What changed in this filing

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Item 1. Financial Statements

2025-10-24 compared with 2025-07-25 · 209 added, 141 removed, 810 unchanged (30% of the section changed)

3 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

September 30,

2025 December 31,

2 unchanged sentences

Cash and cash equivalents $ 3,353 $ 3,650

Accounts receivable, net of provision for credit losses of $ 186

Accounts receivable, net of provision for credit losses of $ 194 and $ 186

Inventories 45 41

39 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

12 unchanged sentences

Convention, retail and other 61 62 177 177

Provision for credit losses 16 4 21 15

Provision for (recovery of) credit losses 18 ( 5 ) 39 10

General and administrative 308 293 873 847

29 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

23 unchanged sentences

(In millions)

Balance at March 31, 2024 $ 1 $ ( 5,446 ) $ 6,493 $ ( 38 ) $ 2,943 $ 72 $ 4,025

Balance at June 30, 2024 $ 1 $ ( 5,850 ) $ 6,508 $ ( 53 ) $ 3,148 $ 140 $ 3,894

— — — — 275 78 353

3 unchanged sentences

— — — 2 — 1 3

Exercise of stock options

— — 1 — — — 1

Stock-based compensation

— — 13 — — 1 14

Tax withholding on vesting of equity awards — — ( 2 ) — — — ( 2 )

Repurchase of common stock

— ( 454 ) — — — — ( 454 )

Settlement of contracts for purchase of noncontrolling interest

Unsettled contract for purchase of noncontrolling interest

— — ( 103 ) — — — ( 103 )

Capped call option contract — — ( 50 ) — — — ( 50 )

Dividends declared ($ 0.20 per share) (Note 7)

— — — — ( 147 ) — ( 147 )

Balance at June 30, 2024 $ 1 $ ( 5,850 ) $ 6,508 $ ( 53 ) $ 3,148 $ 140 $ 3,894

Balance at September 30, 2024 $ 1 $ ( 6,304 ) $ 6,369 $ 84 $ 3,276 $ 221 $ 3,647

Balance at January 1, 2024 $ 1 $ ( 4,991 ) $ 6,481 $ 27 $ 2,600 $ ( 14 ) $ 4,104

4 unchanged sentences

— — — ( 8 ) — ( 3 ) ( 11 )

Exercise of stock options

— — 1 — — — 1

Stock-based compensation

5 unchanged sentences

— — 3 — — ( 3 ) —

Unsettled contract for purchase of noncontrolling interest

— — ( 103 ) — — — ( 103 )

Capped call option contract

— — ( 50 ) — — — ( 50 )

Dividends declared ($ 0.60 per share) (Note 7)

— — — — ( 446 ) — ( 446 )

Balance at September 30, 2024 $ 1 $ ( 6,304 ) $ 6,369 $ 84 $ 3,276 $ 221 $ 3,647

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (CONTINUED)

Las Vegas Sands Corp.

Stockholders’ Equity

Stock Treasury

Stock Capital in

Par Value Accumulated

Comprehensive

Income (Loss) Retained

Noncontrolling

Interests Total

(In millions)

Balance at June 30, 2025 $ 1 $ ( 8,021 ) $ 6,093 $ 4 $ 3,914 $ 291 $ 2,282

Balance at March 31, 2025 $ 1 $ ( 7,213 ) $ 6,307 $ ( 24 ) $ 3,628 $ 334 $ 3,033

Net income — — — — 419 72 491

3 unchanged sentences

— — — 61 — 13 74

Exercise of stock options

— — 1 — — — 1

Stock-based compensation — — 15 — — — 15

7 unchanged sentences

— — — — ( 172 ) ( 67 ) ( 239 )

Balance at June 30, 2025 $ 1 $ ( 8,021 ) $ 6,093 $ 4 $ 3,914 $ 291 $ 2,282

Balance at September 30, 2025 $ 1 $ ( 8,526 ) $ 5,886 $ 49 $ 4,161 $ 296 $ 1,867

Balance at January 1, 2025 $ 1 $ ( 6,759 ) $ 6,245 $ ( 58 ) $ 3,455 $ 276 $ 3,160

4 unchanged sentences

— — — ( 9 ) — ( 2 ) ( 11 )

Exercise of stock options

— — 1 — — — 1

Stock-based compensation

10 unchanged sentences

— — — — ( 526 ) ( 138 ) ( 664 )

Balance at June 30, 2025 $ 1 $ ( 8,021 ) $ 6,093 $ 4 $ 3,914 $ 291 $ 2,282

Balance at September 30, 2025 $ 1 $ ( 8,526 ) $ 5,886 $ 49 $ 4,161 $ 296 $ 1,867

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended

Nine Months Ended

September 30,

(In millions)

5 unchanged sentences

Amortization of deferred financing costs and original issue discount 43 44

Change in fair value of derivatives ( 7 ) —

Paid-in-kind interest income ( 1 ) ( 53 )

18 unchanged sentences

Cash flows from financing activities:

Proceeds from exercise of stock options 1 1

Tax withholding on vesting of equity awards ( 2 ) ( 4 )

31 unchanged sentences

The Company operates gaming areas within the Macao Special Administrative Region (“Macao”), pursuant to a 10-year concession agreement (the “Concession”), which expires on December 31, 2032.

As part of the Concession entered into by Venetian Macau Limited (“VML,” a subsidiary of Sands China Ltd., a majority-owned subsidiary of the Company) and the Macao government, VML has committed to invest, or cause to be invested, at least 35.84 billion patacas (approximately $ 4.43 billion at exchange rates in effect on June 30, 2025).

Of this total, 33.39 billion patacas (approximately $ 4.13 billion at exchange rates in effect on June 30, 2025) must be invested in non-gaming projects.

As part of the Concession entered into by Venetian Macau Limited (“VML,” a subsidiary of Sands China Ltd.

(“SCL”), a majority-owned subsidiary of the Company) and the Macao government, VML has committed to invest, or cause to be invested, at least 35.84 billion patacas (approximately $ 4.47 billion at exchange rates in effect on September 30, 2025).

Of this total, 33.39 billion patacas (approximately $ 4.16 billion at exchange rates in effect on September 30, 2025) must be invested in non-gaming projects.

These investments must be accomplished by December 2032.

4 unchanged sentences

Phase II of The Londoner Macao primarily includes the conversion of the Sheraton Grand Macao into the Londoner Grand, an upgrade of the gaming areas and the addition of attractions, dining, retail and entertainment offerings.

The conversion of the Sheraton Grand Macao into the Londoner Grand is now complete and represents Macao’s first Marriott International Luxury Collection hotel.

The conversion of the Sheraton Grand Macao into the Londoner Grand was completed in the second quarter of 2025 and represents Macao’s first Marriott International Luxury Collection hotel.

Construction of the newly renovated rooms and suites at the Londoner Grand was completed in early April 2025 and resulted in a total of 2,405 rooms and suites.

