SEC Form 4 · accession 0001186747-15-000027
BOYD GAMING CORP · BYD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William S Boyd
Officer — Executive Chairman · Director · 10% Owner
Period of report
Mar 9, 2015
Accepted (ET)
Mar 11, 2015 · 6:34 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000906553
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3 | Mar 9, 2015 | M | 11,038 | $6.70 | A | 19,099,116 | I | By Trust |
| Common StockF1,F2,F3 | Mar 9, 2015 | S | 11,038 | $14.674 | D | 19,088,078 | I | By Trust |
| Common Stock | holding | — | — | — | 166,409 | D | ||
| Common StockF4 | holding | — | — | — | 212,654 | I | By Limited Partnership * | |
| Common Stock | holding | — | — | — | 153,117 | I | By Spouse * |
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)F5 | $6.70 | Mar 9, 2015 | M | 11,038 | D | — | Dec 7, 2021 | Common Stock | 11,038 | 0 | D |
Explanation of responses
- F1Shares sold in connection with the exercise of stock options on March 9, 2015.
- F2This transaction was executed in multiple trades at prices ranging from $14.41 to $15.06. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F3By William S. Boyd Gaming Properties Trust ("WSBGPT") of which reporting person is the trustee, settlor and beneficiary.
- F4By BG-09 Limited Partnership, of which each of the William S. Boyd Gaming Properties Trust ("WSBGPT") and the Marianne Boyd Gaming Properties Trust ("MBGPT") are the general partners thereof.
- F5Options granted under Boyd Gaming Corporation 2002 Flexible Stock Option Plan. Vesting plan calls for options to become exercisable at the rate of 33.333% per year on the first day of each successive 12 month period commencing one year from grant date.
Remarks
* The reporting person expressly disclaims beneficial ownership of any securities of the Issuer except for those securities that are owned directly by the Reporting Person or to the extent of the Reporting Person's pecuniary interest in a trust or other entity which owns such securities.