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FORM 10-K ☐ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934 For the transition periodtoCommission File No. 000-50028 WYNN RESORTS, LIMITED (Exact name of registrant as specified in its charter) Nevada46-0484987 (State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.) 3131 Las Vegas Boulevard South - Las Vegas, Nevada 89109(Address of principal executive offices) (Zip Code)(702) 770-7555(Registrant's telephone number, including area code)Securities registered pursuant to Section 12(b) of the Act: Common Stock, par value $0.01per shareWYNNNasdaq Global Select Market Securities registered pursuant to Section 12(g) of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.Yes☐No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 orSection 15(d) of the Act.Yes☐No☐ Indicate by check mark whether the registrant (1) has filed all reports required to be filed bySection 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for suchshorter period that the registrant was required to file such reports), and (2) has been subject to such filingrequirements for the past 90 days.Yes☐No☐ Indicate by check mark whether the registrant has submitted electronically every InteractiveData File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter)during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles).Yes☐No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer,a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growthcompany" in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not touse the extended transition period for complying with any new or revised financial accounting standardsprovided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to itsmanagement's assessment of the effectiveness of its internal control over financial reporting underSection 404(b) of the Sarbanes-Oxley Act (15 U.S.C.7262(b)) by the registered public accounting firmthat prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check markwhether the financial statements of the registrant included in the filing reflect the correction of an error topreviously issued financial statements☐ Indicate by check mark whether any of those error corrections are restatements that requireda recovery analysis of incentive-based compensation received by any of the registrant’s executive officersduring the relevant recovery period pursuant to § 240.10D-1(b)☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 ofthe Exchange Act).Yes☐No☐ The aggregate market value of the registrant's Common Stock held by non-affiliates based onthe closing price per share as reported on the Nasdaq Global Select Market on June 30, 2024 wasapproximately $9.06 billion. As of February 4, 2025, 106,401,372 shares of the registrant's Common Stock, $0.01 parvalue, were outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's definitive Proxy Statement for its 2025 Annual Meeting ofShareholders to be filed not later than 120 days after the end of the fiscal year covered by this report areincorporated by reference into Part III of this Form 10-K. Table of Contents Item 1.BusinessItem 1A.Risk FactorsItem 1B.Unresolved Staff CommentsItem 1C.Cybersecurity Item 2.Properties32Item 3.Legal Proceedings32Item 4.Mine Safety Disclosures33PART IIItem 5.Market for Registrant’s Common Equity, Related Stockholder Matters and IssuerPurchases of Equity Securities34Item 6.Reserved35Item 7.Management’s Discussion and Analysis of Financial Condition and Results ofOperations36Item 7A.Quantitative and Qualitative Disclosures About Market Risk58Item 8.Financial Statements and Supplementary Data60Item 9.Changes in and Disagreements with Accountants on Accounting and FinancialDisclosure115Item 9A.Controls and Procedures115Item 9B.Other Information115Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections115PART IIIItem 10.Directors, Executive Officers and Corporate Governance116Item 11.Executive Compensation116Item 12.Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters116Item 13.Certain Relationships and Related Transactions, and Dir