These projects have a total estimated cost of $ 1.2 billion and were substantially completed during the first quarter of 2025.

These projects were substantially completed during the first quarter of 2025.

In April 2019, the Company’s wholly owned subsidiary, Marina Bay Sands Pte.

4 unchanged sentences

The Second Supplemental Agreement also formalized the dates by which MBS has agreed with the Singapore government to commence and complete construction of the MBS Expansion Project, being July 8, 2025 and July 8, 2029, respectively.

Construction works for the project has commenced as of May 26, 2025, before the requisite commencement date under the Second Supplemental Agreement.

While the Company’s current estimate is that construction will be complete by June 2030 with an anticipated opening date in January 2031, any extension of the completion date beyond the July 8, 2029 deadline is subject to the approval of the Singapore government.

Construction works for the project commenced as of May 26, 2025, before the requisite commencement date under the Second Supplemental Agreement.

LAS VEGAS SANDS CORP.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The Company’s estimated total project cost is approximately $ 8.0 billion, inclusive of financing fees and interest, land premiums and the purchase of the additional 2,000 square meters of gaming area, increasing Marina Bay Sands’ total approved gaming area to 17,000 square meters across the existing property and the MBS Expansion Project.

The Company has incurred approximately $ 2.4 billion as of June 30, 2025, inclusive of the payment made in 2019 for the lease of the parcels of land underlying the MBS development project site and the payment of 1.13 billion Singapore dollars (“SGD,” approximately $ 848 million at exchange rates in effect at the time of the payment) for the Additional Gaming Area payment, which was made on April 2, 2025.

The Tower 3 hotel room renovations at Marina Bay Sands into world class suites are now complete and the Company is continuing to progress on other property renovations, which include the hotel lobby and SkyPark and additional retail, food and beverage and wellness offerings.

As of June 30, 2025, the Company has incurred $ 405 million of the estimated $ 750 million cost to complete these projects, which are in addition to the MBS Expansion Project.

The completion of the renovations of Towers 1, 2 and 3 has resulted in a total of 1,844 rooms including 775 suites.

The Company has incurred approximately $ 2.4 billion as of September 30, 2025, inclusive of the payment made in 2019 for the lease of the parcels of land underlying the MBS development project site and the payment of 1.13 billion Singapore dollars (“SGD,” approximately $ 848 million at exchange rates in effect at the time of the payment) for the Additional Gaming Area payment, which was made on April 2, 2025.

The Tower 3 hotel room renovations at Marina Bay Sands into world class suites were completed in the second quarter of 2025 and the Company is continuing to progress on other property renovations, which include the hotel lobby and SkyPark and additional retail, food and beverage and wellness offerings.

As of September 30, 2025, the Company has incurred $ 416 million in costs to complete these projects, which are in addition to the MBS Expansion Project.

The completion of the renovations of Towers 1, 2 and 3 resulted in a total of 1,844 rooms including 775 suites.

On June 2, 2023, the Company acquired the Nassau Veterans Memorial Coliseum (the “Nassau Coliseum”) from Nassau Live Center, LLC and related entities, which included the right to lease the underlying land from the County of Nassau in the State of New York.

4 unchanged sentences

Intercompany Loan Agreement with SCL

On March 27, 2025, Sands China Ltd.

(“SCL”) repaid in full to LVSC the outstanding intercompany loan balance and any outstanding interest totaling $ 1.07 billion.

On March 27, 2025, SCL repaid in full to LVSC the outstanding intercompany loan balance and any outstanding interest totaling $ 1.07 billion.

Recent Accounting Pronouncements

New Pronouncements Issued

In July 2025, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2025-05, Financial Instruments — Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”), which provides a practical expedient for estimating expected credit losses for current accounts receivable and current contract assets.

ASU 2025-05 will be effective for annual periods beginning after December 15, 2025, and interim periods within those annual reporting periods and should be applied prospectively.

The Company determined it will not apply the practical expedient and therefore ASU 2025-05 will have no impact on its consolidated financial statements and related disclosures.

In September 2025, the FASB issued ASU 2025-06, Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40) (“ASU 2025-06”), which revises the approach to accounting for internal-use software costs by eliminating all references to the stages of software development projects, thereby making the guidance adaptable to a variety of software development methodologies.

ASU 2025-06 will be effective for annual periods beginning after December 15, 2027, and interim periods within those annual reporting periods, on a prospective, modified or retrospective basis, with early adoption permitted.

The Company is currently assessing the effect the guidance will have on the Company's financial condition, results of operations and cash flows.

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Note 2 — Accounts Receivable, Net and Customer Contract Related Liabilities

1 unchanged sentence

Accounts receivable consists of the following:

September 30,

2025 December 31,

2 unchanged sentences

( 194 ) ( 186 )

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The following table shows the movement in the provision for credit losses recognized for accounts receivable:

5 unchanged sentences

Exchange rate impact

Balance at June 30

Balance at September 30

Customer Contract Related Liabilities

8 unchanged sentences

Balance at January 1 $ 112 $ 135 $ 38 $ 45 $ 763 $ 690

Balance at June 30

Balance at September 30

137 129 36 39 819 780

1 unchanged sentence

____________________

(1) Of this amount, $ 175 million as of June 30 and January 1, 2025, and $ 171 million and $ 167 million as of June 30 and January 1, 2024, respectively, related to mall deposits that are accounted for based on lease terms usually greater than one year.

(1) Of this amount, $ 173 million and $ 175 million as of September 30 and January 1, 2025, and $ 174 million and $ 167 million as of September 30 and January 1, 2024, respectively, related to mall deposits that are accounted for based on lease terms usually greater than one year.

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Note 3 — Leasehold Interests in Land, Net

Leasehold interests in land consist of the following:

September 30,

2025 December 31,

9 unchanged sentences

The Company recognized SGD 1.13 billion (approximately $ 848 million at exchange rates in effect at the time of the payment ) in leasehold interests in land for MBS’ purchase of the Additional Gaming Area made on April 2, 2025.

The remainder of the Additional Land Premium related to the Second Supplemental Agreement is expected to be approximately SGD 182 million (approximately $ 143 million at exchange rates in effect on June 30, 2025 ) and to be finalized at the end of 2025 or during the first quarter of 2026.

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The estimated future amortization expense over the expected terms of the Company’s leasehold interests in land is approximately $ 39 million for the six months ending December 31, 2025, $ 79 million for each of the years ending December 31, 2026 through 2029, and $ 2.74 billion thereafter.

The remainder of the Additional Land Premium related to the Second Supplemental Agreement is expected to be approximately SGD 182 million (approximately $ 141 million at exchange rates in effect on September 30, 2025 ) and to be finalized at the end of 2025 or during the first quarter of 2026.

