Wynn Resorts (WYNN) Proxy filing summary

Executive summary

• Achieved net revenues of $7.1 billion and Adjusted Property EBITDAR of $2.2 billion in 2025, with a 31.2% margin across the portfolio.

• Maintained quarterly dividend of $0.25 per share and repurchased $358 million in shares, about 4.2% of shares outstanding.

• Advanced global expansion, including topping out the Wynn Al Marjan Island hotel tower in the UAE and acquiring Wynn Mayfair in Europe.

• Recognized with 18 Forbes Five-Star Awards and ranked third in Fortune's Most Admired Companies in the Hotels, Casinos & Resorts category.

• Strengthened balance sheet by upsizing credit facilities and refinancing debt, increasing total liquidity by $1.2 billion year-over-year.

Voting matters and shareholder proposals

• Election of three Class III directors to serve until the 2029 Annual Meeting.

• Ratification of Ernst & Young LLP as independent auditor for fiscal year ending December 31, 2026.

• Advisory vote to approve executive compensation (Say-on-Pay).

• Approval of amendment to the 2014 Omnibus Incentive Plan to increase authorized shares by 3,000,000.

Board of directors and corporate governance

• Board consists of nine members, with 89% independence and an independent Chair.

• Directors bring expertise in gaming, hospitality, finance, real estate, sustainability, and governance.

• Board committees: Audit, Compensation, and Nominating & Corporate Governance, all comprised solely of independent directors.

• Annual board self-evaluation and refreshed board composition in 2023 and 2025.

• Stock ownership requirements for non-employee directors increased in 2025.