Sec Form 4 Filing - McManus John @ MGM Resorts International - 2018-03-15

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
McManus John
2. Issuer Name and Ticker or Trading Symbol
MGM Resorts International [ MGM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP GENERAL COUNSEL AND SECY
(Last) (First) (Middle)
3600 LAS VEGAS BLVD. SOUTH
3. Date of Earliest Transaction (MM/DD/YY)
03/15/2018
(Street)
LAS VEGAS, NV89109
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock $.01 Par Value ND 54,581 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units ( 1 ) 03/15/2018 A 6.7287 10/06/2015 10/06/2018 Common Stock $.01 Par Value ND 6.7287 ( 2 ) 2,007.6507 D
Restricted Stock Units ( 1 ) 03/15/2018 A 19.8487 10/05/2016 10/05/2019 Common Stock $.01 Par Value ND 19.8487 ( 2 ) 5,922.2273 D
Restricted Stock Units ( 1 ) 03/15/2018 A 23.0781 10/03/2017 10/03/2020 Common Stock $.01 Par Value ND 23.0781 ( 2 ) 6,885.8598 D
Restricted Stock Units ( 1 ) 03/15/2018 A 41.091 11/14/2018 11/14/2021 Common Stock $.01 Par Value ND 41.091 ( 2 ) 12,258.8291 D
Restricted Stock Units ( 3 ) 03/15/2018 A 10.1906 ( 4 ) 02/23/2021 Common Stock $.01 Par Value ND 10.1906 ( 2 ) 3,040.1906 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
McManus John
3600 LAS VEGAS BLVD. SOUTH
LAS VEGAS, NV89109
EVP GENERAL COUNSEL AND SECY
Signatures
/s/ Andrew Hagopian III, Attorney-In-Fact 03/19/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Restricted Stock Units ("RSUs") granted under the Plan. Each RSU represents the right to receive, following vesting, one share of MGM Resorts common stock. The RSUs will vest in four equal annual installments commencing on the first anniversary of the grant date, subject to the terms of the Plan and applicable award agreement.
( 2 )Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on MGM Resorts International's common stock and vest on the same dates and in the same relative proportions as the RSUs on which they accrue.
( 3 )RSUs granted under the Plan. Each RSU represents the right to receive one share of MGM Resorts common stock.
( 4 )The RSUs are fully vested. Delivery of shares will be made on the third anniversary of the grant date.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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