The estimated future amortization expense over the expected terms of the Company’s leasehold interests in land is approximately $ 20 million for the three months ending December 31, 2025, $ 78 million for each of the years ending December 31, 2026 through 2029, and $ 2.73 billion thereafter.

Note 4 — Goodwill and Intangible Assets, Net

Goodwill and intangible assets consist of the following:

September 30,

2025 December 31,

9 unchanged sentences

Total goodwill and intangible assets, net

Amortization expense for all intangible assets was $ 37 million and $ 34 million for the six months ended June 30, 2025 and 2024, respectively.

The estimated future amortization expense over the expected terms of the Company’s intangible assets as of June 30, 2025, is as follows:

Amortization expense for all intangible assets was $ 57 million and $ 51 million for the nine months ended September 30, 2025 and 2024, respectively.

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The estimated future amortization expense over the expected terms of the Company’s intangible assets as of September 30, 2025, is as follows:

Amortization Expense

2 unchanged sentences

_______________________

(1) Represents the six -month period ending December 31, 2025.

(1) Represents the three-month period ending December 31, 2025.

Marina Bay Sands Gaming License

1 unchanged sentence

This license is being amortized over its term of three years , which expires in April 2028 , and is renewable upon submitting an application, paying the applicable license fee and meeting the requirements as determined by the GRA.

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Londoner Grand Franchise Rights

4 unchanged sentences

In the accompanying condensed consolidated balance sheet, the noncurrent portion of the financial liability was included in “Other long-term liabilities” and the current portion was included in “Other accrued liabilities.” The intangible asset is being amortized on a straight-line basis over the agreement term of 15 years.

Technology, Software and Other

The Company recorded a $ 51 million impairment charge on long-lived assets during the nine months ended September 30, 2025, in connection with the decision to no longer pursue certain digital gaming activities.

The impairment charge is included in the “Loss on disposal or impairment of assets” line item in the accompanying condensed consolidated statement of operations.

Of this amount, $ 31 million related to the impairment of the related technology and internal-use software.

LAS VEGAS SANDS CORP.

3 unchanged sentences

Debt consists of the following:

September 30,

2025 December 31,

16 unchanged sentences

$ 800 million 3.800 % Senior Notes due January 2026 (net of unamortized original issue discount and deferred financing costs of $ 1 and $ 2 , respectively)

$ 700 million 2.300 % Senior Notes due March 2027 (net of unamortized original issue discount and deferred financing costs of $ 3 )

$ 700 million 2.300 % Senior Notes due March 2027 (net of unamortized original issue discount and deferred financing costs of $ 2 and $ 3 , respectively)

$ 1.90 billion 5.400 % Senior Notes due August 2028 (net of unamortized original issue discount and deferred financing costs of $ 7 and $ 9 , respectively)

17 unchanged sentences

____________________

(1) Unamortized deferred financing costs of $ 160 million and $ 76 million as of June 30, 2025 and December 31, 2024, respectively, related to the Company’s revolving credit facilities and the undrawn portion of the Singapore delayed draw term facilities, are included in “Other assets, net,” and “Prepaid expenses and other” in the accompanying condensed consolidated balance sheets.

(1) Unamortized deferred financing costs of $ 153 million and $ 76 million as of September 30, 2025 and December 31, 2024, respectively, related to the Company’s revolving credit facilities and the undrawn portion of the Singapore delayed draw term facilities, are included in “Other assets, net,” and “Prepaid expenses and other” in the accompanying condensed consolidated balance sheets.

LVSC Senior Notes

8 unchanged sentences

The Supplemental Indentures also provides for customary events of default.

The net proceeds from the offering were used to redeem in full the outstanding principal amount of the $ 500 million 2.900 % LVSC Senior Notes due June 25, 2025 (the “2025 LVSC Senior Notes”) and any accrued interest, and to pay transaction-related fees and expenses.

The remaining proceeds are being used for general corporate purposes, including share repurchases.

In June 2025, the net proceeds from the offering were used to redeem in full the outstanding principal amount of the $ 500 million 2.900 % LVSC Senior Notes due June 25, 2025 (the “2025 LVSC Senior Notes”) and any accrued interest, and to pay transaction-related fees and expenses.

The remaining proceeds were used for general corporate purposes, including share repurchases.

2024 LVSC Revolving Facility

As of June 30, 2025, the Company had $ 1.50 billion of available borrowing capacity under the 2024 LVSC Revolving Facility, net of outstanding letters of credit.

As of September 30, 2025, the Company had $ 1.50 billion of available borrowing capacity under the 2024 LVSC Revolving Facility, net of outstanding letters of credit.

SCL Senior Notes

1 unchanged sentence

2024 SCL Credit Facility

On June 5, 2025, the Company drew down HKD 12.75 billion (approximately $ 1.64 billion at exchange rates in effect at the time of the transaction) under the 2024 SCL Term Loan Facility, in which the proceeds together with cash on hand, were used to redeem the 2025 SCL Senior Notes.

Under the 2024 SCL Term Loan Facility, commencing on September 5, 2025, and at the end of each three-month period thereafter, SCL is required to pay interim quarterly amortization payments equal to 0.75 % of the HKD 12.75 billion drawn.

On June 5, 2025, the Company drew down 12.75 billion Hong Kong dollars (“HKD,” approximately $ 1.64 billion at exchange rates in effect at the time of the transaction) under the 2024 SCL Term Loan Facility, the proceeds from which together with cash on hand, were used to redeem the 2025 SCL Senior Notes.

Commencing on September 5, 2025, SCL is required to pay interim quarterly amortization payments of HKD 96 million (approximately $ 12 million at exchange rates in effect on September 30, 2025) under the SCL Term Loan Facility.

The outstanding aggregate principal balance of the 2024 SCL Term Loan Facility is due in full on June 5, 2030.

Borrowings under the 2024 SCL Term Loan Facility bear interest at the Hong Kong Interbank Offered Rate plus a margin of 1.65 % per annum (approximately 2.38 % as of June 30, 2025).

As of June 30, 2025, the Company had HKD 19.50 billion (approximately $ 2.48 billion at exchange rates in effect on June 30, 2025 ) of available borrowing capacity under the 2024 SCL Revolving Facility.

Borrowings under the 2024 SCL Term Loan Facility bear interest at the Hong Kong Interbank Offered Rate plus a margin of 1.65 % per annum (approximately 5.19 % as of September 30, 2025).

As of September 30, 2025, the Company had HKD 19.50 billion (approximately $ 2.51 billion at exchange rates in effect on September 30, 2025 ) of available borrowing capacity under the 2024 SCL Revolving Facility.

2012 Singapore Credit Facility

On February 21, 2025, MBS entered into a new credit facility, as further described below, and on February 28, 2025, the 2012 Singapore Credit Facility was terminated using the proceeds from the new credit facility.

As a result, the Company recorded a $ 5 million loss on modification or early retirement of debt during the six months ended June 30, 2025.

