumes at Wynn Palace and higher slot machine handle at our Las Vegas Operations, which was partially offset by a decrease in VIP table games win at Wynn Macau.

| | | | 2025 | | | | | | 2024 | | | | | | Increase/ (Decrease) | | | | | | Percent Change | | |

| Total casino revenues | | | $ | 1,936,715 | | | | | $ | 1,795,604 | | | | | $ | 141,111 | | | | | 7.9 | | |

| VIP turnover | | | $ | 16,568,127 | | | | | $ | 12,991,235 | | | | | $ | 3,576,892 | | | | | 27.5 | | |

| Table drop | | | $ | 7,665,410 | | | | | $ | 6,893,092 | | | | | $ | 772,318 | | | | | 11.2 | | |

| Table games win | | | $ | 1,748,290 | | | | | $ | 1,686,503 | | | | | $ | 61,787 | | | | | 3.7 | | |

| Slot machine handle | | | $ | 3,086,835 | | | | | $ | 2,519,983 | | | | | $ | 566,852 | | | | | 22.5 | | |

| Slot machine win | | | $ | 126,785 | | | | | $ | 109,488 | | | | | $ | 17,297 | | | | | 15.8 | | |

| Total casino revenues | | | $ | 1,195,001 | | | | | $ | 1,230,351 | | | | | $ | (35,350) | | | | | (2.9) | | |

| VIP turnover | | | $ | 4,347,699 | | | | | $ | 5,047,888 | | | | | $ | (700,189) | | | | | (13.9) | | |

| Table drop | | | $ | 6,526,655 | | | | | $ | 6,344,794 | | | | | $ | 181,861 | | | | | 2.9 | | |

| Table games win | | | $ | 1,170,262 | | | | | $ | 1,164,012 | | | | | $ | 6,250 | | | | | 0.5 | | |

| Slot machine handle | | | $ | 3,827,458 | | | | | $ | 3,133,488 | | | | | $ | 693,970 | | | | | 22.1 | | |

| Poker rake | | | $ | 10,915 | | | | | $ | 15,275 | | | | | $ | (4,360) | | | | | (28.5) | | |

Note: Our casino operations in Macau were closed for a 1-day period in September 2025 due to Typhoon Ragasa.

| | | | 2025 | | | | | | 2024 | | | | | | Increase/ (Decrease) | | | | | | Percent Change | | |

| Total casino revenues | | | $ | 649,346 | | | | | $ | 600,088 | | | | | $ | 49,258 | | | | | 8.2 | | |

| Table drop | | | $ | 2,521,626 | | | | | $ | 2,376,473 | | | | | $ | 145,153 | | | | | 6.1 | | |

| Table games win | | | $ | 600,951 | | | | | $ | 611,663 | | | | | $ | (10,712) | | | | | (1.8) | | |

| Slot machine handle | | | $ | 7,332,128 | | | | | $ | 6,752,952 | | | | | $ | 579,176 | | | | | 8.6 | | |

| Slot machine win | | | $ | 499,871 | | | | | $ | 446,152 | | | | | $ | 53,719 | | | | | 12.0 | | |

| Poker rake | | | $ | 25,824 | | | | | $ | 24,599 | | | | | $ | 1,225 | | | | | 5.0 | | |

| Total casino revenues | | | $ | 629,266 | | | | | $ | 635,314 | | | | | $ | (6,048) | | | | | (1.0) | | |

| Table drop | | | $ | 1,344,387 | | | | | $ | 1,410,319 | | | | | $ | (65,932) | | | | | (4.7) | | |

| Table games win | | | $ | 270,147 | | | | | $ | 297,369 | | | | | $ | (27,222) | | | | | (9.2) | | |

| Slot machine handle | | | $ | 5,533,270 | | | | | $ | 5,604,462 | | | | | $ | (71,192) | | | | | (1.3) | | |

| Slot machine win | | | $ | 438,597 | | | | | $ | 424,152 | | | | | $ | 14,445 | | | | | 3.4 | | |

| | | | 2025 | | | | | | 2024 | | | | | | Increase/ (Decrease) | | | | | | Percent Change | | |

During the twelve months ended December 31, 2024, Wynn Interactive Ltd. no longer met the requirements for a reportable segment due to the Company's decision to cease operating Wynn Interactive's digital sports betting and casino business.

As a result, its assets and results of operations are presented in Corporate and other and previous period amounts have been reclassified to be consistent with the current period presentation of the Company's reportable segments.

| Operating revenues | | | $ | 7,127,961 | | | | | $ | 6,531,897 | | | | | $ | 596,064 | | | | | 9.1 | | |

The increase in operating revenues for the year ended December 31, 2024 was primarily driven by increases of $330.8 million, $251.1 million, and $91.3 million from Wynn Palace, Wynn Macau, and our Las Vegas Operations, respectively, primarily due to an increase in gaming volumes and restaurant covers at our Macau Operations and an increase in ADR, entertainment venue sales and revenue from leased retail outlets at our Las Vegas Operations.

| Wynn Palace | | | $ | 2,217,671 | | | | | $ | 1,886,844 | | | | | $ | 330,827 | | | | | 17.5 | | |

| Wynn Macau | | | 1,464,646 | | | | | | 1,213,534 | | | | | | 251,112 | | | | | | 20.7 | | |

| Total Macau Operations | | | 3,682,317 | | | | | | 3,100,378 | | | | | | 581,939 | | | | | | 18.8 | | |

| Encore Boston Harbor | | | 857,164 | | | | | | 865,786 | | | | | | (8,622) | | | | | | (1.0) | | |

| | | | $ | 7,127,961 | | | | | $ | 6,531,897 | | | | | $ | 596,064 | | | | | 9.1 | | |

| Casino revenues | | | $ | 4,261,357 | | | | | $ | 3,718,402 | | | | | $ | 542,955 | | | | | 14.6 | | |

| Rooms | | | 1,242,058 | | | | | | 1,185,671 | | | | | | 56,387 | | | | | | 4.8 | | |

| Food and beverage | | | 1,069,117 | | | | | | 1,028,637 | | | | | | 40,480 | | | | | | 3.9 | | |

Casino revenues increased primarily due to higher gaming volumes at our Macau Operations which benefited from growing tourism in Macau during the year ended December 31, 2024.

| Total casino revenues | | | $ | 1,795,604 | | | | | $ | 1,471,280 | | | | | $ | 324,324 | | | | | 22.0 | | |

| VIP turnover | | | $ | 12,991,235 | | | | | $ | 11,363,248 | | | | | $ | 1,627,987 | | | | | 14.3 | | |

| Table drop | | | $ | 6,893,092 | | | | | $ | 6,126,841 | | | | | $ | 766,251 | | | | | 12.5 | | |

| Table games win | | | $ | 1,686,503 | | | | | $ | 1,373,436 | | | | | $ | 313,067 | | | | | 22.8 | | |

| Slot machine handle | | | $ | 2,519,983 | | | | | $ | 2,385,033 | | | | | $ | 134,950 | | | | | 5.7 | | |

| Slot machine win | | | $ | 109,488 | | | | | $ | 102,816 | | | | | $ | 6,672 | | | | | 6.5 | | |

| Poker rake | | | $ | 736 | | | | | $ | — | | | | | $ | 736 | | | | | NM | | |

| Total casino revenues | | | $ | 1,230,351 | | | | | $ | 970,269 | | | | | $ | 260,082 | | | | | 26.8 | | |

| VIP turnover | | | $ | 5,047,888 | | | | | $ | 5,132,628 | | | | | $ | (84,740) | | | | | (1.7) | | |

| Table drop | | | $ | 6,344,794 | | | | | $ | 5,155,929 | | | | | $ | 1,188,865 | | | | | 23.1 | | |

| Table games win | | | $ | 1,164,012 | | | | | $ | 910,825 | | | | | $ | 253,187 | | | | | 27.8 | | |

| Slot machine handle | | | $ | 3,133,488 | | | | | $ | 2,212,196 | | | | | $ | 921,292 | | | | | 41.6 | | |

| Poker rake | | | $ | 15,275 | | | | | $ | 18,266 | | | | | $ | (2,991) | | | | | (16.4) | | |

| Total casino revenues | | | $ | 600,088 | | | | | $ | 628,185 | | | | | $ | (28,097) | | | | | (4.5) | | |

| Table drop | | | $ | 2,376,473 | | | | | $ | 2,425,621 | | | | | $ | (49,148) | | | | | (2.0) | | |

| Table games win | | | $ | 611,663 | | | | | $ | 599,001 | | | | | $ | 12,662 | | | | | 2.1 | | |

| Slot machine handle | | | $ | 6,752,952 | | | | | $ | 6,423,374 | | | | | $ | 329,578 | | | | | 5.1 | | |

| Slot machine win | | | $ | 446,152 | | | | | $ | 451,833 | | | | | $ | (5,681) | | | | | (1.3) | | |

| Poker rake | | | $ | 24,599 | | | | | $ | 25,720 | | | | | $ | (1,121) | | | | | (4.4) | | |

| Total casino revenues | | | $ | 635,314 | | | | | $ | 648,668 | | | | | $ | (13,354) | | | | | (2.1) | | |

| Table drop | | | $ | 1,410,319 | | | | | $ | 1,422,416 | | | | | $ | (12,097) | | | | | (0.9) | | |

| Table games win | | | $ | 297,369 | | | | | $ | 308,890 | | | | | $ | (11,521) | | | | | (3.7) | | |

| Slot machine handle | | | $ | 5,604,462 | | | | | $ | 5,256,696 | | | | | $ | 347,766 | | | | | 6.6 | | |

| Slot machine win | | | $ | 424,152 | | | | | $ | 421,190 | | | | | $ | 2,962 | | | | | 0.7 | | |

NM - Not meaningful.

| ADR | | | $ | 310 | | | | | $ | 323 | | | | | $ | (13) | | | | | (4.0) | | |

| Occupancy | | | 99.3 | | % | | | | 96.5 | | % | | | | 2.8 | | | | | | | | |

The following table provides estimated future cash flow information derived from our best estimates of repayments as of December 31, [removed: 2024,] [added: 2025,] of our expected long-term indebtedness and related weighted average interest rates by expected maturity dates.

