SEC Form 4 · accession 0001193125-26-271538
Red Rock Resorts, Inc. · RRR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lorenzo J Fertitta
Officer — Vice President · Director · 10% Owner
Period of report
Jun 11, 2026
Accepted (ET)
Jun 15, 2026 · 8:58 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001653653
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| CLASS A COMMON STOCKF1 | Jun 11, 2026 | A | 148,427 | $0.00 | A | 241,648 | D | |
| CLASS A COMMON STOCKF2,F3,F4,F5,F6 | holding | — | — | — | 45,273,322 | I | See Footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| EMPLOYEE STOCK OPTION (RIGHT TO BUY)F7 | $62.32 | Jun 11, 2026 | A | 301,205 | A | — | Jun 11, 2036 | Class A Common Stock | 301,205 | 301,205 | D |
Explanation of responses
- F1Represents a restricted stock award (the "Restricted Stock Award") pursuant to the Issuer's Amended and Restated 2016 Equity Incentive Plan. The Restricted Stock Award vests 25% on each first four anniversaries of June 11, 2026, subject to the Reporting Person's continued service with the Issuer.
- F2Lorenzo J. Fertitta is a director of the Issuer, and also a beneficial owner of 10% or more of the Issuer's Class A Common Stock (assuming that all of the units of membership interest in Station Holdco LLC (the "LLC Units") beneficially owned by Lorenzo J. Fertitta were exchanged for the Issuer's Class A Common Stock) as a result of his ownership interest in FBM Sub 1 LLC ("FBM Sub 1"), Fertitta Business Management LLC ("FBM") and FI Station Investor LLC ("FI Station"). The LLC Units are exchangeable at any time and from time to time for a number of shares of the Issuer's Class A Common Stock at an exchange rate determined in accordance with the Exchange Agreement or, at the election of the Issuer, cash. The LLC Units have no expiration date.
- F3(Continued from Footnote 2) FI Station is owned by Fertitta Investment LLC ("Fertitta Investment"), KVF Investments, LLC ("KVF") and LNA Investments, LLC ("LNA"). Fertitta Investment is owned by FBM, KVF and LNA. FI Station and Fertitta Investment are managed by Fertitta Holdco LLC, which is owned and managed by Frank J. Fertitta III and Lorenzo J. Fertitta. KVF is managed by Frank J. Fertitta III and is beneficially owned by various trusts established for the benefit of his three children. LNA is managed by Lorenzo J. Fertitta and is beneficially owned by various trusts established for the benefit of his three children. FBM Sub 1 is owned and controlled by FBM. FBM is owned and controlled (i) 50% by the F & J Fertitta Family Business Trust (the "F&J Trust"), a revocable trust for which Frank J. Fertitta III has sole investment and voting power, and (ii) 50% by the L & T Fertitta Family Business Trust (the "L&T Trust"),
- F4(Continued from Footnote 3) a revocable trust for which Lorenzo J. Fertitta has sole investment and voting power. Certain Class A Common Stock of the Issuer are held by (i) The L&T Fertitta Family Trust, (ii) LNA RRR LLC ("LNA RRR") is an entity managed by Lorenzo J. Fertitta and is beneficially owned by various trusts established for the benefit of his three children and grandchildren, and (iii) the L & T Fertitta Grandchildren's 2020 Irrevocable Trust, an irrevocable trust established for the benefit of the Reporting Person's grandchildren (the "L&T 2020 Trust") for which Frank J. Fertitta IV, the Reporting Person's nephew, serves as trustee.
- F5Based on the Reporting Person's retained right to remove the trustee of the L&T 2020 Trust, the Reporting Person may be deemed to be a beneficial owner of the shares transferred to the L&T 2020 Trust.
- F6Lorenzo J. Fertitta disclaims beneficial ownership of any shares of Class A Common Stock or LLC Units beneficially owned by FI Station, Fertitta Investment, FBM Sub 1, FBM, KVF, LNA, the F&J Trust, the L&T Trust, the L&T Fertitta Family Trust, the LNA RRR, and the L&T 2020 Trust, except to the extent of any pecuniary interest therein.
- F7Represents a stock option award (the "Stock Option Award") pursuant to the Issuer's Amended and Restated 2016 Equity Incentive Plan. The Stock Option Award vests 25% on each first four anniversaries of June 11, 2026, subject to the Reporting Person's continued service with the Issuer.