As a result, the Company recorded a $ 5 million loss on modification or early retirement of debt during the nine months ended September 30, 2025.

LAS VEGAS SANDS CORP.

3 unchanged sentences

On February 21, 2025, MBS entered into a new facility agreement (the “2025 Singapore Credit Facility”) with the lenders party thereto and DBS Bank Ltd., as agent and security trustee, and certain other parties.

The 2025 Singapore Credit Facility provides for an SGD 3.75 billion (approximately $ 2.94 billion at exchange rates in effect on June 30, 2025) term loan (the “2025 Singapore Term Loan Facility”), an SGD 750 million (approximately $ 588 million at exchange rates in effect on June 30, 2025) revolving credit facility (the “2025 Singapore Revolving Facility”), part of which may be designated as an ancillary facility, and an SGD 7.50 billion (approximately $ 5.88 billion at exchange rates in effect on June 30, 2025) term loan facility (the “2025 Singapore Delayed Draw Term Loan Facility” and together with the 2025 Singapore Term Loan Facility and the 2025 Singapore Revolving Facility, the “Facilities”).

The 2025 Singapore Credit Facility provides for an SGD 3.75 billion (approximately $ 2.91 billion at exchange rates in effect on September 30, 2025) term loan (the “2025 Singapore Term Loan Facility”), an SGD 750 million (approximately $ 581 million at exchange rates in effect on September 30, 2025) revolving credit facility (the “2025 Singapore Revolving Facility”), part of which may be designated as an ancillary facility, and an SGD 7.50 billion (approximately $ 5.81 billion at exchange rates in effect on September 30, 2025) term loan facility (the “2025 Singapore Delayed Draw Term Loan Facility” and together with the 2025 Singapore Term Loan Facility and the 2025 Singapore Revolving Facility, the “Facilities”).

On February 28, 2025, MBS drew the full amount of the 2025 Singapore Term Loan Facility and SGD 62 million (approximately $ 46 million at exchange rates in effect at the time of the transaction) from the 2025 Singapore Delayed Draw Term Loan Facility and used the proceeds to pay amounts outstanding under the 2012 Singapore Credit Facility.

6 unchanged sentences

The obligations under the 2025 Singapore Credit Facility are secured by a first-priority security interest in substantially all of MBS’s assets, other than capital stock and similar ownership interests, certain furniture, fixtures, fittings and equipment that are financed by third parties and certain other excluded assets.

Borrowings under the Facilities for outstanding loans will bear interest at the Compounded Singapore Overnight Rate Average, plus a variable margin (the “Margin”), which is determined based on MBS’s consolidated leverage ratio (interest set at approximately 3.26 % as of June 30, 2025).

MBS pays a standby commitment fee on all undrawn amounts under the 2025 Singapore Revolving Facility and the 2025 Singapore Delayed Draw Term Loan Facility equal to 35 % or 40 % of the applicable Margin depending on the percentage utilization of each respective facility, which was 0.48 % as of June 30, 2025.

The 2025 Singapore Term Loan Facility, the 2025 Singapore Revolving Facility and the 2025 Singapore Delayed Draw Term Loan Facility mature on February 29, 2032, August 31, 2031, and February 29, 2032, respectively (each such date, a “Maturity Date”).

6 unchanged sentences

In order to satisfy any of these financial covenants, MBS may, subject to certain limits set forth in the 2025 Singapore Credit Facility, cure any shortfall by obtaining a contribution of equity or subordinated debt, repaying or prepaying indebtedness, providing cash cover or obtaining a letter of credit in favor of the agent.

The 2025 Singapore Credit Facility contains customary events of default (some of which are subject to grace periods), including, but not limited to, nonpayment of principal or interest when due and certain events with respect to the Marina Bay Sands integrated resort.

LAS VEGAS SANDS CORP.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

On April 1, 2025, the Company drew down an additional SGD 1.13 billion (approximately $ 848 million at exchange rates in effect at the time of the payment) from the 2025 Singapore Delayed Draw Term Loan Facility to fund the payment due to the Singapore government, pursuant to the Second Supplemental Agreement, related to the Additional Gaming Area.

As of June 30, 2025, MBS had SGD 588 million (approximately $ 461 million at exchange rates in effect on June 30, 2025) of available borrowing capacity under the 2025 Singapore Revolving Facility, net of outstanding letters of credit of SGD 162 million (approximately $ 127 million at exchange rates in effect on June 30, 2025).

As of June 30, 2025, SGD 6.30 billion (approximately $ 4.94 billion at exchange rates in effect on June 30, 2025) remains available to be drawn under the 2025 Singapore Delayed Draw Term Loan Facility.

As of September 30, 2025, MBS had SGD 588 million (approximately $ 456 million at exchange rates in effect on September 30, 2025) of available borrowing capacity under the 2025 Singapore Revolving Facility, net of outstanding letters of credit of SGD 162 million (approximately $ 125 million at exchange rates in effect on September 30, 2025).

As of September 30, 2025, SGD 6.30 billion (approximately $ 4.89 billion at exchange rates in effect on September 30, 2025) remains available to be drawn under the 2025 Singapore Delayed Draw Term Loan Facility.

Debt Covenant Compliance

As of June 30, 2025, management believes the Company was in compliance with all debt covenants.

As of September 30, 2025, management believes the Company was in compliance with all debt covenants.

Cash Flows from Financing Activities

Cash flows from financing activities related to debt and finance lease obligations are as follows:

Six Months Ended

Nine Months Ended

September 30,

(In millions)

10 unchanged sentences

Repayments on 2025 Singapore Credit Facility ( 29 ) —

Repayment on 2024 SCL Term Loan Facility

Repayments on finance leases

5 unchanged sentences

The Company entered into various Swaps (as described below) to manage the risk of changes in cash flows resulting from foreign currency gains and losses recorded upon remeasurement of U.S.

dollar (“USD”) denominated SCL Senior Notes by swapping a specified amount of Hong Kong dollars (“HKD”) for USD at the contractual spot rate on specified dates.

During the year ended December 31, 2021, the Company entered into a Swap with a notional value of $ 1.0 billion, which was designated as a hedge of the cash flows related to a portion of the $1.80 billion 5.125% Senior Notes (the “2021 SCL Swap”) and expires in line with the contractual maturity date of the underlying notes.

dollar (“USD”) denominated SCL Senior Notes by swapping a specified amount of HKD for USD at the contractual spot rate on specified dates.

During the year ended December 31, 2021, the Company entered into a Swap with a notional value of $ 1.0 billion, which was designated as a hedge of the cash flows related to a portion of the $1.80 billion 5.125% Senior Notes (the “2021 SCL Swap”) and expired in line with the contractual maturity date of the underlying notes.

On June 11, 2025, the Company redeemed the underlying notes and discontinued hedge accounting of the 2021 SCL Swap.