The one-month SOFR and HIBOR rates as of December 31, [removed: 2024] [added: 2025] of [removed: 4.49%] [added: 3.87%] and [removed: 4.60%,] [added: 3.07%,] respectively, were used for all variable rate calculations in the table below.

| | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2026] [added: 2027] | | | | | | [removed: 2027] [added: 2028] | | | | | | [removed: 2028] [added: 2029] | | | | | | [removed: 2029] [added: 2030] | | | | | | Thereafter | | | | | | Total | | |

| Fixed rate | | | | | | $ | — | | | | | $ | [removed: 1,000.0] [added: 2,830.0] | | | | | $ | [removed: 1,630.0] [added: 1,350.0] | | | | | $ | [removed: 1,350.0] [added: 1,750.0] | | | | | $ | [removed: 2,350.0] [added: —] | | | | | $ | [removed: 1,800.0] [added: 2,800.0] | | | | | $ | [removed: 8,130.0] [added: 8,730.0] | |

| Average interest rate | | | | | | — | | % | | | | [removed: 5.5] [added: 5.2] | | % | | | | [removed: 5.4] [added: 5.6] | | % | | | | [removed: 5.6] [added: 5.1] | | % | | | | [removed: 5.0] [added: —] | | % | | | | 6.7 | | % | | | | [removed: 5.6] [added: 5.8] | | % |

As of December 31, [removed: 2024,] [added: 2025,] approximately [removed: 76.0%] [added: 82%] of our long-term debt was based on fixed rates.

Based on our outstanding borrowings as of December 31, [removed: 2024] [added: 2025] and an interest rate swap on the Retail Term Loan, an assumed 100 basis point change in the variable rates would cause our annual interest expense to change by [removed: $19.1] [added: $19.0] million.

We expect most of the revenues and expenses for any casino that we operate in Macau will be denominated in Hong Kong dollars or Macau patacas; however, a significant portion of [removed: our Wynn Macau, Limited and Wynn Macau SA] debt [added: issued by WML] is denominated in U.S. dollars.

Based on our balances as of December 31, [removed: 2024,] [added: 2025 and after giving effect to our foreign currency swaps,] an assumed 1% change in the U.S. dollar/Hong Kong dollar exchange rate would cause a foreign currency [removed: transaction] gain/loss of [removed: $41.5] [added: $4.3] million.

| Variable rate | | | | | | $ | 9.4 | | | | | $ | 28.2 | | | | | $ | 1,187.3 | | | | | $ | 37.6 | | | | | $ | 639.9 | | | | | $ | — | | | | | $ | 1,902.4 | |

| Average interest rate | | | | | | 5.5 | | % | | | | 5.5 | | % | | | | 5.1 | | % | | | | 5.5 | | % | | | | 5.5 | | % | | | | — | | % | | | | 5.2 | | % |

The Company is a party to foreign currency swap agreements with the objective of managing foreign currency exchange rate risk associated with the outstanding U.S. dollar denominated WML Senior Notes.

The foreign currency swaps exchange predetermined amounts of Hong Kong dollars for U.S. dollars at a contractual spot rate, and as of December 31, 2025, have an aggregate notional amount of $4.10 billion, and have maturities between October 2027 and August 2030.

For additional information, refer to Item 8—"Financial Statements and Supplementary Data," Note 8, "Derivative Instruments."

| Variable rate | | | | | | $ | 41.3 | | | | | $ | 41.3 | | | | | $ | 1,280.5 | | | | | $ | 1,151.9 | | | | | $ | — | | | | | $ | — | | | | | $ | 2,515.0 | |

| Average interest rate | | | | | | 6.2 | | % | | | | 6.2 | | % | | | | 5.9 | | % | | | | 6.4 | | % | | | | — | | % | | | | — | | % | | | | 6.1 | | % |

Additionally, the Company has a 40% equity interest in Island 3 AMI FZ-LLC, an unconsolidated affiliate, which is constructing an integrated resort property ("Wynn Al Marjan Island") in Ras Al Khaimah, United Arab [removed: Emirates.][added: Emirates, currently expected to open in 2027.]

We [removed: plan to] continue to seek out new opportunities to develop and operate world-class integrated resorts and related businesses around the world.

- Minimizing the consumption [removed: and maximizing the benefit on our environment] [added: of environmental resources] by sourcing renewable [added: and carbon-free] energy and utilizing [removed: it] [added: energy] responsibly.

- Collectively, Wynn Resorts earned [removed: 19] [added: 18] Forbes Travel Guide ("FTG") Five-Star awards in [removed: 2025] [added: 2026] and [removed: holds] [added: has] the [removed: most] [added: longest-running] FTG Five-Star awards of [removed: any] [added: all] independent hotel [removed: company] [added: companies] in the world.

- Wynn Resorts was once again included on FORTUNE Magazine's [removed: 2025] [added: 2026] World's Most Admired Companies list in the hotel, casino, and resort category.

- Wynn Palace and Wynn Macau collectively earned [removed: 12] [added: 11] FTG Five-Star awards in [removed: 2025,] [added: 2026,] with Wynn Palace maintaining its status as the largest FTG Five-Star resort in the world.

The property features approximately 468,000 square feet of casino space with [removed: 303] [added: 305] table games and [removed: 598] [added: 693] slot machines, as well as private gaming salons and sky casinos.

In addition, Wynn [removed: Palace] [added: Macau] offers [removed: 14] [added: 11] food and beverage outlets, approximately [removed: 107,000] [added: 75,900] square feet of high-end, brand-name retail space, and approximately [removed: 37,000] [added: 31,000] square feet of meeting and convention space.

Located in the heart of downtown Macau, the property features approximately 294,000 square feet of casino space with [removed: 257] [added: 253] table games and [removed: 696] [added: 911] slot machines, as well as private gaming salons, sky casinos, and a poker room.

Wynn Macau also features two luxury hotel towers with a total of [removed: 1,010] [added: 1,014] guest rooms and suites, offering two health clubs, two spas, a salon and a pool.

In addition, Wynn [removed: Macau] [added: Las Vegas] offers [removed: 12] [added: 35] food and beverage outlets, approximately [removed: 64,500] [added: 178,000] square feet of high-end, brand-name retail space, [removed: and] approximately [removed: 31,000] [added: 510,000] square feet of meeting and convention [removed: space.][added: space, and a golf course.]

The property features approximately [removed: 195,000] [added: 199,000] square feet of casino space with [removed: 223] [added: 231] table games and [removed: 1,577] [added: 1,558] slot machines, as well as private gaming salons, a sky casino, a poker room, and a race and sports book.

In addition, Wynn [removed: Las Vegas] [added: Palace] offers [removed: 34] [added: 12] food and beverage outlets, [added: a food hall which includes a variety of stand-alone restaurants and other food offerings,] approximately [removed: 178,000] [added: 109,000] square feet of high-end, brand-name retail space, [added: and] approximately [removed: 513,000] [added: 37,000] square feet of meeting and convention [removed: space, and a golf course.][added: space.]

The property features approximately [removed: 210,000] [added: 215,000] square feet of casino space with 172 table games, 24 poker tables and approximately [removed: 2,724] [added: 2,777] slot machines, private and high-limit gaming areas, and a sports book.

In addition, Encore Boston Harbor offers 16 food and beverage outlets and a nightclub, approximately [removed: 8,186] [added: 8,200] square feet of retail space, and approximately 71,000 square feet of meeting and convention space.

In January 2022, we, along with Island 3 AMI FZ-LLC [added: ("Island 3")] and [added: Marjan LLC (formerly] RAK HH IR [removed: FZ-LLC,] [added: FZ-LLC),] announced plans for the development and management of Wynn Al Marjan Island, a destination integrated resort property in the Emirate of Ras Al Khaimah, United Arab Emirates.

The planned [removed: integrated resort] [added: development projects] will leverage Wynn Resorts' expertise in developing and operating luxury hospitality destinations, and is expected to create substantial value to the local economy by accelerating tourism, creating jobs, and contributing to the growth of related sectors.

In addition to Wynn Resorts (Macau) S.A. ("Wynn Macau SA"), SJM Resorts, S.A. ("SJM"), Galaxy Casino, S.A. ("Galaxy"), Venetian Macau, S.A. ("Venetian Macau"), Melco Resorts (Macau) Limited ("Melco"), and MGM Grand Paradise Limited ("MGM Macau") are permitted to operate casinos in Macau, with a total of [removed: 30] [added: 20] casinos currently in operation.

According to the Macau Statistics and Census Service Monthly Bulletin of Statistics, visitation to Macau in [removed: 2024] [added: 2025] increased [removed: 23.8% and 512.7%] [added: 14.7%, 42.0%] and [removed: decreased 11.4% as] [added: 602.9%] compared to [removed: 2023, 2022,] [added: 2024, 2023] and [removed: 2019,] [added: 2022,] respectively.

Our Macau Operations face competition primarily from the [removed: 28] [added: 18] other casinos located throughout Macau in addition to casinos located throughout the world, including Singapore, South Korea, the Philippines, Vietnam, Cambodia, Malaysia, Australia, Las Vegas, cruise ships in Asia that offer gaming, and other casinos throughout Asia.

[added: Additionally, certain other] Asian countries and regions have legalized or in the future may legalize gaming, such as Japan, Taiwan, and Thailand, which could increase competition for our Macau Operations.

[added: Las Vegas is the largest gaming market in the U.S.] The Las Vegas gaming market is highly competitive and is largely dependent on tourist arrivals and meeting- and convention-related visitation.

According to statistics published by the Nevada Gaming Control Board, Las Vegas Strip total gaming win was $8.8 billion in [removed: 2024, a 1.0% decrease from $8.9 billion in 2023.][added: both 2024 and 2025.]

According to the Las Vegas Convention and Visitors Authority, overall Las Vegas visitor volume was [removed: 41.7] [added: 38.5] million in [removed: 2024,] [added: 2025,] a [removed: 2.1% increase] [added: 7.5% decrease] from [removed: 40.8] [added: 41.7] million in [removed: 2023.][added: 2024; and occupancy on the Las Vegas Strip was 83.2% in 2025, compared to 86.4% in 2024.]

Our Las Vegas Operations also compete, to some extent, with other casino resorts throughout the [removed: United States] [added: U.S.] and elsewhere in the world.

Encore Boston Harbor competes with both commercial and Native American casinos located in the northeastern [removed: United States,] [added: U.S.,] including two Native American casinos in Connecticut, two casinos in Rhode Island, and MGM Springfield in Massachusetts.

Concessionaires also are subject to periodic financial reporting requirements and reporting obligations with respect to, among other things, certain contracts, financing activities and transactions with [added: officers,] directors, financiers and key employees.

Transfers or the encumbering of [added: equity] interests in concessionaires must be reported to the Macau government and are ineffective without government approval.

Each concessionaire is required to engage a managing director who must be a permanent resident of Macau and the holder of at least 15% of the [removed: capital stock] [added: equity securities] of the concessionaire.

Concessionaires are obligated to withhold applicable taxes, according to the rate in effect as set by the [added: Macau] government, from any commissions paid to gaming promoters.

Under the Gaming Concession Contract, Wynn Macau SA provided a first demand bank guarantee of MOP1.0 billion (approximately [removed: $125.1] [added: $124.8] million) in favor of the Macau government to support Wynn Macau SA’s legal and contractual obligations, from January 1, 2023 until one hundred and eighty days after the term of the Gaming Concession Contract expires or the rescission of the concession.

If the Macau government rescinds the Gaming Concession Contract due to Wynn Macau SA’s [removed: non-fulfilment,] [added: non-fulfillment,] or perceived non-fulfillment, of its obligations, Wynn Macau SA will be required to transfer to the Macau government, free from any encumbrance or lien and without compensation, all of its casinos, gaming assets and equipment and ownership rights to its casino areas in Macau.

The amount of such compensation relating to the [removed: projects] [added: assets] agreed with the Macau government would be determined based on the earnings of these [removed: projects,] [added: assets,] before interest, depreciation and amortization for the fiscal year immediately preceding the date the redemption is declared, multiplied by the number of years remaining on the term of the Gaming Concession Contract.

Wynn Macau SA is required to obtain prior approval from the relevant Macau authorities or officials for various corporate changes and actions, including expansion of its business scope, issuance of shares, transfer or creation of any encumbrances over its shares, issuance of debt securities, change of its managing director or the authority delegated thereto, appointment of any new director, [removed: change of] [added: changing] its articles of association, certain transfers of property rights and creditor’s rights, entering into a consumer loan contract or similar contract with a value equal to or exceeding MOP100.0 million (approximately US$12.5 million), and granting of a loan to any of its directors, shareholders or key employees.

In particular, Wynn Macau SA is required to notify the Chief Executive of Macau at least five working days in advance prior to making [added: material] financial decisions (i) related to the transfer of funds within Wynn Macau SA which exceeds 50% of its share capital, (ii) related to employee salaries, remuneration or benefits which exceed 10% of its share capital, and (iii) not related to above items (i) and (ii), [removed: whose] [added: having a] value [added: that] exceeds 10% of its share capital.

Pursuant to the Gaming Concession Contract, Wynn Macau SA is required to submit to the Macau government, for its approval, an annual [removed: execution] proposal of the specific projects [removed: mentioned] [added: identified] in the [removed: Investment Plan] [added: investment plan] annexed to the Gaming Concession Contract which it intends to execute in the following year by September 30, of each [added: preceding] calendar year, detailing each project in which it intends to invest, the investment amount and the execution schedule.

Within 60 days after submission of each annual execution proposal, the Macau government will decide on its approval, [removed: and] [added: or] may request adjustments to specific projects, the investment amount and/or the execution schedule.

If any of the annual execution proposals or parts thereof are not approved by the Macau government, Wynn Macau SA [removed: is] [added: remains] obliged to propose allocating the relevant funds to other projects, [added: which are also subject to subsequent approval by the Macau government, although the total committed investment amount will remain unchanged.]

The annual execution proposals for the year [removed: 2024] [added: 2025] and the year [removed: 2025] [added: 2026] were [removed: previously] submitted in September [removed: 2023] [added: 2024] and [removed: 2024,] [added: 2025,] respectively, and were thereafter approved by the Macau government.

The execution report of the [removed: proposal] [added: proposals] for the [removed: year] [added: years] 2023 [removed: was] [added: and 2024 were] submitted [removed: on] [added: in] March [removed: 28,] 2024 and [removed: was] [added: 2025, respectively, and were] thereafter reviewed by the Macau government.

Our investments in low-carbon energy, including on-site solar arrays and notably, a 1,000-acre solar facility in Lincoln County, Nevada, drive our progress toward our goal of reaching net-zero carbon emissions by 2050.

Both the Macau gaming market and visitation to Macau have grown significantly since liberalization in 2002.

According to Macau Statistical Information, annual gaming revenues have increased to $30.9 billion, $28.4 billion, and $22.7 billion in 2025, 2024, and 2023, respectively.

In September 2025, cage cashier employees at Encore Boston Harbor voted to be represented by International Brotherhood of Teamsters, Chauffeurs, Warehousemen & Helpers, Local 25 under the terms of the existing Collective Bargaining Agreement.

Encore Boston Harbor and the United Government Security Officers have commenced negotiations over a successor agreement and the key terms of the collective bargaining agreement remain in place under federal law while negotiations continue.

Our investments in low-carbon energy, including on-site solar arrays and notably, a 160-acre solar facility in northern Nevada, have earned us a place in the U.S. Environmental Protection Agency's Green Power Partnership.

We voluntarily use green power to reduce carbon emissions and drive toward our corporate sustainability goals.

Both the Macau gaming market and visitation to Macau grew significantly from liberalization in 2002 up until the outbreak of COVID-19, and then fell meaningfully from early 2020 to December 2022 due to certain border control and other travel related restrictions as a result of the pandemic.

Over the course of December 2022 and January 2023, Macau authorities eliminated these COVID-19 related protective measures and the gaming market resumed a period of growth.

According to Macau Statistical Information, annual gaming revenues were $36.5 billion in 2019, before falling to $7.6 billion in 2020, $10.8 billion in 2021, and $5.3 billion in 2022, due to various quarantine measures and travel and entry restrictions and conditions since the outbreak of COVID-19, and increased to $22.7 billion in 2023 and $28.4 billion in 2024, respectively, due to Macau authorities eliminating COVID-19 related protective measures over the course of December 2022 and January 2023.

Additionally, certain other

Las Vegas is the largest gaming market in the United States.

Occupancy on the Las Vegas Strip was relatively flat at 86.4%, compared to 86.2% in 2023.

The Gaming Concession Contract between Wynn Macau SA and the Macau government requires Wynn Macau SA to operate two casinos: "Casino Wynn Macau" and "Casino Wynn Palace."

which are also subject to subsequent approval by the Macau government, while the total investment amount will remain unchanged.

Officers, directors and certain key

As of the date of this report, we are in the process of seeking a renewal of our Shelf Approval for an additional three year period.

with the operations of Nevada gaming licensees may be harmful to stable and productive corporate gaming.

We

who is a close associate of a gaming licensee.

Wynn Las Vegas and the UAW have commenced negotiations over a successor agreement, and have agreed to extend the terms of the current collective bargaining agreement during the negotiations.

Wynn Las Vegas and the Teamsters have commenced negotiations over a successor agreement, and have agreed to extend the terms of the current collective bargaining agreement during the negotiations.

Encore Boston Harbor, expires on August 31, 2026.

As with all litigation, no assurance can be provided as to the outcome of such matters and [removed: we note that] litigation inherently involves significant costs.

We are party to lawsuits in the ordinary course of business.

We are occasionally party to lawsuits.

On September 6, 2024, Wynn Las Vegas, LLC, a wholly owned indirect subsidiary of Wynn Resorts, entered into a non-prosecution agreement ("NPA") with the United States Attorney’s Office for the Southern District of California and the United States Department of Justice (the "DOJ"), resolving the previously-disclosed investigation into various transactions at Wynn Las Vegas relating to certain patrons who reside or operate in foreign jurisdictions which were facilitated by former employees, agents and other third parties that were unlicensed money transmitting businesses, in violation of 18 U.S.C. § 1960.