As a result, the related $ 6 million net loss previously recorded to “Accumulated other comprehensive income (loss)” (“AOCI”) in the accompanying condensed consolidated balance sheets under hedge accounting was reclassified into “Other income (expense)” in the accompanying condensed consolidated statements of operations.

During the year ended December 31, 2024, the Company entered into additional Swaps, also designated as a hedge of the cash flows related to a portion of the remaining SCL Senior Notes (the “2024 SCL Swaps,” and together with the 2021 SCL Swap, the “SCL Swaps”).

The 2024 SCL Swaps have a total notional value of $ 4.01 billion and expire in line with the maturity dates of the underlying SCL Senior Notes.

On July 29, 2025, the 2021 SCL Swap was terminated and final settlement was completed on August 1, 2025.

LAS VEGAS SANDS CORP.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Additionally, during the six months ended June 30, 2025, the Company entered into various Swaps to manage the risk of adverse changes in the foreign currency exchange rate between USD and SGD impacting the Company’s net investment in MBS.

to the amount reclassified out of AOCI noted above, during the three and nine months ended September 30, 2025, net gains of $ 3 million and $ 6 million, respectively, were recorded to “Other income (expense)” related to the post-hedge accounting fair value adjustments and the final net settlement.

During the year ended December 31, 2024, the Company entered into additional Swaps, also designated as hedges of the cash flows related to a portion of the remaining SCL Senior Notes (the “2024 SCL Swaps,” and together with the 2021 SCL Swap, the “SCL Swaps”).

The 2024 SCL Swaps have a total notional value of $ 4.01 billion and will expire in line with the maturity dates of the underlying SCL Senior Notes.

Additionally, during the nine months ended September 30, 2025, the Company entered into various Swaps to manage the risk of adverse changes in the foreign currency exchange rate between USD and SGD impacting the Company’s net investment in MBS.

These Swaps were designated as hedges of the Company’s net investment in MBS (the “MBS Net Investment Hedge”).

The MBS Net Investment Hedge has a total notional value of $ 1.80 billion and the related swaps expire on various dates beginning March 1, 2028 through December 1, 2030.

Also during the six months ended June 30, 2025, the Company entered into a Forward for the exchange of USD to HKD to manage the risk of adverse changes in the foreign currency exchange rate between USD and pataca (which is SCL’s functional currency and pegged to HKD) impacting the Company’s net investment in SCL.

The MBS Net Investment Hedge has a total notional value of $ 1.80 billion and the related swaps will expire on various dates beginning March 1, 2028 through December 1, 2030.

Also during the nine months ended September 30, 2025, the Company entered into a Forward for the exchange of USD to HKD to manage the risk of adverse changes in the foreign currency exchange rate between USD and pataca (which is SCL’s functional currency and is pegged to HKD) impacting the Company’s net investment in SCL.

This Forward was designated as a hedge of the Company’s net investment in SCL (the “SCL Net Investment Hedge,” and together with the MBS Net Investment Hedge, the “Net Investment Hedges”).

The SCL Net Investment Hedge had a total notional value of $ 189 million and expired on July 7, 2025.

For each reporting period, the fair value of each derivative is recorded to an asset or liability with the offset recorded to AOCI in the accompanying condensed consolidated balance sheets.

For each reporting period, the fair value of each hedging derivative is recorded to an asset or liability with the offset recorded to AOCI in the accompanying condensed consolidated balance sheets.

Refer to “Note 9 — Fair Value Disclosures” for further details.

Additionally, for the SCL Swaps, a portion of the amount recorded in AOCI is reclassified to “Other income (expense)” to offset the foreign currency impact from the remeasurement of the related SCL Senior Notes.

As of September 30, 2025, approximately $ 24 million of the net loss deferred in AOCI related to the SCL Swaps is expected to be reclassified from AOCI into “Other income (expense)” over the 12-month period ending September 30, 2026.

The actual amounts that will be reclassified over the next 12 months may vary from this amount as a result of changes in market conditions.

The following tables present the net changes in AOCI associated with the current period hedging transactions and the net amount of any reclassification into earnings, net of tax:

Three Months Ended June 30,

Three Months Ended September 30,

Cash Flow Hedges Net Investment Hedges Cash Flow Hedges Net Investment Hedges

(In millions)

Net loss from hedge adjustments recognized in AOCI as of April 1

Net loss from hedge adjustments recognized in AOCI as of July 1

$ ( 86 ) $ ( 31 ) $ ( 23 ) $ —

1 unchanged sentence

16 24 ( 20 ) —

Net (gain) loss reclassified from AOCI into earnings

Net loss from hedge adjustments recognized in AOCI as of June 30

Net loss reclassified from AOCI into earnings

Net loss from hedge adjustments recognized in AOCI as of September 30

$ ( 36 ) $ ( 7 ) $ ( 20 ) $ —

Six Months Ended June 30,

Nine Months Ended September 30,

Cash Flow Hedges Net Investment Hedges Cash Flow Hedges Net Investment Hedges

5 unchanged sentences

Net (gain) loss reclassified from AOCI into earnings

Net loss from hedge adjustments recognized in AOCI as of June 30

( 12 ) — 26 —

The cash flow impact is included in operating activities for the SCL Swaps and in investing activities for the Net Investment Hedges in the accompanying condensed consolidated statements of cash flows.

Note 7 — Equity and Earnings Per Share

On February 19 and May 14, 2025, the Company paid a quarterly dividend of $ 0.25 per common share as part of a regular cash dividend program.

During the six months ended June 30, 2025, the Company recorded $ 354 million as a distribution against retained earnings.

On February 14 and May 15, 2024, the Company paid a dividend of $ 0.20 per common share as part of a regular cash dividend program.

During the six months ended June 30, 2024, the Company recorded $ 299 million as a distribution against retained earnings.

Net loss from hedge adjustments recognized in AOCI as of September 30

$ ( 36 ) $ ( 7 ) $ ( 20 ) $ —

LAS VEGAS SANDS CORP.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

In July 2025, the Company’s Board of Directors declared a quarterly dividend of $ 0.25 per common share (a total estimated to be approximately $ 172 million) to be paid on August 13, 2025, to stockholders of record on August 5, 2025.

Note 7 — Equity and Earnings Per Share

On February 19, May 14 and August 13, 2025, the Company paid a quarterly dividend of $ 0.25 per common share as part of a regular cash dividend program.

During the nine months ended September 30, 2025, the Company recorded $ 526 million as a distribution against retained earnings.

On February 14, May 15 and August 14, 2024, the Company paid a dividend of $ 0.20 per common share as part of a regular cash dividend program.

During the nine months ended September 30, 2024, the Company recorded $ 446 million as a distribution against retained earnings.

In October 2025, the Company’s Board of Directors declared a quarterly dividend of $ 0.25 per common share (a total estimated to be approximately $ 169 million) to be paid on November 12, 2025, to stockholders of record on November 4, 2025.

Share Repurchases

1 unchanged sentence

On February 7, 2025, the expiration date of the December Capped Call, the Company’s share price was below the cap price, which resulted in the Company effectively repurchasing the related shares of its common stock for $ 52 million (including excise tax).

During the six months ended June 30, 2025, the Company repurchased 30,295,410 shares of its common stock for approximately $ 1.26 billion (including commissions and $ 12 million in excise tax) under the Company’s current program (inclusive of the shares repurchased with the December Capped Call).

During the six months ended June 30, 2024, the Company repurchased 17,316,119 shares of its common stock for $ 859 million (including commissions and $ 9 million in excise tax).

During the nine months ended September 30, 2025, the Company repurchased 39,487,824 shares of its common stock for approximately $ 1.77 billion (including $ 1 million in commissions and $ 17 million in excise tax) under the Company’s current program (inclusive of the shares repurchased with the December Capped Call).

During the nine months ended September 30, 2024, the Company repurchased 28,746,681 shares of its common stock for $ 1.31 billion (including commissions and $ 13 million in excise tax).

On April 22, 2025, the Company’s Board of Directors authorized increasing the remaining share repurchase amount from $ 1.10 billion to $ 2.0 billion.

As of June 30, 2025, the remaining amount authorized under the share repurchase program was $ 1.20 billion.

As of September 30, 2025, the remaining amount authorized under the share repurchase program was $ 700 million.

Subsequently, on October 21, 2025, the Company’s Board of Directors authorized increasing the remaining share repurchase amount to $ 2.0 billion and extending the share repurchase program’s expiration date to November 3, 2027.

All share repurchases of the Company’s common stock have been recorded as treasury stock in the accompanying condensed consolidated balance sheets.

2 unchanged sentences

Noncontrolling Interests

On June 20, 2025, SCL paid a dividend of HKD 0.25 per share to SCL shareholders (a total of $ 261 million, of which the Company retained $ 190 million during the six months ended June 30, 2025).

On June 20 and September 12, 2025, SCL paid a dividend of HKD 0.25 per share to SCL shareholders (a total of $ 518 million, of which the Company retained $ 380 million during the nine months ended September 30, 2025).

Purchase of Noncontrolling Interest

On December 4, 2024, April 25 and June 13, 2025, the Company’s wholly owned subsidiary, Venetian Venture Development Intermediate II (“VVDI II”), entered into share purchase agreements (the “December SCL Purchase Agreement,” the “April SCL Purchase Agreement” and the “June SCL Purchase Agreement,” respectively, collectively the “SCL Purchase Agreements”) with financial institutions (the “Agents”) for the purchase of the common stock of SCL.

Pursuant to the terms of the SCL Purchase Agreements, VVDI II made an up-front payment of HKD 800 million under each of the December and April SCL Purchase Agreements and HKD 1.05 billion under the June SCL Purchase Agreement (collectively, approximately $ 340 million at exchange rates as of the date of the transactions) to the Agents on December 4, 2024, April 25 and June 13, 2025, respectively.

During December 2024 and April, June and September 2025, the Company’s wholly owned subsidiary, Venetian Venture Development Intermediate II (“VVDI II”), entered into share purchase agreements (the “December SCL Purchase Agreement,” the “April SCL Purchase Agreement,” the “June SCL Purchase Agreement” and the “September SCL Purchase Agreement,” respectively, and collectively, the “SCL Purchase Agreements”) with financial institutions (the “Agents”) for the purchase of the common stock of SCL.

Pursuant to the terms of the SCL Purchase Agreements, VVDI II made an up-front payment of HKD 800 million under each of the December and April SCL Purchase Agreements, HKD 1.05 billion under the June SCL Purchase Agreement and HKD 1.0 billion under the September SCL Purchase Agreement (collectively, approximately $ 468 million at exchange rates as of the date of the transactions) to the Agents in December 2024, and April, June and September 2025, respectively.

Once the up-front payments were made related to all the transactions above, VVDI II had no further obligation to provide any additional consideration to the Agents.

The SCL Purchase Agreements allowed for the delivery of shares on a daily basis.

The December and April SCL Purchase Agreements concluded on January 7 and June 13, 2025, respectively, with the June SCL Purchase Agreement still in progress.

The SCL Share Purchase Agreements resulted in the delivery of 107,895,839 shares as of June 30, 2025 (of which 25,112,000 shares were delivered during December 2024), and an additional 17,959,600 shares from July 1 through July 23, 2025, of SCL common stock to the Company.

The above represented a total average daily price of HKD 17.27 up to June 30, 2025, and HKD 18.50 from July 1 through July 23, 2025.

The number of shares actually delivered to the Company by the Agents was based on the price paid by the Agents for SCL common stock delivered to the Company during the term of the various SCL purchase agreements, subject to the cap amount (as defined in the agreements).

Pursuant to the SCL Purchase Agreements, the Company paid the Agents a fee equal to an agreed percentage of the price per share benefit that the Agents were able to realize on SCL shares purchased compared to the volume-weighted average share price of SCL’s common stock.

The total additional shares delivered related to the above transactions resulted in an increase of the Company’s ownership of SCL to approximately 73.15 % as of June 30, 2025, and 73.37 % as of July 23, 2025.

The December, April, June and September SCL Purchase Agreements concluded on January 7, June 13, August 15 and October 10, 2025, respectively.

The SCL Share Purchase

LAS VEGAS SANDS CORP.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Agreements resulted in the delivery of 174,801,839 shares as of September 30, 2025 (of which 25,112,000 shares were delivered during December 2024), and an additional 21,938,400 shares from October 1 through October 10, 2025, of SCL common stock to the Company.

The above represented a total average daily price of HKD 18.26 up to September 30, 2025, and HKD 20.91 from October 1 through October 10, 2025.

Additionally, during the three months ended September 30, 2025, the Company purchased common stock of SCL in open market transactions, which resulted in the purchase of 41,944,000 shares of SCL common stock for HKD 852 million ( approximately $ 109 million at exchange rates in effect on September 30, 2025).

The total additional shares purchased related to the above transactions resulted in an increase of the Company’s ownership of SCL to approximately 74.49 % as of September 30, 2025, and 74.76 % as of October 10, 2025.

Transfer from Noncontrolling Interest

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

7 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

7 unchanged sentences

Diluted earnings per share is calculated using the treasury stock method.

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Note 8 — Leases

Lease revenue for the Company’s mall operations consists of the following:

Three Months Ended June 30,

Three Months Ended September 30,

Mall Other Mall Other

3 unchanged sentences

$ 173 $ — $ 164 $ —

Six Months Ended June 30,

Nine Months Ended September 30,

Mall Other Mall Other

3 unchanged sentences

$ 493 $ 1 $ 462 $ 1

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Note 9 — Fair Value Disclosures

2 unchanged sentences

The table excludes cash, restricted cash, accounts receivables, net, and accounts payable, all of which had fair values approximating their carrying amounts due to the short maturities and liquidity of these instruments.