Pursuant to the NPA, Wynn Las Vegas agreed to forfeit $130 million in funds involved in the transactions at issue and continue to make certain enhancements to its compliance program.

The DOJ agreed that, subject to Wynn Las Vegas’s fulfillment of its obligations under the NPA, it will not bring any criminal charges against Wynn Las Vegas concerning the subject matter of its investigation, subject to standard reservations of rights and certain reserved claims.

In reaching the resolution set forth in the NPA, the DOJ took into account the historical nature of the transactions at issue; Wynn Las Vegas’s cooperation with the DOJ’s multi-year investigation; that Wynn Las Vegas no longer employs or is affiliated with any of the individuals implicated in the transactions at issue; and Wynn Las Vegas’s extensive remedial measures, many of which were undertaken prior to the parties entering into the NPA.

The NPA resolves all prior U.S. federal regulatory inquiries commenced in or about 2014 regarding compliance by Wynn Las Vegas with 18 U.S.C. § 1960 and the Bank Secrecy Act.

| | | | For the fiscal year ended December 31, [removed: 2024] [added: 2025] | | |

The aggregate market value of the registrant's Common Stock held by non-affiliates based on the closing price per share as reported on the Nasdaq Global Select Market on June 30, [removed: 2024] [added: 2025] was approximately [removed: $9.06] [added: $9.66] billion.

As of February [removed: 4, 2025, 106,401,372] [added: 18, 2026, 104,283,291] shares of the registrant's Common Stock, $0.01 par value, were outstanding.

Portions of the registrant's definitive Proxy Statement for its [removed: 2025] [added: 2026] Annual Meeting of Shareholders 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](#ie625fed512c84cada8637cd828f410d5_13)] [added: [Business](#i7c89cf8e8ebb4bbe968c4e4882a30e06_13)] | | | [removed: [3](#ie625fed512c84cada8637cd828f410d5_13)] [added: [3](#i7c89cf8e8ebb4bbe968c4e4882a30e06_13)] | | |

| Item 1A. | | | [Risk [removed: Factors](#ie625fed512c84cada8637cd828f410d5_16)] [added: Factors](#i7c89cf8e8ebb4bbe968c4e4882a30e06_16)] | | | [removed: [17](#ie625fed512c84cada8637cd828f410d5_16)] [added: [18](#i7c89cf8e8ebb4bbe968c4e4882a30e06_16)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#ie625fed512c84cada8637cd828f410d5_19)] [added: Comments](#i7c89cf8e8ebb4bbe968c4e4882a30e06_19)] | | | [removed: [30](#ie625fed512c84cada8637cd828f410d5_19)] [added: [31](#i7c89cf8e8ebb4bbe968c4e4882a30e06_19)] | | |

| Item 1C. | | | [removed: [Cybersecurity](#ie625fed512c84cada8637cd828f410d5_22)] [added: [Cybersecurity](#i7c89cf8e8ebb4bbe968c4e4882a30e06_22)] | | | [removed: [31](#ie625fed512c84cada8637cd828f410d5_22)] [added: [32](#i7c89cf8e8ebb4bbe968c4e4882a30e06_22)] | | |

| Item 2. | | | [removed: [Properties](#ie625fed512c84cada8637cd828f410d5_25)] [added: [Properties](#i7c89cf8e8ebb4bbe968c4e4882a30e06_25)] | | | [removed: [32](#ie625fed512c84cada8637cd828f410d5_25)] [added: [33](#i7c89cf8e8ebb4bbe968c4e4882a30e06_25)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#ie625fed512c84cada8637cd828f410d5_28)] [added: Proceedings](#i7c89cf8e8ebb4bbe968c4e4882a30e06_28)] | | | [removed: [32](#ie625fed512c84cada8637cd828f410d5_28)] [added: [33](#i7c89cf8e8ebb4bbe968c4e4882a30e06_28)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#ie625fed512c84cada8637cd828f410d5_31)] [added: Disclosures](#i7c89cf8e8ebb4bbe968c4e4882a30e06_31)] | | | [removed: [33](#ie625fed512c84cada8637cd828f410d5_31)] [added: [33](#i7c89cf8e8ebb4bbe968c4e4882a30e06_31)] | | |

| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#ie625fed512c84cada8637cd828f410d5_37)] [added: Securities](#i7c89cf8e8ebb4bbe968c4e4882a30e06_37)] | | | [removed: [34](#ie625fed512c84cada8637cd828f410d5_37)] [added: [34](#i7c89cf8e8ebb4bbe968c4e4882a30e06_37)] | | |

| Item 6. | | | [removed: [Reserved](#ie625fed512c84cada8637cd828f410d5_40)] [added: [Reserved](#i7c89cf8e8ebb4bbe968c4e4882a30e06_40)] | | | [removed: [35](#ie625fed512c84cada8637cd828f410d5_40)] [added: [35](#i7c89cf8e8ebb4bbe968c4e4882a30e06_40)] | | |

| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ie625fed512c84cada8637cd828f410d5_43)] [added: Operations](#i7c89cf8e8ebb4bbe968c4e4882a30e06_43)] | | | [removed: [36](#ie625fed512c84cada8637cd828f410d5_43)] [added: [36](#i7c89cf8e8ebb4bbe968c4e4882a30e06_43)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#ie625fed512c84cada8637cd828f410d5_70)] [added: Risk](#i7c89cf8e8ebb4bbe968c4e4882a30e06_70)] | | | [removed: [58](#ie625fed512c84cada8637cd828f410d5_70)] [added: [55](#i7c89cf8e8ebb4bbe968c4e4882a30e06_70)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#ie625fed512c84cada8637cd828f410d5_73)] [added: Data](#i7c89cf8e8ebb4bbe968c4e4882a30e06_73)] | | | [removed: [60](#ie625fed512c84cada8637cd828f410d5_73)] [added: [57](#i7c89cf8e8ebb4bbe968c4e4882a30e06_73)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#ie625fed512c84cada8637cd828f410d5_175)] [added: Disclosure](#i7c89cf8e8ebb4bbe968c4e4882a30e06_178)] | | | [removed: [115](#ie625fed512c84cada8637cd828f410d5_175)] [added: [112](#i7c89cf8e8ebb4bbe968c4e4882a30e06_178)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#ie625fed512c84cada8637cd828f410d5_178)] [added: Procedures](#i7c89cf8e8ebb4bbe968c4e4882a30e06_181)] | | | [removed: [115](#ie625fed512c84cada8637cd828f410d5_178)] [added: [112](#i7c89cf8e8ebb4bbe968c4e4882a30e06_181)] | | |

| Item 9B. | | | [Other [removed: Information](#ie625fed512c84cada8637cd828f410d5_181)] [added: Information](#i7c89cf8e8ebb4bbe968c4e4882a30e06_184)] | | | [removed: [115](#ie625fed512c84cada8637cd828f410d5_181)] [added: [112](#i7c89cf8e8ebb4bbe968c4e4882a30e06_184)] | | |

| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#ie625fed512c84cada8637cd828f410d5_184)] [added: Inspections](#i7c89cf8e8ebb4bbe968c4e4882a30e06_187)] | | | [removed: [115](#ie625fed512c84cada8637cd828f410d5_181)] [added: [112](#i7c89cf8e8ebb4bbe968c4e4882a30e06_184)] | | |

| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#ie625fed512c84cada8637cd828f410d5_190)] [added: Governance](#i7c89cf8e8ebb4bbe968c4e4882a30e06_193)] | | | [removed: [116](#ie625fed512c84cada8637cd828f410d5_190)] [added: [113](#i7c89cf8e8ebb4bbe968c4e4882a30e06_193)] | | |

| Item 11. | | | [Executive [removed: Compensation](#ie625fed512c84cada8637cd828f410d5_193)] [added: Compensation](#i7c89cf8e8ebb4bbe968c4e4882a30e06_196)] | | | [removed: [116](#ie625fed512c84cada8637cd828f410d5_193)] [added: [113](#i7c89cf8e8ebb4bbe968c4e4882a30e06_196)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ie625fed512c84cada8637cd828f410d5_196)] [added: Matters](#i7c89cf8e8ebb4bbe968c4e4882a30e06_199)] | | | [removed: [116](#ie625fed512c84cada8637cd828f410d5_196)] [added: [113](#i7c89cf8e8ebb4bbe968c4e4882a30e06_199)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#ie625fed512c84cada8637cd828f410d5_199)] [added: Independence](#i7c89cf8e8ebb4bbe968c4e4882a30e06_202)] | | | [removed: [116](#ie625fed512c84cada8637cd828f410d5_199)] [added: [113](#i7c89cf8e8ebb4bbe968c4e4882a30e06_202)] | | |

| Item 14. | | | [Principal Accountant Fees and [removed: Services](#ie625fed512c84cada8637cd828f410d5_202)] [added: Services](#i7c89cf8e8ebb4bbe968c4e4882a30e06_205)] | | | [removed: [116](#ie625fed512c84cada8637cd828f410d5_202)] [added: [113](#i7c89cf8e8ebb4bbe968c4e4882a30e06_205)] | | |

| Item 15. | | | [removed: [Exhibits](#ie625fed512c84cada8637cd828f410d5_208) [and](#ie625fed512c84cada8637cd828f410d5_208) [Financial] [added: [Exhibits and Financial] Statement [removed: Schedules](#ie625fed512c84cada8637cd828f410d5_208)] [added: Schedules](#i7c89cf8e8ebb4bbe968c4e4882a30e06_211)] | | | [removed: [117](#ie625fed512c84cada8637cd828f410d5_208)] [added: [114](#i7c89cf8e8ebb4bbe968c4e4882a30e06_211)] | | |

| Item 16. | | | [Form 10-K [removed: Summary](#ie625fed512c84cada8637cd828f410d5_217)] [added: Summary](#i7c89cf8e8ebb4bbe968c4e4882a30e06_220)] | | | [removed: [123](#ie625fed512c84cada8637cd828f410d5_217)] [added: [120](#i7c89cf8e8ebb4bbe968c4e4882a30e06_220)] | | |

| [PART I](#i7c89cf8e8ebb4bbe968c4e4882a30e06_10) | | | | | | | | |

| [PART II](#i7c89cf8e8ebb4bbe968c4e4882a30e06_34) | | | | | | | | |

| [PART III](#i7c89cf8e8ebb4bbe968c4e4882a30e06_190) | | | | | | | | |

| [PART IV](#i7c89cf8e8ebb4bbe968c4e4882a30e06_208) | | | | | | | | |

| [Signatures](#i7c89cf8e8ebb4bbe968c4e4882a30e06_223) | | | | | | [121](#i7c89cf8e8ebb4bbe968c4e4882a30e06_223) | | |

| [PART I](#ie625fed512c84cada8637cd828f410d5_10) | | | | | | | | |

| [PART II](#ie625fed512c84cada8637cd828f410d5_34) | | | | | | | | |

| [PART III](#ie625fed512c84cada8637cd828f410d5_187) | | | | | | | | |

| [PART IV](#ie625fed512c84cada8637cd828f410d5_205) | | | | | | | | |

| [Signatures](#ie625fed512c84cada8637cd828f410d5_220) | | | | | | [124](#ie625fed512c84cada8637cd828f410d5_220) | | |

We have implemented security monitoring capabilities, designed to alert us to suspicious activity and have developed an incident response program that includes periodic coordinated response exercises designed to restore business operations as quickly and as orderly as practicable in the event of a [removed: breach.][added: serious cyber incident.]

The CISO presents to the Board of Directors on a [removed: quarterly] [added: semi-annual] basis and the results of the risk assessments and audits on at least an annual basis.

The CISO has overseen the Company’s information security program for the last [removed: 15] [added: 17] years.

There were approximately [removed: 129] [added: 120] holders of record of our common stock as of February [removed: 4, 2025.][added: 18, 2026.]

During the year ended December 31, [removed: 2024,] [added: 2025,] cash dividends of approximately [removed: $111.1] [added: $104.3] million were paid to holders of our common stock.

The following table summarizes the share repurchases made by the Company during the three months ended December 31, [removed: 2024:][added: 2025:]

| [removed: For the Month Ended] [added: Period] | | | | | | [removed: Number] [added: Total Number] of Shares [removed: Repurchased(1)(2)] [added: Purchased(1)(2)] | | | | | | [removed: Weighted Average] [added: Average] Price Paid Per Share | | | | | | [removed: Shares Repurchased] [added: Total Number of Shares Purchased] as Part of [removed: a] Publicly Announced [removed: Program(2)] [added: Plans or Programs(2)] | | | | | | Approximate Dollar Value [removed: Remaining] [added: of Shares that May Yet Be Purchased] Under the [removed: Program] [added: Plans or Programs] (in thousands) | | |

(1)Shares purchased in October [removed: 2024,] [added: 2025,] November [removed: 2024,] [added: 2025,] and December [removed: 2024] [added: 2025] include [removed: 830, 7,737] [added: 100, 2,186] and [removed: 355] [added: 1,306] shares, respectively, purchased in satisfaction of employee tax withholding obligations in connection with the vesting of restricted stock awards granted under our stock incentive plans.

The performance graph assumes that $100 was invested on December 31, [removed: 2019] [added: 2020] 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: ]

| October 1, 2025 to October 31, 2025 | | | | | | 100 | | | | | | $ | 124.79 | | | | | — | | | | | | $ | 454,880 | |

| November 1, 2025 to November 30, 2025 | | | | | | 2,186 | | | | | | $ | 120.59 | | | | | — | | | | | | $ | 454,880 | |

| December 1, 2025 to December 31, 2025 | | | | | | 1,306 | | | | | | $ | 131.83 | | | | | — | | | | | | $ | 454,880 | |

| October 1, 2024 to October 31, 2024 | | | | | | 135,421 | | | | | | $ | 98.58 | | | | | 134,591 | | | | | | $ | 234,419 | |

| November 1, 2024 to November 30, 2024 | | | | | | 912,043 | | | | | | $ | 91.74 | | | | | 904,306 | | | | | | $ | 917,001 | |

| December 1, 2024 to December 31, 2024 | | | | | | 1,105,124 | | | | | | $ | 94.16 | | | | | 1,104,769 | | | | | | $ | 813,000 | |

| [Reports of Independent Registered Public Accounting [removed: Firm](#ie625fed512c84cada8637cd828f410d5_76)] [added: Firm](#i7c89cf8e8ebb4bbe968c4e4882a30e06_76)] (PCAOB ID: 42) | | | [removed: [61](#ie625fed512c84cada8637cd828f410d5_76)] [added: [58](#i7c89cf8e8ebb4bbe968c4e4882a30e06_76)] | | |

| [Consolidated Balance [removed: Sheets](#ie625fed512c84cada8637cd828f410d5_85)] [added: Sheets](#i7c89cf8e8ebb4bbe968c4e4882a30e06_85)] | | | [removed: [64](#ie625fed512c84cada8637cd828f410d5_85)] [added: [61](#i7c89cf8e8ebb4bbe968c4e4882a30e06_85)] | | |

[removed: | [Consolidated Statements of Operations](#ie625fed512c84cada8637cd828f410d5_88) | | | [65](#ie625fed512c84cada8637cd828f410d5_88) | | |][added: CONSOLIDATED STATEMENTS OF INCOME]

[removed: | [Consolidated Statements of Comprehensive Income (Loss](#ie625fed512c84cada8637cd828f410d5_91)) | | | [66](#ie625fed512c84cada8637cd828f410d5_91) | | |][added: CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME]

| [Consolidated Statements of Stockholders’ [removed: Deficit](#ie625fed512c84cada8637cd828f410d5_94)] [added: Deficit](#i7c89cf8e8ebb4bbe968c4e4882a30e06_94)] | | | [removed: [67](#ie625fed512c84cada8637cd828f410d5_94)] [added: [64](#i7c89cf8e8ebb4bbe968c4e4882a30e06_94)] | | |

| [Consolidated Statements of Cash [removed: Flows](#ie625fed512c84cada8637cd828f410d5_97)] [added: Flows](#i7c89cf8e8ebb4bbe968c4e4882a30e06_97)] | | | [removed: [68](#ie625fed512c84cada8637cd828f410d5_97)] [added: [65](#i7c89cf8e8ebb4bbe968c4e4882a30e06_97)] | | |

| [Notes to Consolidated Financial [removed: Statements](#ie625fed512c84cada8637cd828f410d5_100)] [added: Statements](#i7c89cf8e8ebb4bbe968c4e4882a30e06_100)] | | | [removed: [69](#ie625fed512c84cada8637cd828f410d5_100)] [added: [66](#i7c89cf8e8ebb4bbe968c4e4882a30e06_100)] | | |

| [Quarterly Consolidated Financial Information [removed: (Unaudited)](#ie625fed512c84cada8637cd828f410d5_172)] [added: (Unaudited)](#i7c89cf8e8ebb4bbe968c4e4882a30e06_175)] | | | [removed: [114](#ie625fed512c84cada8637cd828f410d5_172)] [added: [111](#i7c89cf8e8ebb4bbe968c4e4882a30e06_175)] | | |

We have audited Wynn Resorts, Limited and subsidiaries’ internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Wynn Resorts, Limited and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of operations, comprehensive income (loss), stockholders' deficit and cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] and the related notes and financial statement schedule listed in the Index at Item 15(a)2 and our report dated [removed: February 13, 2025] [added: March 2, 2026] expressed an unqualified opinion thereon.

We have audited the accompanying consolidated balance sheets of Wynn Resorts, Limited and subsidiaries (the Company) as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of [removed: operations,] [added: income,] comprehensive [removed: income (loss),] [added: income,] stockholders' deficit and cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] and the related notes and financial statement schedule listed in the Index at Item 15(a)2 (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] 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 States) (PCAOB), the Company's internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated [removed: February 13, 2025] [added: March 2, 2026] expressed an unqualified opinion thereon.

| *Description of the Matter* | | | As more fully described in Note 14 to the consolidated financial statements, at December 31, [removed: 2024,] [added: 2025,] the Company had [added: U.S.] deferred tax [removed: assets related to] [added: assets, including] foreign tax credit [removed: carryforwards, disallowed interest expense] carryforwards and other [removed: U.S. and foreign] deferred tax [removed: assets] [added: assets,] of [removed: $1.5] [added: $1.3] billion reduced by a [removed: $604.6] [added: $479.3] million valuation allowance. Deferred tax assets are reduced by a valuation allowance if, based on the weight of all available evidence, in management’s judgment it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. Auditing management’s assessment of the realizability of the Company’s deferred tax [removed: assets] [added: assets, including foreign tax credit carryforwards,] involved complex judgments due to the significant estimation required in [removed: measuring] [added: estimating the realizability of these] deferred tax assets. The [removed: measurement] [added: realizability] of [added: these] deferred tax assets is affected by significant assumptions, including forecasted [removed: domestic and] foreign-sourced [removed: income and related] [added: income,] intercompany [removed: royalties, the amount of interest expense and other expenses allocated to foreign sourced income] [added: transactions,] and the execution of [added: a] tax planning [removed: strategies.] [added: strategy.] Fluctuations in actual results from those forecasted can have a material impact on the measurement of deferred tax assets. | | |

| *How We Addressed the Matter in Our Audit* | | | We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over management’s process for evaluating the realization of the Company’s deferred tax assets, including controls over management’s review of its significant assumptions described above and identification and use of [added: an] available tax planning [removed: strategies.] [added: strategy.] To test the [removed: valuation] [added: realizability] of deferred tax assets, [removed: we] [added: including foreign tax credit carryforwards,we] performed audit procedures that included, among others, [removed: assessing methodologies and] testing the significant assumptions described above and the underlying data used by the Company in its analysis. We compared the significant assumptions used by management to the Company’s business plans and current industry and economic trends and evaluated whether changes to the Company’s business plans, economic trends and other factors would affect the significant assumptions. We [removed: assessed the historical accuracy of management’s estimates and performed sensitivity analyses of significant assumptions to evaluate the changes in the valuation allowance that would result from changes in the assumptions. We] involved our tax professionals to evaluate the [added: Company's] application of tax law [removed: in] [added: for] the [removed: Company’s] available tax planning [removed: strategies, the scheduling of the reversal of existing taxable temporary differences and carryforward amounts,] [added: strategy] and the evaluation of the utilization of the deferred tax assets. | | |

| | | | [added: 2025 | | | | | |] 2024 | | | | | | 2023 | | |

| Cash and cash equivalents | | | $ | [removed: 2,426,155] [added: 1,463,442] | | | | | $ | [removed: 2,879,186] [added: 2,426,155] | |

| Restricted cash | | | [removed: —] [added: 96,653] | | | | | | [removed: 18] [added: 95,638] | | |

| Accounts receivable, net of allowance for credit losses of [removed: $37,694] [added: $45,645] and [removed: $40,075] [added: $37,694] | | | [removed: 324,016] [added: 402,641] | | | | | | [removed: 341,712] [added: 324,016] | | |

| Inventories | | | [removed: 75,783] [added: 88,478] | | | | | | [removed: 75,552] [added: 75,783] | | |

| Prepaid expenses and other | | | [removed: 95,725] [added: 127,204] | | | | | | [removed: 99,961] [added: 95,725] | | |

| Total current assets | | | [removed: 2,921,679] [added: 2,683,521] | | | | | | [removed: 4,241,621] [added: 2,921,679] | | |

| Property and equipment, net | | | [removed: 6,521,283] [added: 6,625,922] | | | | | | [removed: 6,688,479] [added: 6,521,283] | | |

| Restricted [removed: cash] [added: cash(3)] | | | [removed: 95,638] [added: 96,653] | | | | | | [removed: 90,208] [added: 95,638] | | |

| Operating lease assets | | | [removed: 1,797,276] [added: 1,778,052] | | | | | | [removed: 1,832,896] [added: 1,797,276] | | |

| Deferred income taxes, net | | | [removed: 507,716] [added: 409,070] | | | | | | [removed: 500,877] [added: 507,716] | | |

| [removed: Total assets] [added: Total] | | | $ | [added: 13,108,117 | | | | | $ |] 12,977,963 | | | | | $ | 13,996,223 | |

| Accounts and construction payables | | | $ | [removed: 205,146] [added: 255,307] | | | | | $ | [removed: 208,263] [added: 205,146] | |

| Customer deposits | | | [removed: 508,651] [added: 569,603] | | | | | | [removed: 543,288] [added: 508,651] | | |

| Gaming taxes payable | | | [removed: 171,983] [added: 215,581] | | | | | | [removed: 172,832] [added: 171,983] | | |

| Accrued compensation and benefits | | | [removed: 229,305] [added: 245,550] | | | | | | [removed: 212,645] [added: 229,305] | | |

| Accrued interest | | | [removed: 132,510] [added: 132,772] | | | | | | [removed: 141,902] [added: 132,510] | | |

| Current portion of long-term debt | | | [removed: 41,250] [added: 9,410] | | | | | | [removed: 709,593] [added: 41,250] | | |

| Other accrued liabilities | | | [removed: 250,689] [added: 214,955] | | | | | | [removed: 211,931] [added: 250,689] | | |

| Total current liabilities | | | [removed: 1,539,534] [added: 1,643,178] | | | | | | [removed: 2,200,454] [added: 1,539,534] | | |

| Long-term debt | | | [removed: 10,500,484] [added: 10,537,402] | | | | | | [removed: 11,028,744] [added: 10,500,484] | | |

| Long-term operating lease liabilities | | | [removed: 1,623,890] [added: 1,629,117] | | | | | | [removed: 1,631,749] [added: 1,623,890] | | |

| Other long-term liabilities | | | [removed: 282,658] [added: 329,699] | | | | | | [removed: 236,210] [added: 282,658] | | |

| Total liabilities | | | [removed: 13,946,566] [added: 14,139,396] | | | | | | [removed: 15,097,157] [added: 13,946,566] | | |

March 2, 2026

March 2, 2026

| | | | 2025 | | | | | | 2024 | | |

| Investments | | | 601,756 | | | | | | — | | |

| Long-term investments | | | 67,594 | | | | | | — | | |

| Intangible assets, net | | | 224,242 | | | | | | 254,599 | | |

| Investments in unconsolidated affiliates | | | 948,156 | | | | | | 648,217 | | |

| Other assets | | | 274,907 | | | | | | 231,555 | | |

| Total assets | | | $ | 13,108,117 | | | | | $ | 12,977,963 | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 327,334 | | | | | | 327,334 | | | | | | 81,801 | | | | | | 409,135 | | |

| Currency translation adjustment | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 2,564 | | | | | | — | | | | | | 2,564 | | | | | | 1,171 | | | | | | 3,735 | | |

| Exercise of stock options | | | 6,700 | | | | | | — | | | | | | — | | | | | | 457 | | | | | | — | | | | | | — | | | | | | 457 | | | | | | — | | | | | | 457 | | |

| Issuance of restricted stock | | | 760,715 | | | | | | 7 | | | | | | — | | | | | | 7,915 | | | | | | — | | | | | | — | | | | | | 7,922 | | | | | | — | | | | | | 7,922 | | |

| Cash dividends declared | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (104,583) | | | | | | (104,583) | | | | | | (71,343) | | | | | | (175,926) | | |

| Stock-based compensation | | | — | | | | | | — | | | | | | — | | | | | | 93,406 | | | | | | — | | | | | | — | | | | | | 93,406 | | | | | | 4,054 | | | | | | 97,460 | | |

| Balances, December 31, 2025 | | | 103,989,787 | | | | | | $ | 1,343 | | | | | $ | (2,621,394) | | | | | $ | 3,801,934 | | | | | $ | (3,136) | | | | | $ | (1,454,239) | | | | | $ | (275,492) | | | | | $ | (755,787) | | | | | $ | (1,031,279) | |

| | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

| Net income | | | $ | 409,135 | | | | | $ | 639,716 | | | | | $ | 782,217 | |

| Depreciation and amortization | | | 620,633 | | | | | | 658,895 | | | | | | 687,270 | | |

For more information on the Company's equity method investments, see *Investments in Unconsolidated Affiliates* below.

All significant intercompany accounts and transactions have been eliminated.

These reclassifications had no effect on previously reported total assets, total liabilities and total stockholders' deficit.

Interest of $49.7 million, $23.0 million, and $5.8 million

*Intangible Assets*

In November 2024, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2024-03, *Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures* *(Subtopic 220-40)* ("ASU 2024-03").

The standard provides guidance on expanded disclosures related to the disaggregation of income statement expenses.

The standard specifically requires additional disclosure of certain costs and expenses, which includes purchases of inventory, employee compensation, depreciation and intangible asset amortization included in each relevant expense caption.

This guidance is effective for fiscal years beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027, on a retrospective or prospective basis, with early adoption permitted.

The adoption of ASU 2024-03 will result in additional disclosures and is not expected to have an impact on the Company’s financial condition, results of operations and cash flows.

In July 2025, the FASB issued ASU 2025-05, *Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets* ("ASU 2025-05"), which provides a practical expedient for estimating expected credit losses for current accounts receivable and current contract assets.

ASU 2025-05 will be effective for annual periods beginning after December 15, 2025, and interim periods within those annual reporting periods and should be applied prospectively.

The Company is currently evaluating the impact that this guidance will have on the Company's consolidated financial statements and related disclosures.

In September 2025, the FASB issued ASU 2025-06, *Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40)* ("ASU 2025-06"), which revises the approach to accounting for internal-use software costs by eliminating all references to the stages of software development projects, thereby making the guidance adaptable to a variety of software development methodologies.

ASU 2025-06 will be effective for annual periods beginning after December 15, 2027, and interim periods within those annual reporting periods, on a prospective, modified or retrospective basis, with early adoption permitted.

The Company is currently evaluating the impact that this guidance will have on the Company's consolidated financial statements and related disclosures.

| | | | 2025 | | | | | | 2024 | | |

(2)Cash equivalents consist of bank time deposits, U.S. government treasuries and money market funds, which excludes $601.8 million of short-term investments described in Note 2 - "Basis of Presentation and Significant Accounting Policies."

| | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

| Liabilities arising from obtaining property and equipment | | | $ | 21,400 | | | | | $ | — | | | | | $ | — | |

| | | | 2025 | | | | | | 2024 | | |

February 13, 2025

| Investments | | | — | | | | | | 845,192 | | |

| Goodwill and intangible assets, net | | | 273,062 | | | | | | 329,708 | | |

| Other assets | | | 861,309 | | | | | | 312,434 | | |

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

| Gain on EBH Transaction, net | | | — | | | | | | — | | | | | | (181,989) | | |

| Balances, January 1, 2022 | | | 115,714,943 | | | | | | $ | 1,314 | | | | | $ | (1,436,373) | | | | | $ | 3,502,715 | | | | | $ | 6,004 | | | | | $ | (2,288,078) | | | | | $ | (214,418) | | | | | $ | (621,797) | | | | | $ | (836,215) | |

| Net loss | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (423,856) | | | | | | (423,856) | | | | | | (285,512) | | | | | | (709,368) | | |

| Currency translation adjustment | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (6,408) | | | | | | — | | | | | | (6,408) | | | | | | (2,441) | | | | | | (8,849) | | |

| Issuance of restricted stock | | | 797,419 | | | | | | 9 | | | | | | — | | | | | | 9,279 | | | | | | — | | | | | | — | | | | | | 9,288 | | | | | | — | | | | | | 9,288 | | |

| Contribution from noncontrolling interest | | | — | | | | | | — | | | | | | — | | | | | | 48,559 | | | | | | — | | | | | | — | | | | | | 48,559 | | | | | | 1,474 | | | | | | 50,033 | | |

| Subsidiary equity issuance | | | — | | | | | | — | | | | | | — | | | | | | (18,717) | | | | | | — | | | | | | — | | | | | | (18,717) | | | | | | 21,613 | | | | | | 2,896 | | |

| Stock-based compensation | | | — | | | | | | — | | | | | | — | | | | | | 56,139 | | | | | | — | | | | | | 126 | | | | | | 56,265 | | | | | | 10,828 | | | | | | 67,093 | | |

| Proceeds from EBH Transaction | | | — | | | | | | — | | | | | | 1,700,000 | | |

| Proceeds from issuance of subsidiary common stock | | | — | | | | | | — | | | | | | 2,895 | | |

| Proceeds from sale of noncontrolling interest in subsidiary | | | — | | | | | | — | | | | | | 50,033 | | |

Upon closing of the EBH Transaction, the Company received cash proceeds of approximately $1.70 billion in exchange for the sale of such real estate assets, and concurrently entered into a lease agreement for the purpose of continuing to operate the Encore Boston Harbor integrated resort.

For more information on the Company's equity method investments, see *Investments in Unconsolidated Affiliate* within Note 2, "Basis of Presentation and Significant Accounting Policies." All significant intercompany accounts and transactions have been eliminated.

These reclassifications had no effect on the previously reported net income (loss) or operating income (loss).

As of December 31, 2023, the Company had $8.7 million in accrued interest on its debt securities, recorded in Investments on the Consolidated Balance Sheets.

records an allowance for credit losses, limited to the excess of amortized cost over fair value, with a corresponding charge to earnings.

No interest was capitalized for the year ended December 31, 2022.

*Goodwill*

Goodwill represents the excess of the purchase price in a business combination over the fair value of the tangible and intangible assets acquired and the liabilities assumed.

Goodwill is not amortized, but rather is subject to an annual impairment test.

The Company tests goodwill for impairment annually, or more frequently if events or changes in circumstances indicate that this asset may be impaired.

The Company’s test of goodwill impairment starts with a qualitative assessment to determine whether it is necessary to perform a quantitative goodwill impairment test.

If qualitative factors indicate that the fair value of the reporting unit is more likely than not less than its carrying amount, then a quantitative goodwill impairment test is performed.

For the quantitative analysis, the Company compares the fair value of its reporting unit to its carrying value.

If the estimated fair value exceeds its carrying amount, goodwill is considered not to be impaired and no additional steps are necessary.

However, if the fair value of the reporting unit is less than its carrying amount, goodwill impairment is recorded equal to the difference between the carrying amount of the reporting unit and its fair value, not to exceed the carrying amount of goodwill.

the expected lease term.

For sale-leaseback arrangements, such as the EBH Transaction, the Company is required to determine whether the transaction qualifies as a sale, which includes assessing whether a contract exists and if so, whether control has passed to the counterparty in the contract.

Control indicators include, but are not limited to, whether the entity has a present right to payment for the asset, whether the customer has legal title to the asset, whether the entity has transferred physical possession of the asset, whether the customer has significant risks and rewards of ownership of the asset, and whether the customer has accepted the asset.

If it is determined that a sale has occurred, the Company recognizes an operating or finance lease based on the factors outlined in the preceding paragraph.

A finance lease would preclude sale accounting.

The cost of advertising is expensed as incurred, and totaled $50.9 million, $112.6 million, and $148.6 million for the years ended December 31, 2024, 2023, and 2022, respectively.

During the year ended December 31, 2023, the Company incurred pre-opening expenses primarily in connection with the launch of sports betting operations in Massachusetts*.* During the year ended December 31, 2022, the Company incurred pre-opening expenses primarily in connection with reconfiguring the theater space at Wynn Las Vegas to host an exclusive theatrical production, *Awakening*.

The Company’s management has evaluated all of the recently issued, but not yet effective, accounting standards that have been issued or proposed by the Financial Accounting Standards Board ("FASB") or other standards-setting bodies through the filing date of these financial statements and does not believe the future adoption of any such pronouncements will have a material effect on the Company’s financial position, results of operations and cash flows.

| Restricted cash(3) | | | 95,638 | | | | | | 90,226 | | |

Management assessed the effectiveness of the Company's internal control over financial reporting as of December 31, [removed: 2024.][added: 2025.]

Based on our assessment, management believes that, as of December 31, [removed: 2024,] [added: 2025,] our internal control over financial reporting was effective based on those criteria.

The effectiveness of our internal control over financial reporting as of December 31, [removed: 2024] [added: 2025] has been audited by Ernst & Young, LLP, an independent registered public accounting firm.

There were no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended December 31, [removed: 2024] [added: 2025] that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

None of the Company's directors or officers (as defined in Section 16 of the Exchange Act) adopted or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" (each as defined in Item 408(a) and (c) of Regulation S-K) during the Company’s fiscal quarter ended December 31, [removed: 2024.][added: 2025.]

[Table](#ie625fed512c84cada8637cd828f410d5_7) [of Contents](#ie625fed512c84cada8637cd828f410d5_7)

The information required by this item will be contained in the Registrant's definitive Proxy Statement for its [removed: 2025] [added: 2026] Annual Meeting of Shareholders to be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2024] [added: 2025] (the [removed: "2025] [added: "2026] Proxy Statement") under the captions "Election of Directors," "Executive Officers," "Governance" and "Delinquent Section 16(a) Reports," and is incorporated herein by reference.

The information called for by this item will be contained in the [removed: 2025] [added: 2026] Proxy Statement under the captions "Non-Employee Director Compensation Table," "Compensation Committee Report," "Executive Compensation Tables," "Summary Compensation Table" and "Compensation Discussion and Analysis" and is incorporated herein by reference.

Certain information required by this item will be contained in the [removed: 2025] [added: 2026] Proxy Statement under the caption "Certain Beneficial Ownership and Management" and is incorporated herein by reference.

| Plan Category | | | Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights [removed: (a)] [added: (a)(1)] | | | | | | Weighted- Average Exercise Price of Outstanding Options, Warrants and Rights [removed: (b)] [added: (b)(2)] | | | | | | Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Column (a)) (c) | | |

| Equity compensation plans approved by security holders | | | [removed: 6,700] [added: 100,319] | | | | | | $ | [removed: 68.25] [added: 81.55] | | | | | [removed: 3,000,262] [added: 1,792,076] | | |

| Total | | | 100,319 | | | | | | $ | 81.55 | | | | | 1,792,076 | | |

(1) Includes outstanding options and performance share units at target.

(2) Weighted average exercise price for outstanding options only.

| Total | | | 6,700 | | | | | | $ | 68.25 | | | | | 3,000,262 | | |

The information called for by this item will be contained in the [removed: 2025] [added: 2026] Proxy Statement under the captions "Certain Relationships and Transactions" and "Governance" and is incorporated herein by reference.

The information called for by this item will be contained in the [removed: 2025] [added: 2026] Proxy Statement under the caption "Ratification of Appointment of Registered Public Accounting Firm" and is incorporated herein by reference.

[Table](#ie625fed512c84cada8637cd828f410d5_7) [of Contents](#ie625fed512c84cada8637cd828f410d5_7)

- Consolidated Balance Sheets as of December 31, [removed: 2024] [added: 2025] and [removed: 2023][added: 2024]

- Consolidated Statements of [removed: Operations] [added: Income] for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022][added: 2023]

- Consolidated Statements of Comprehensive Income [removed: (Loss)] for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022][added: 2023]

- Consolidated Statements of Stockholders' Deficit for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022][added: 2023]

- Consolidated Statements of Cash Flows for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022][added: 2023]

| 10.6.7 | | | | | | [Intellectual Property License Agreement, dated as of January 1, 2025, by and between Wynn NKH, LLC, and Wynn Macau, Limited.](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex1067-wmllicenseagreement.htm) | | | 10-K | | | | | | [removed: *] [added: 2/13/2025] | | |

| 10.6.8 | | | | | | [Intellectual Property License Agreement, dated as of January 1, 2025, by and between Wynn NKH, LLC, and Wynn Resorts (Macau), S.A.](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex1068-wrmsalicenseagreeme.htm) | | | 10-K | | | | | | [removed: *] [added: 2/13/2025] | | |

| 10.6.9 | | | | | | [Intellectual Property License Agreement, dated as of January 1, 2025, by and between Wynn Resorts, Holdings, LLC, Wynn Resorts, Limited and Wynn NKH, LLC.](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex1069-wrhlicenseagreement.htm) | | | 10-K | | | | | | [removed: *] [added: 2/13/2025] | | |

| 10.7.1 | | | | | | [Second Amended and Restated Shareholders' Agreement, dated June 21, 2024, by and among Wynn Resorts, Limited, RAK Hospitality Holding LLC, Al Marjan Island LLC, Wynn Resorts FZ-LLC, RAK HH IR FZ-LLC, AMI Island 3 IR FZ-LLC and Island 3 AMI FZ-LLC.](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex1071-secondamendedandres.htm) | | | 10-K | | | | | | [removed: *] [added: 2/13/2025] | | |

| +10.7.5.1 | | | | | | [Employment Agreement, dated as [removed: of](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex10751-jacquikrumagreement.htm) [September](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex10751-jacquikrumagreement.htm) [](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex10751-jacquikrumagreement.htm)[15](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex10751-jacquikrumagreement.htm)[,] [added: of September 15,] 2024 by and between Wynn Resorts, Limited and Jacqui Krum.](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex10751-jacquikrumagreement.htm) | | | 10-K | | | | | | [removed: *] [added: 2/13/2025] | | |

| +10.7.5.2 | | | | | | [First Amendment to Employment Agreement, dated as [removed: of](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex10752-jacquikrumamendeda.htm) [November 25](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex10752-jacquikrumamendeda.htm)[,] [added: of November 25,] 2024 by and between Wynn Resorts, Limited and Jacqui Krum.](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex10752-jacquikrumamendeda.htm) | | | 10-K | | | | | | [removed: *] [added: 2/13/2025] | | |

| +10.13 | | | | | | [Wynn Resorts, Limited Executive Retirement [removed: Plan](https://www.sec.gov/Archives/edgar/data/1174922/000117492224000046/ex1012-wynnexecutiveretire.htm)] [added: Plan, as amended on November 3, 2025.](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000151/ex101-wynnxexecutiveretire.htm)] | | | [removed: 10-K] [added: 10-Q] | | | | | | [removed: 2/23/2024] [added: 11/6/2025] | | |

| 19.1 | | | | | | [Wynn Resorts, Limited Insider Trading Policy.](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex191-tradingpolicyamended.htm) | | | 10-K | | | | | | [removed: *] [added: 2/13/2025] | | |

| 21.1 | | | | | | [Subsidiaries of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex211-subsidiariesofwrlx20.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/1174922/000117492226000013/ex211-subsidiariesofwrlx20.htm)] | | | 10-K | | | | | | * | | |

| 23.1 | | | | | | [Consent of Ernst & Young LLP, Independent Registered Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex231-eyconsentx2024.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/1174922/000117492226000013/ex231-eyconsentxye2025.htm)] | | | 10-K | | | | | | * | | |

| 31.1 | | | | | | [Certification of Chief Executive Officer of Periodic Report Pursuant to Rule 13a – 14(a) and Rule 15d – [removed: 14(a).](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex311-ceoscertificationxye.htm)] [added: 14(a).](https://www.sec.gov/Archives/edgar/data/1174922/000117492226000013/ex311-ceoscertificationxye.htm)] | | | 10-K | | | | | | * | | |

| 31.2 | | | | | | [Certification of Chief Financial Officer of Periodic Report pursuant to Rule 13a – 14(a) and Rule 15d – [removed: 14(a).](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex312-cfoscertificationxye.htm)] [added: 14(a).](https://www.sec.gov/Archives/edgar/data/1174922/000117492226000013/ex312-cfoscertificationxye.htm)] | | | 10-K | | | | | | * | | |

| 32 | | | | | | [Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 (furnished [removed: herewith)](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000039/ex32ceoandcfocertification.htm)] [added: herewith)](https://www.sec.gov/Archives/edgar/data/1174922/000117492226000013/ex32ceoandcfocertification.htm)] | | | 10-K | | | | | | * | | |

| 101 | | | | | | The following material from Wynn Resorts, Limited's Annual Report on Form 10-K, formatted in Inline XBRL (Inline Extensible Business Reporting Language): (i) the Consolidated Balance Sheets as of December 31, [removed: 2024] [added: 2025] and December 31, [removed: 2023;] [added: 2024;] (ii) the Consolidated Statements of [removed: Operations] [added: Income] for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022;] [added: 2023;] (iii) the Consolidated Statements of Comprehensive Income [removed: (Loss)] for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022;] [added: 2023;] (iv) the Consolidated Statements of Stockholders' Deficit for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022;] [added: 2023;] (v) the Consolidated Statements of Cash Flows for the years ended December 31, [added: 2025,] 2024, [removed: 2023] and [removed: 2022;] [added: 2023;] and (vi) Notes to Consolidated Financial Statements. The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | | | 10-K | | | | | | * | | |

| 2025 | | | $ | 37,694 | | | | | 12,824 | | | | | | (4,873) | | | | | | $ | 45,645 | |

| 2025 | | | $ | 604,645 | | | | | 76,017 | | | | | | (62,509) | | | | | | $ | 618,153 | |

| 4.16 | | | | | | [Indenture, dated as of August 19, 2025, by and between Wynn Macau, Limited and Deutsche Bank Trust Company Americas, as trustee, related to the senior notes due 2034.](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000122/ex41-wmlindenture.htm) | | | 8-K | | | | | | 8/19/2025 | | |

| 10.1.11 | | | | | | [Amendment No. 5 to Credit Agreement, dated as of June 12, 2025, by and among Wynn Resorts Finance, LLC, as borrower, the subsidiaries of borrower party hereto, as guarantors, Deutsche Bank AG New York Branch, as administrative agent](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000095/wynn-amendmentno5tocredita.htm)[.](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000095/wynn-amendmentno5tocredita.htm) | | | 8-K | | | | | | 6/12/2025 | | |

| 10.1.12 | | | | | | [Exhibit A to Amendment No. 5 - Credit Agreement, dated as of September 20, 2019 (as amended by Amendment No. 1 dated as of April 10, 2020, Amendment No. 2 dated as of November 27, 2020, Amendment No. 3 dated as of May 17, 2023, Amendment No. 4 dated as of September 16, 2024, and Amendment No. 5 dated as of June 12, 2025), by and among Wynn Resorts Finance, LLC, as borrower, the subsidiaries of borrower party hereto, as guarantors, Deutsche Bank AG New York Branch, as administrative agent and as collateral agent.](https://www.sec.gov/Archives/edgar/data/1174922/000117492225000095/wynn-exatoamendmentno5amen.htm) | | | 8-K | | | | | | 6/12/2025 | | |

| +10.7.5.3 | | | | | | [Employment Agreement, dated as of January 8, 2026, by and between Wynn Resorts, Limited and Craig Fullalove.](https://www.sec.gov/Archives/edgar/data/1174922/000117492226000004/ex101craigfullaloveea.htm) | | | 8-K | | | | | | 1/9/2026 | | |

| 2022 | | | $ | 111,319 | | | | | (7,295) | | | | | | (25,182) | | | | | | $ | 78,842 | |

| 2022 | | | $ | 2,501,263 | | | | | 108,150 | | | | | | (172,211) | | | | | | $ | 2,437,202 | |

[Table](#ie625fed512c84cada8637cd828f410d5_7) [of Contents](#ie625fed512c84cada8637cd828f410d5_7)

| Dated: [removed: February 13, 2025] [added: March 2, 2026] | | | | | | By: | | | /s/ Craig S. Billings | | |

| /s/ Craig S. Billings | | | | | | Director, Chief Executive Officer (Principal Executive Officer) | | | | | | [removed: February 13, 2025] [added: March 2, 2026] | | |

| /s/ Julie Cameron-Doe | | | | | | Chief Financial Officer (Principal Financial and Accounting Officer) | | | | | | [removed: February 13, 2025] [added: March 2, 2026] | | |

| /s/ Philip G. Satre | | | | | | Non-Executive Chair of the Board and Director | | | | | | [removed: February 13, 2025] [added: March 2, 2026] | | |

| /s/ Betsy S. Atkins | | | | | | Director | | | | | | [removed: February 13, 2025] [added: March 2, 2026] | | |

| /s/ Richard J. Byrne | | | | | | Director | | | | | | [removed: February 13, 2025] [added: March 2, 2026] | | |

| /s/ Paul Liu | | | | | | Director | | | | | | [removed: February 13, 2025] [added: March 2, 2026] | | |

| /s/ Patricia Mulroy | | | | | | Director | | | | | | [removed: February 13, 2025] [added: March 2, 2026] | | |

| /s/ Darnell Strom | | | | | | Director | | | | | | [removed: February 13, 2025] [added: March 2, 2026] | | |

| /s/ Winifred Webb | | | | | | Director | | | | | | [removed: February 13, 2025] [added: March 2, 2026] | | |

| /s/ Anthony M. Sanfilippo | | | | | | Director | | | | | | March 2, 2026 | | |

| Anthony M. Sanfilippo | | | | | | | | | | | | | | |

[Table](#ie625fed512c84cada8637cd828f410d5_7) [of Contents](#ie625fed512c84cada8637cd828f410d5_7)

| /s/ Margaret J. Myers | | | | | | Director | | | | | | February 13, 2025 | | |

| Margaret J. Myers | | | | | | | | | | | | | | |