June 30, 2025

September 30, 2025

Hierarchy Level

3 unchanged sentences

Cash deposits $ 1,583 $ 1,583

$ 1,385 $ 1,385

Money market funds $ 179 $ 179

2 unchanged sentences

$ 1,264 $ 1,228

Prepaid expenses and other:

2021 SCL Swap (3)(5)

SCL Net Investment Hedge

Other accrued liabilities:

4 unchanged sentences

MBS Net Investment Hedge (3)(6)

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

December 31, 2024

4 unchanged sentences

Cash deposits $ 2,294 $ 2,294

$ 2,294 $ 2,294

Money market funds $ 72 $ 72

12 unchanged sentences

(3) The estimated fair value is based on recent trades, if available, and indicative pricing from market information (level 2 inputs).

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(4) The carrying amount of debt is exclusive of finance leases and represents its contractual value.

(5) During the three months ended June 30, 2025, hedge accounting for this derivative was discontinued.

Refer to “Note 6 — Derivative Instruments” for related disclosures.

(6) These amounts exclude the portion of the fair value related to the accrual of the periodic swapping of interest payments.

These accrual components, amounting to $ 4 million as of June 30, 2025 and December 31, 2024, are recorded in “Accounts receivable, net” in the accompanying condensed consolidated balance sheets.

(7) This amount excludes the portion of the fair value related to the accrual of the periodic swapping of interest payments.

This accrual component, amounting to $ 3 million as of June 30, 2025, is recorded in “Accounts receivable, net” in the accompanying condensed consolidated balance sheets.

As of June 30, 2025 and December 31, 2024, the amounts of the Company’s other assets and liabilities that were accounted for at fair value were immaterial.

(5) This amount excludes the accrued interest portion of the fair value related to the periodic interest payment swaps.

This accrual component, amounting to $ 3 million as of September 30, 2025 and $ 4 million as of December 31, 2024, was recorded in “Accounts receivable, net” in the accompanying condensed consolidated balance sheets.

(6) This amount excludes the accrued interest portion of the fair value related to the periodic interest payment swaps.

This accrual component, amounting to $ 3 million as of September 30, 2025, was recorded in “Accounts receivable, net” in the accompanying condensed consolidated balance sheets.

As of September 30, 2025 and December 31, 2024, the amounts of the Company’s other assets and liabilities that were accounted for at fair value were immaterial.

Note 10 — Commitments and Contingencies

6 unchanged sentences

On January 19, 2012, Asian American Entertainment Corporation, Limited (“AAEC” or “Plaintiff”) filed a claim with the Macao First Instance Court against VML, LVS (Nevada) International Holdings, Inc.

(“LVS (Nevada)”), Las Vegas Sands, LLC (“LVSLLC”) and Venetian Casino Resort (“VCR”) (collectively, the “Defendants”) for 3.0 billion patacas (approximately $ 371 million at exchange rates in effect on June 30, 2025), which alleges a breach of agreements entered into between AAEC and LVS (Nevada), LVSLLC and VCR (collectively, the “U.S.

(“LVS (Nevada)”), Las Vegas Sands, LLC (“LVSLLC”) and Venetian Casino Resort (“VCR”) (collectively, the “Defendants”) for 3.0 billion patacas (approximately $ 374 million at exchange rates in effect on September 30, 2025), which alleges a breach of agreements entered into between AAEC and LVS (Nevada), LVSLLC and VCR (collectively, the “U.S.

Defendants”) for their joint presentation of a bid in response to the public tender held by the Macao government for the award of gaming concessions at the end of 2001.

1 unchanged sentence

On May 8, 2014, AAEC lodged an appeal against that decision.

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

On June 5, 2015, the U.S.

5 unchanged sentences

Evidence gathering by the Macao First Instance Court commenced by letters rogatory, which was completed on March 14, 2019.

On July 15, 2019, AAEC submitted a request to the Macao First Instance Court to increase the amount of its claim to 96.45 billion patacas (approximately $ 11.93 billion at exchange rates in effect on June 30, 2025), allegedly representing lost profits from 2004 to 2018, and reserving its right to claim for lost profits up to 2022.

On July 15, 2019, AAEC submitted a request to the Macao First Instance Court to increase the amount of its claim to 96.45 billion patacas (approximately $ 12.03 billion at exchange rates in effect on September 30, 2025), allegedly representing lost profits from 2004 to 2018, and reserving its right to claim for lost profits up to 2022.

On September 4, 2019, the Macao First Instance Court allowed AAEC’s amended request.

8 unchanged sentences

By order dated June 17, 2021, the Macao First Instance Court scheduled additional trial dates in late 2021 to hear witnesses who were subject to COVID-19 travel restrictions that prevented or severely limited their ability to enter Macao.

Defendants appealed certain aspects of the Macao First Instance Court’s June 17, 2021 order.

Defendants appealed certain aspects of the Macao First Instance Court’s June 17, 2021 order, and that appeal is currently pending.

On July 10, 2021, the U.S.

Defendants were notified of an invoice for supplemental court fees totaling 93 million patacas (approximately $ 12 million at exchange rates in effect on June 30, 2025) based on Plaintiff’s July 15, 2019 amendment.

Defendants were notified of an invoice for supplemental court fees totaling 93 million patacas (approximately $ 12 million at exchange rates in effect on September 30, 2025) based on Plaintiff’s July 15, 2019 amendment.

By motion dated July 20, 2021, the U.S.

2 unchanged sentences

Defendants appealed that order on September 23, 2021.

By order dated

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

September 29, 2021, the Macao First Instance Court ordered that the invoice for supplemental court fees be stayed pending resolution of that appeal.

From December 17, 2021 to January 19, 2022, Plaintiff submitted additional documents to the court file and disclosed written reports from two purported experts, who calculated Plaintiff’s damages at 57.88 billion patacas and 62.29 billion patacas (approximately $ 7.16 billion and $ 7.70 billion, respectively, at exchange rates in effect on June 30, 2025).

By order dated September 29, 2021, the Macao First Instance Court ordered that the invoice for supplemental court fees be stayed pending resolution of that appeal.

From December 17, 2021 to January 19, 2022, Plaintiff submitted additional documents to the court file and disclosed written reports from two purported experts, who calculated Plaintiff’s damages at 57.88 billion patacas and 62.29 billion patacas (approximately $ 7.22 billion and $ 7.77 billion, respectively, at exchange rates in effect on September 30, 2025).

On April 28, 2022, the Macao First Instance Court entered a judgment for the U.S.

2 unchanged sentences

On September 19, 2022, the U.S.

Defendants were notified of an invoice for appeal court fees totaling 48 million patacas (approximately $ 6 million at exchange rates in effect on June 30, 2025).

Defendants were notified of an invoice for appeal court fees totaling 48 million patacas (approximately $ 6 million at exchange rates in effect on September 30, 2025).

By motion dated September 29, 2022, the U.S.

7 unchanged sentences

Defendants responded to the November 8, 2023 order on November 23, 2023, and Plaintiff moved for clarification of the November 8 order on November 27, 2023.

On January 5, 2024, the Macao Second Instance Court rejected AAEC’s request for clarification.

On January 5, 2024, the Macao Second Instance Court issued an order rejecting AAEC’s request for clarification.

On October 17, 2024, the Macao Second Instance Court issued an order rejecting Plaintiff’s appeal of the Macao First Instance Court’s April 28, 2022 judgment based on procedural defects, again found the Plaintiff to be litigating in bad faith, and declined to address the interlocutory appeals that had been filed by the parties.

4 unchanged sentences

On November 18, 2024, the U.S.

Defendants responded to Plaintiff’s request for clarification.

Defendants responded to

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Plaintiff’s request for clarification.

By order dated March 21, 2025, the Macao Second Instance Court denied both motions for clarification, and it found that Plaintiff’s prior filings did not constitute a notice of appeal.

On April 7, 2025, Plaintiff filed a notice of appeal to the Court of Final Appeal, and the Defendants moved to stay proceedings pending completion of the judicial liquidation proceedings against AAEC.

On April 28, 2025, the Defendants moved to strike Plaintiff’s notice of appeal.

On April 7, 2025, Plaintiff filed a notice of appeal to the Macao Last Instance Court, and the Defendants moved to stay proceedings pending completion of the judicial liquidation proceedings against AAEC.

On April 28, 2025, the U.S.

Defendants moved to strike Plaintiff’s notice of appeal.

The Defendants supplemented their stay motion on May 2, 2025 to note that the Macao First Instance Court had entered a judgment liquidating Plaintiff.

6 unchanged sentences

Because AAEC’s shareholders did not file a timely appeal brief, the Macao Second Instance Court dismissed the appeal to the Macao Court of Final Appeal that AAEC had noticed on April 7, 2025.

The deadline to challenge the July 14, 2025 order is July 31, 2025.

By order dated July 14, 2025, the Macao Second Instance Court denied AAEC’s motion for a stay, rejected AAEC’s appeal brief because AAEC did not exist at the time the brief was filed, and concluded that AAEC’s shareholders automatically replaced AAEC as Plaintiff as a matter of Macao law.

Because AAEC’s shareholders did not file a timely appeal brief, the Macao Second Instance Court dismissed the appeal to the Macao Court of Final Appeal that AAEC had noticed on April 7, 2025.

On July 31, 2025, AAEC requested panel review of that ruling arguing, among other things, that the court should have allowed AAEC’s shareholders the opportunity to ratify the appeal brief previously filed.

On August 21, 2025, the Macao Second Instance Court provided Defendants with notice of AAEC’s July 31 filing.

On August 29, 2025, the clerk for the Second Instance Court issued an invoice for pre-payment of court fees to AAEC’s shareholders relating to Plaintiff’s appeal.

On September 10, 2025, Defendants submitted a filing requesting that its August 21 notice be annulled and that notification take place only after prepayment of court fees by AAEC’s shareholders.

On September 18, 2025, the Second Instance Court annulled the August 21 notice to Defendants and ruled that notification was to be carried out only after AAEC’s shareholders had paid the invoiced court fees relating to the appeal.

On September 23, 2025, the Court of Second Instance sent Plaintiff’s counsel of record a copy of the September 18 order, along with the invoice for pre-payment of court fees and a penalty.

The deadline for AAEC’s shareholders to pre-pay court fees and an associated penalty for late payment was October 6, 2025.

Defendants have not been notified that any payment has been made.

If AAEC’s shareholders do not pre-pay court fees and the associated penalties within one year, the court should deem Plaintiff’s appeal as formally abandoned and the case should be closed.

Management has determined that, based on proceedings to date, it is currently unable to determine the probability of the outcome of this matter or the range of reasonably possible loss, if any.

32 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The Company’s segment information as of June 30, 2025 and December 31, 2024, and for the three and six months ended June 30, 2025 and 2024 is as follows:

The Company’s segment information as of September 30, 2025 and December 31, 2024, and for the three and nine months ended September 30, 2025 and 2024 is as follows:

The Venetian Macao The Londoner Macao The Parisian Macao The Plaza Macao and Four Seasons Macao Sands Macao Ferry Operations and Other Total Macao Marina Bay Sands Inter-company Royalties Total

(In millions)

Three Months Ended June 30, 2025

Three Months Ended September 30, 2025

Casino $ 543 $ 525 $ 163 $ 132 $ 66 $ — $ 1,429 $ 1,077 $ — $ 2,506

24 unchanged sentences

Interest expense, net of amounts capitalized ( 187 )

Other expense ( 22 )

Other income 11

Income tax expense ( 91 )

5 unchanged sentences

(In millions)

Three Months Ended June 30, 2024

Three Months Ended September 30, 2024

Casino $ 554 $ 338 $ 189 $ 182 $ 73 $ — $ 1,336 $ 600 $ — $ 1,936

32 unchanged sentences

(In millions)

Six Months Ended June 30, 2025

Nine Months Ended September 30, 2025

Casino $ 1,562 $ 1,422 $ 479 $ 386 $ 197 $ — $ 4,046 $ 3,002 $ — $ 7,048

33 unchanged sentences

(In millions)

Six Months Ended June 30, 2024

Nine Months Ended September 30, 2024

Casino $ 1,748 $ 1,075 $ 569 $ 430 $ 212 $ — $ 4,034 $ 2,165 $ — $ 6,199

29 unchanged sentences

(1) Consists of gaming and non-gaming operating expenses and selling, general and administrative expenses for each segment.

(2) D uring the three months ended June 30, 2025 and 2024, the Company recorded stock-based compensation expense of $ 17 million and $ 14 million, respectively, of which $ 12 million and $ 11 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.

D uring the six months ended June 30, 2025 and 2024, the Company recorded stock-based compensation expense of $ 26 million and $ 34 million, respectively, of which $ 20 million and $ 25 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.

(2) D uring the three months ended September 30, 2025 and 2024, the Company recorded stock-based compensation expense of $ 26 million and $ 24 million, respectively, of which $ 15 million and $ 14 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.

D uring the nine months ended September 30, 2025 and 2024, the Company recorded stock-based compensation expense of $ 52 million and $ 58 million, respectively, of which $ 35 million and $ 39 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.

LAS VEGAS SANDS CORP.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Six Months Ended

Nine Months Ended

September 30,

(In millions)

9 unchanged sentences

Total capital expenditures $ 894 $ 1,020

September 30,

2025 December 31,

13 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements