What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2026-04-24 compared with 2025-10-24 · 150 added, 533 removed, 411 unchanged (62% of the section changed)

3 unchanged sentences

See “— Special Note Regarding Forward-Looking Statements .”

Summary Financial Results

Three Months Ended March 31,

2026 2025 Dollar

(Dollars in millions, except per share data)

$ 3,585 $ 2,862 $ 723 25.3 %

Operating income 904 609 295 48.4 %

Net income 641 408 233 57.1 %

Diluted earnings per share

0.85 0.49 0.36 73.5 %

Consolidated adjusted property EBITDA (1)

1,421 1,140 281 24.6 %

__________________________

(1) See “ — Segment Adjusted Property EBITDA ” for a reconciliation of consolidated adjusted property EBITDA to net income.

We view each of our Integrated Resort properties as an operating segment.

5 unchanged sentences

Our operating segment in Singapore is Marina Bay Sands.

The Macao government announced total visitation from mainland China to Macao increased approximately 16.9% and 18.4% , respectively, during the three and nine months ended September 30, 2025, as compared to the same periods in 2024.

The Macao government also announced gross gaming revenue increased 12.5% and 7.1%, respectively, during the three and nine months ended September 30, 2025, as compared to the same periods in 2024 .

Airlift passenger movement has increased with a total of 52 million passengers having passed through Singapore’s Changi Airport for the nine months ended September 30, 2025, an increase of 4.4% compared to the same period in 2024 .

The Singapore Tourism Board (“STB”) announced total visitation to Singapore was 4.5 million and 12.9 million, respectively, for the three and nine months ended September 30, 2025, an increase of 3.0% and 2.3% from the same periods in 2024 .

Our Macao operations continue to face a competitive casino operating environment, with adjusted property EBITDA having increased $16 million compared with the three months ended September 30, 2024 and having decreased $54 million compared to the nine months ended September 30, 2024.

Our Singapore operations continue to deliver exceptional results in terms of adjusted property EBITDA, having increased $337 million compared to the three months ended September 30, 2024 and $601 million compared to the nine months ended September 30, 2024, with the key driver being an increase in gross gaming revenue.

We have a strong balance sheet and sufficient liquidity in place, including total unrestricted cash and cash equivalents of $3.35 billion as of September 30, 2025 and access to $1.50 billion, $2.51 billion and $456 million of available borrowing capacity from our 2024 LVSC Revolving Facility, 2024 SCL Revolving Facility and 2025 Singapore Revolving Facility, respectively.

Our Macao operations showed improvement with net revenues increasing $399 million, or 23.5%, and adjusted property EBITDA increasing $98 million, or 18.3%, compared with the three months ended March 31, 2025.

The improvement was driven by our properties where new and refreshed premium suites and hospitality offerings have been introduced, such as the Londoner Grand.

Despite the improvement, we continue to face a competitive operating environment.

Our Singapore operations continue to deliver exceptional results, supported by the property’s unique and luxurious integrated resort offerings, with adjusted property EBITDA increasing $183 million, or 30.2%, compared to the three months ended March 31, 2025.

The key driver of the increase being a 31.4% increase in gross gaming revenue to $1.13 billion, while non-gaming revenues also contributed meaningfully to the overall results driven by increased business volumes and the launch of new dining venues.

During the first quarter of 2026, we continued to execute our strategic objectives as we delivered growth in both Singapore and Macao while continuing to increase the return of capital to stockholders, with the repurchase of $740 million of our common stock and a dividend payment of $202 million, and will continue to invest in premium suites and other hospitality offerings.

We believe we have a strong balance sheet and sufficient liquidity in place, including total unrestricted cash and cash equivalents of $3.33 billion as of March 31, 2026 and access to $3.97 billion of available borrowing capacity under our U.S., SCL and Singapore revolving credit facilities as of the date of this report.

We believe we are able to support our continuing operations, complete the major construction projects that are underway and maintain our share repurchase and dividend programs to continue to return excess capital to stockholders.

1 unchanged sentence

For a discussion of our significant accounting policies and estimates, please refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations” presented in our 2025 Annual Report on Form 10-K filed on February 6, 2026.

There were no newly identified significant accounting policies and estimates during the nine months ended September 30, 2025, nor were there any material changes to the critical accounting policies and estimates discussed in our 2024 Annual Report.

Recent Accounting Pronouncements

See related disclosure at “Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 1 — Organization and Business of Company — Recent Accounting Pronouncements.”

There were no newly identified significant accounting policies and estimates during the three months ended March 31, 2026, nor were there any material changes to the critical accounting policies and estimates discussed in our 2025 Annual Report.

Operating Results

20 unchanged sentences

Our Rolling Chip table games are expected to produce a win percentage of 3.3% in Macao.

During the three months ended September 30, 2025, we revised our expected hold-adjusted win percentage for Singapore to be based on the theoretical hold percentage measured by technology-enabled tables (“smart tables”).

The theoretical hold percentage based on smart table data was 4.2% and 3.5% for the three months ended September 30, 2025 and 2024, respectively, in Singapore.

During the three months ended September 30, 2025, we revised our expected win percentage for Singapore to be based on the theoretical hold percentage measured by technology-enabled tables (“smart tables”).

The theoretical hold percentage based on smart table data was 3.6% and 3.8% for the three months ended March 31, 2026 and 2025, respectively, in Singapore.

Our Non-Rolling Chip table games have produced a trailing 12-month win percentage of 23.1%, 22.8%, 21.0%, 21.6%, 14.8% and 23.1% at The Venetian Macao, The Londoner Macao, The Parisian Macao, The Plaza Macao and Four Seasons Macao, Sands Macao and Marina Bay Sands, respectively.

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Generally, slot machine play is conducted on a cash basis.

In Macao and Singapore, 8.8% and 11.3%, respectively, of our table games play was conducted on a credit basis for the nine months ended September 30, 2025.

In Macao and Singapore, 11.3% and 12.0%, respectively, of our table games play was conducted on a credit basis for the three months ended March 31, 2026.

Hotel revenue measurements:

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Only tenants that have been open for a minimum of 12 months are included in the tenant sales per square foot calculation.

Three Months Ended September 30, 2025 Compared to Three Months Ended September 30, 2024

Summary Financial Results

Net revenues for the three months ended September 30, 2025, were $3.33 billion, compared to $2.68 billion for the three months ended September 30, 2024.

Operating income was $719 million for the three months ended September 30, 2025, compared to $504 million for the three months ended September 30, 2024.

Net income was $491 million for the three months ended September 30, 2025, compared to $353 million for the three months ended September 30, 2024.

Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025

Operating Revenues

Our net revenues consisted of the following:

Three Months Ended September 30,

2025 2024 Percent

Three Months Ended March 31,

2026 2025 Dollar

(Dollars in millions)

5 unchanged sentences

Total net revenues $ 3,585 $ 2,862 $ 723 25.3 %

Consolidated net revenues were $3.33 billion for the three months ended September 30, 2025, an increase of $649 million compared to $2.68 billion for the three months ended September 30, 2024, due to increases of $514 million and $135 million at Marina Bay Sands and our Macao operations, respectively.

Net casino revenues increased $570 million compared to the three months ended September 30, 2024, due to increases of $477 million and $93 million at Marina Bay Sands and our Macao operations, respectively.

Casino revenues at Marina Bay Sands increased due to overall increases in win and hold percentages, as well as increases in table games and slot volumes.

Casino revenues at our Macao operations increased due to increases in the Non-Rolling Chip drop and win percentage and slot handle, partially offset by decreases in Rolling Chip volume and slot win percentage.

Consolidated net revenues increased due to increases of $399 million and $324 million at our Macao operations and Marina Bay Sands, respectively.

Net casino revenues increased due to increases of $343 million and $269 million at our Macao operations and Marina Bay Sands, respectively.

Casino revenues at our Macao operations increased due to increased table games and slot volumes and an increase in Rolling Chip win percentages, partially offset by decreases in Non-Rolling Chip win and slot hold percentages.

Casino revenues at Marina Bay Sands increased due to increased table games and slot volumes, partially offset by decreases in win and hold percentages.

The following table summarizes our casino activity:

Three Months Ended September 30,

Three Months Ended March 31,

2026 2025 Change

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Slot hold percentage 3.7 % 3.5 % 0.2 pts

Three Months Ended September 30,

2025 2024 Change

(Dollars in millions)

The Parisian Macao

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Non-Rolling Chip drop $ 886 $ 728 21.7 %

Non-Rolling Chip win percentage 21.5 % 19.6 % 1.9 pts

Non-Rolling Chip win percentage 20.3 % 21.0 % (0.7) %

Rolling Chip volume

$ — $ 169 N.M.

$ 1,348 $ 709 90.1 pts

Rolling Chip win percentage

2 unchanged sentences

Slot hold percentage 3.7 % 3.7 % — pts

Three Months Ended March 31,

2026 2025 Change

(Dollars in millions)

The Plaza Macao and Four Seasons Macao

22 unchanged sentences

Slot hold percentage 4.1 % 4.3 % (0.2) pts

__________________________

— Not meaningful.

(1) Rolling Chip tables were made available based on demand beginning in March 2024.

In our experience, average win percentages remain fairly consistent when measured over extended periods of time with a significant volume of wagers, but can vary considerably within shorter time periods as a result of the statistical variances associated with games of chance in which large amounts are wagered.

Room revenues increased $60 million compared to the three months ended September 30, 2024, due to increases of $31 million and $29 million at our Macao operations and Marina Bay Sands, respectively.

The increase at our Macao operations was due to increases in ADR and available rooms in connection with the conversion of the Sheraton towers to the Londoner Grand, which began in November 2023 and was completed in early April 2025, partially offset by a decrease in occupancy.

The increase at Marina Bay Sands was due to increases in ADR, occupancy and available rooms, primarily due to the phased completion of room renovations, which began in 2024 and concluded in May 2025.

Room revenues increased due to increases of $27 million and $26 million at our Macao operations and Marina Bay Sands, respectively.

Macao room revenues increased due to an increase in available rooms in connection with the conversion of the Sheraton towers to the Londoner Grand, which was completed in April 2025.

Marina Bay Sands room revenues increased due to increases in available rooms and ADR, primarily due to the May 2025 completion of extensive renovations to introduce world class suites.

The following table summarizes the results of our room activity:

Three Months Ended September 30,

Three Months Ended March 31,

2026 2025 Change

31 unchanged sentences

Revenue per available room (RevPAR) $ 963 $ 884 8.9 %

Food and beverage revenues increased $13 million compared to the three months ended September 30, 2024, due to increases of $7 million and $6 million at our Macao operations and Marina Bay Sands, respectively.

The increase at our Macao operations was due to increased business volume and the opening of new venues since September 2024.

The increase at Marina Bay Sands was due to the opening of venues in June and July 2025, as well as increased business volume.

Mall revenues increased $10 million compared to the three months ended September 30, 2024, due to increases of $6 million and $4 million at Marina Bay Sands and our Macao operations, respectively.

The increase at Marina Bay Sands was due to an increase in base rent, while the increase at our Macao operations was driven by increases of $3 million in overage rent and $1 million in revenues related to common area maintenance (“CAM”).

Food and beverage revenues increased due to increases of $18 million and $17 million at Marina Bay Sands and our Macao operations, respectively.

The increase at Marina Bay Sands was due to increased business volume and the opening of a new venue in July 2025.

The increase at our Macao operations was due to increased business volume.

Mall revenues increased due to increases of $11 million and $7 million at our Macao operations and Marina Bay Sands, respectively.

The increase at our Macao operations was driven by increases of $9 million in overage rent, $1 million in base rent and $1 million in revenues related to common area maintenance (“CAM”) and other revenues, while the increase at Marina Bay Sands was due to increases of $5 million in base rent and $2 million in overage rent.

For further information related to the financial performance of our malls, see “— Additional Information Regarding our Retail Mall Operations.” The following table summarizes the results of our malls on the Cotai Strip in Macao and in Singapore:

Three Months Ended September 30,

Three Months Ended March 31,

2026 2025 Change

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This table excludes the results of our retail outlets at Sands Macao.

(1) Due to gross leasable area being taken off the market and not available for leasing, approximately 49,000 and 37,000 square feet of space at the Shoppes at Londoner and the Shoppes at Parisian, respectively, was removed during the three months ended March 31, 2025, and approximately 14,000 square feet of space at the Shoppes at Four Seasons was removed during the three months ended June 30, 2025.

Operating Expenses

Our operating expenses consisted of the following:

Three Months Ended September 30,

2025 2024 Percent

Three Months Ended March 31,

2026 2025 Dollar

(Dollars in millions)

4 unchanged sentences

Convention, retail and other 65 59 6 10.2 %

Provision for (recovery of) credit losses 18 (5) (460.0) %

Provision for credit losses 29 5 24 480.0 %

General and administrative 302 273 29 10.6 %

6 unchanged sentences

Total operating expenses $ 2,681 $ 2,253 $ 428 19.0 %

Operating expenses were $2.61 billion for the three months ended September 30, 2025, an increase of $434 million compared to $2.18 billion for the three months ended September 30, 2024.

The increase was primarily driven by increases of $233 million in casino expenses, $57 million in loss on disposal or impairment of assets, $44 million in depreciation and amortization, $17 million in development, and $23 million in provision for credit losses.

Casino expenses increased $233 million compared to the three months ended September 30, 2024, due to increases of $131 million and $102 million at Marina Bay Sands and our Macao operations, respectively.

The increase at Marina Bay Sands was primarily attributable to a $120 million increase in gaming taxes, consistent with increased gross gaming revenues and an increase in gaming tax rates from 8% to 12% on premium play during most of the third quarter due to the tiered tax structure in Singapore as our thresholds were met in July 2025 versus November 2024.

The increase at our Macao operations was primarily attributable to increased gaming taxes of $60 million due to increased gross gaming revenues, as well as increases in casino marketing and payroll and related expenses.

Room expenses increased $10 million compared to the three months ended September 30, 2024, due to increases of $7 million and $3 million at our Macao operations and Marina Bay Sands, respectively, consistent with increased business volume and higher costs driven by the conversion of the Sheraton towers to the Londoner Grand in Macao and higher costs associated with new and elevated suites and rooms introduced at Marina Bay Sands.

Food and beverage expenses increased $15 million compared to the three months ended September 30, 2024, due to increases of $9 million and $6 million at Marina Bay Sands and our Macao operations, respectively.

These increases were primarily due to the opening of venues since the second half of 2024 and increases in payroll and business volumes.

Provision for credit losses was $18 million for the three months ended September 30, 2025, compared to recovery of credit losses of $5 million for the three months ended September 30, 2024.

The $23 million increase was primarily due to increases of $20 million and $3 million at Marina Bay Sands and our Macao operations, respectively.

The increase at Marina Bay Sands resulted from an $11 million increase in provision during the current quarter and a $9 million decrease in settlements of previously reserved accounts.

The increase at our Macao operations resulted from a $5 million increase in provision during the current quarter, partially offset by a $2 million increase in settlements of previously reserved accounts.

Operating expenses increased primarily due to increases of $308 million and $162 million at our Macao operations and Marina Bay Sands, respectively.

Casino expenses increased due to increases of $260 million and $88 million at our Macao operations and Marina Bay Sands, respectively.

The increase at our Macao operations was primarily attributable to a $198 million increase in gaming taxes, consistent with increased gross gaming revenues, and increases of $34 million in payroll expenses and $16 million in casino marketing expenses.

The increase at Marina Bay Sands was primarily attributable to a $64 million increase in gaming taxes, consistent with increased gross gaming revenues, and an increase of $12 million in payroll expenses.

Room expenses increased due to increases of $6 million and $5 million at our Macao operations and Marina Bay Sands, respectively.

The increases were consistent with increased revenues and the conversion of the Sheraton towers to the Londoner Grand in Macao, which concluded in April 2025, and higher costs associated with new and elevated suites and rooms introduced at Marina Bay Sands, which concluded in May 2025.

Food and beverage expenses increased due to increases of $13 million and $10 million at Marina Bay Sands and our Macao operations, respectively.

These increases were primarily due to the increased business volumes and an increase in payroll expenses of $7 million and $3 million at Marina Bay Sands and our Macao operations, respectively.

Convention, retail and other expenses increased due to increases of $4 million and $2 million at our Macao operations and Marina Bay Sands, respectively.

The increase at our Macao operations was primarily due to increases of $2 million in limo expenses, consistent with increased revenues, and $2 million in ferry operations expenses, due to rising fuel prices and increased repairs and maintenance.

The increase at Marina Bay Sands was due to increases of $1 million in convention expenses, consistent with increased revenues, and $1 million in entertainment expenses.

The provision for credit losses increased due to increases of $14 million and $10 million at Marina Bay Sands and our Macao operations, respectively.

The increase at Marina Bay Sands resulted from an increase of $38 million in provision during the current quarter, partially offset by an increase of $24 million in settlements of previously reserved accounts.

The increase at our Macao operations resulted from an increase of $12 million in provision during the current quarter, partially offset by an increase of $2 million in settlements of previously reserved accounts.

The amount of this provision can vary over short periods of time because of factors specific to the patrons who owe us money from gaming activities.

We believe the amount of our provision for credit losses in the future will depend upon the state of the economy, our credit standards, our risk assessments and the judgment of our employees responsible for granting credit.

General and administrative expenses increased $15 million compared to the three months ended September 30, 2024.

The increase was primarily due to a $15 million increase at Marina Bay Sands, driven by increased payroll, maintenance and utility costs.

Corporate expense increased $10 million compared to the three months ended September 30, 2024.

The increase was primarily due to a $5 million increase in payroll and related expenses and $5 million in legal fee recoveries recorded during the three months ended September 30, 2024.

Development expenses were $72 million for the three months ended September 30, 2025, compared to $55 million for the three months ended September 30, 2024.

During the three months ended September 30, 2025, the increase was primarily due to increased efforts related to the pursuit of new business opportunities in Texas and in the digital gaming space.

Development costs are expensed as incurred.

Depreciation and amortization increased $44 million compared to the three months ended September 30, 2024.

The increase was due to increases of $27 million and $17 million at Marina Bay Sands and our Macao operations, respectively.

The increase at Marina Bay Sands was a result of the completion of renovations that were placed into service throughout 2024 and through the first half of 2025.

The increase at our Macao operations was driven by a $28 million increase due to new assets placed into service from the fourth quarter of 2024 and onward, mainly related to the Londoner Grand and the Venetian Arena, partially offset by a $12 million decrease in depreciation due to assets fully depreciated during the prior year and through the third quarter of the current year.

Loss on disposal or impairment of assets was $68 million for the three months ended September 30, 2025.

The losses incurred for the three months ended September 30, 2025, consisted primarily of impairments of $51 million on assets associated with the decision to no longer pursue the development of certain digital gaming activities, $9 million related to assets associated with the decision to no longer pursue a casino license from the state of New York and $3 million related to certain assets in Texas, and losses of $4 million in Macao due to asset disposals at The Londoner Macao and The Venetian Macao.

General and administrative expenses increased primarily due to increases of $18 million and $11 million at Marina Bay Sands and our Macao operations, respectively.

The increase at Marina Bay Sands was primarily due to increases of $10 million in payroll, $4 million in facilities expenses, primarily related to repairs and maintenance, and $1 million in property taxes.

The increase at our Macao operations was primarily due to $6 million in facilities expenses, primarily relating to repairs and maintenance, and $4 million in marketing expenses, primarily relating to media campaigns.

Corporate expense increased due to increases of $14 million in payroll and related expenses, driven by the acceleration of restricted stock units that were granted and vested within the current quarter, $2 million in taxes and licenses and $5 million in other expenses, partially offset by an $11 million reversal of previously accrued legal fees.

Development expenses include the costs that were associated with our evaluation and pursuit of new business opportunities.

During the three months ended March 31, 2026, these costs were primarily attributable to $33 million from our digital gaming related efforts and $5 million for opportunities in Texas.

During the three months ended March 31, 2025, the costs were primarily attributable to $46 million from our digital gaming related efforts and $22 million for opportunities in New York and Texas.

Loss on disposal or impairment of assets incurred during the three months ended March 31, 2026, primarily related to a $5 million impairment due to our decision to not continue the development of certain digital gaming activities and $1 million in asset disposals at The Londoner Macao.

Segment Adjusted Property EBITDA

The following table summarizes information related to our segments:

Three Months Ended September 30,

2025 2024 Percent

Three Months Ended March 31,

2026 2025 Dollar

(Dollars in millions)

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Consolidated adjusted property EBITDA should not be interpreted as an alternative to income from operations (as an indicator of operating performance) or to cash flows from operations (as a measure of liquidity), in each case, as determined in accordance with GAAP.

We have significant uses of cash flow, including capital expenditures, dividend payments, interest payments, debt principal repayments and income taxes, which are not reflected in consolidated adjusted property EBITDA.

We have significant uses of cash flow, including capital expenditures, dividend payments, interest payments, debt principal repayments, share repurchases and income taxes, which are not reflected in consolidated adjusted property EBITDA.

Not all companies calculate adjusted property EBITDA in the same manner.

As a result, our presentation of consolidated adjusted property EBITDA may not be directly comparable to similarly titled measures presented by other companies.

Three Months Ended September 30,

Three Months Ended March 31,

(In millions)

12 unchanged sentences

Interest expense, net of amounts capitalized (188) (174)

Other income 11 11

Other expense (3) (1)

Loss on modification or early retirement of debt

Income tax expense (107) (63)

1 unchanged sentence

__________________________

(a) During the three months ended September 30, 2025 and 2024, we 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.

Adjusted property EBITDA at our Macao operations increased $16 million compared with the three months ended September 30, 2024, due to increases in casino and hotel operations, partially offset by increased expenses driven by increased competition for gross gaming revenues in Macao.

Adjusted property EBITDA at Marina Bay Sands increased $337 million compared to the three months ended September 30, 2024, primarily due to increases in casino revenue, driven by increased win and hold percentages, and hotel revenue, driven by increased ADR and available rooms due to the completion of room renovations.

(a) During the three months ended March 31, 2026 and 2025, we recorded stock-based compensation expense of $24 million and $9 million, respectively, of which $21 million and $8 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.

Adjusted property EBITDA at our Macao operations increased $98 million compared with the three months ended March 31, 2025.

The increase was due to an overall increase in revenues, primarily in our casino operations, driven by increased table games volumes, partially offset by higher sales and marketing costs to attract patrons to our properties and increased payroll costs due to the competitive environment in Macao.

Additionally, revenue in hotel operations increased, driven by the completion of the conversion of the Sheraton towers to the Londoner Grand, which concluded in April 2025.

Adjusted property EBITDA at Marina Bay Sands increased $183 million compared to the three months ended March 31, 2025.

The increase was primarily due to an overall increase in revenues, primarily in our casino operations, driven by increased table games volumes.

Additionally, revenue in hotel operations increased, driven by the introduction of new suites, rooms and other amenities, which were completed in May 2025.

Interest Expense

The following table summarizes information related to interest expense:

Three Months Ended September 30,

Three Months Ended March 31,

(Dollars in millions)

5 unchanged sentences

Weighted average interest rate

Interest cost was primarily impacted by an increase in our weighted average total debt balance from $13.87 billion to $15.94 billion, partially offset by a decrease in the weighted average interest rate from 5.1% to 4.5%.

The weighted average total debt balance increased primarily due to the issuance of the LVSC Senior Notes on May 6, 2025, and from the 2025 Singapore Credit Facility, which proceeds were used to repay the $500 million 2.900% LVSC Senior Notes due June 2025 and to fund our share repurchases and the payment due to the Singapore government, pursuant to the Second Supplemental Agreement, related to the Additional Gaming Area.

Interest cost was primarily impacted by an increase in our weighted average total debt balance, partially offset by a decrease in the weighted average interest rate.

The weighted average total debt balance increased primarily due to (i) the issuance of the LVSC Senior Notes in May 2025, the proceeds from which were used to repay the $500 million 2.900% LVSC Senior Notes due June 2025 and to fund our share repurchases;

and (ii) additional borrowings under the 2025 Singapore Credit Facility used to fund the payment due to the Singapore government, pursuant to the Second Supplemental Agreement, related to the Additional Gaming Area.

The weighted average interest rate decreased primarily due to lower interest rates on the 2025 Singapore Credit Facility and 2024 SCL Term Loan Facility, partially offset by higher rates on the LVSC Senior Notes issued in May 2025.

Other Factors Affecting Earnings

Interest income was $39 million for the three months ended September 30, 2025, compared to $67 million for the three months ended September 30, 2024.

Interest income was $35 million for the three months ended March 31, 2026, compared to $42 million for the three months ended March 31, 2025.

The decrease was attributable to a decrease in cash available to invest due to share repurchases, dividend payments and development-related spend in the last twelve months.

Other income was $11 million for the three months ended September 30, 2025 and 2024.

Other income during the three months ended September 30, 2025, was primarily attributable to foreign currency remeasurement gains on U.S.

dollar denominated debt held by SCL.

Our income tax expense was $91 million on income before income taxes of $582 million for the three months ended September 30, 2025, resulting in a 15.6% effective income tax rate.

This compares to a 12.4% effective income tax rate for the three months ended September 30, 2024.

The income tax expense for the three months ended September 30, 2025, reflects a 17% statutory tax rate on our Singapore operations, a 21% corporate income tax on our domestic operations and a zero percent rate on our Macao gaming operations due to our income tax exemption in Macao.

Other expense was $3 million for the three months ended March 31, 2026, compared to $1 million for the three months ended March 31, 2025.

Other expense during the three months ended March 31, 2026, was primarily attributable to foreign currency remeasurement losses on U.S.

dollar denominated debt held by Sands China Ltd.

Our income tax expense was $107 million on income before income taxes of $748 million for the three months ended March 31, 2026, resulting in a 14.3% effective income tax rate.

This compares to a 13.4% effective income tax rate for the three months ended March 31, 2025.

The income tax expense for the three months ended March 31, 2026, reflects a 17% statutory tax rate on our Singapore operations and a 21% corporate income tax on our domestic operations.

Our operations in Macao are subject to a 12% statutory income tax rate, but in connection with the 35% gaming tax, Venetian Macau Limited (“VML,” a subsidiary of SCL) and its peers received a corporate income tax exemption on gaming operations through December 31, 2027.

Additionally, we entered into a shareholder dividend tax agreement with the Macao government, which provided for a payment at an applicable rate of gross gaming revenue for the tax year 2023 through the tax year 2025 as a substitution for a 12% tax otherwise due from VML’s shareholders on dividend distributions paid from VML’s gaming profits.

In January 2026, we requested this tax agreement be extended through December 31, 2027.

The effective income tax rate for the three months ended March 31, 2026, anticipates a similar shareholder dividend tax agreement will be entered into for 2026 and 2027;

however, there is no assurance such agreement will be granted.

On July 4, 2025, the U.S.

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income tax laws, including tax cut extensions and modifications to the international tax framework, with certain provisions effective in 2025 and others effective in 2026 and later years.

The financial impact of the enactment is included in the Company’s operating results for the three months ended September 30, 2025.

The OBBB is not expected to have a material impact on the Company’s 2026 effective tax rate.

Management will continue to analyze and adjust future amounts as related administrative guidance, notices, implementation regulations, potential legislative amendments and interpretations of the OBBB continue to evolve.

The net income attributable to noncontrolling interests was $72 million for the three months ended September 30, 2025, compared to $78 million for the three months ended September 30, 2024.

These amounts were related to the noncontrolling interest of SCL.

Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2024

Operating Revenues

Our net revenues consisted of the following:

Nine Months Ended September 30,

2025 2024 Percent

(Dollars in millions)

Casino $ 7,048 $ 6,199 13.7 %

Rooms 1,043 957 9.0 %

Food and beverage 453 450 0.7 %

Mall 572 537 6.5 %

Convention, retail and other 252 259 (2.7) %

Total net revenues $ 9,368 $ 8,402 11.5 %

Consolidated net revenues were $9.37 billion for the nine months ended September 30, 2025, an increase of $966 million compared to $8.40 billion for the nine months ended September 30, 2024, due to increases of $892 million and $74 million at Marina Bay Sands and our Macao operatio ns, respectively.

Net casino revenues increased $849 million compared to the nine months ended September 30, 2024, due to increases of $837 million and $12 million at Marina Bay Sands and our Macao operations, respectively.

Casino revenues at Marina Bay Sands increased due to overall increases in win and hold percentages, as well as increases in table games and slot volumes.

Casino revenues at our Macao operations increased due to increases in slot handle, Rolling Chip Win percentage and Non-Rolling Chip drop, partially offset by decreases in Rolling Chip volume and slot hold and Non-Rolling Chip win percentages.

The following table summarizes the results of our casino activity:

Nine Months Ended September 30,

2025 2024 Change

(Dollars in millions)

Macao Operations:

The Venetian Macao

Total net casino revenues $ 1,562 $ 1,748 (10.6) %

Non-Rolling Chip drop $ 6,997 $ 6,990 0.1 %

Non-Rolling Chip win percentage 23.2 % 24.9 % (1.7) pts

Rolling Chip volume $ 2,356 $ 2,955 (20.3) %

Rolling Chip win percentage 3.68 % 5.05 % (1.37) pts

Slot handle $ 4,206 $ 4,479 (6.1) %

Slot hold percentage 3.6 % 3.8 % (0.2) pts

The Londoner Macao

Total net casino revenues $ 1,422 $ 1,075 32.3 %

Non-Rolling Chip drop $ 6,219 $ 5,160 20.5 %

Non-Rolling Chip win percentage 22.8 % 21.1 % 1.7 pts

Rolling Chip volume $ 6,113 $ 5,784 5.7 %

Rolling Chip win percentage 3.78 % 3.02 % 0.76 pts

Slot handle $ 5,923 $ 4,460 32.8 %

Slot hold percentage 3.8 % 3.9 % (0.1) pts

The Parisian Macao

Total net casino revenues $ 479 $ 569 (15.8) %

Non-Rolling Chip drop $ 2,176 $ 2,947 (26.2) %

Non-Rolling Chip win percentage 21.3 % 20.5 % 0.8 pts

Rolling Chip volume (1)

$ 709 $ 185 283.2 %

Rolling Chip win percentage

4.25 % (6.12) % 10.37 pts

Slot handle $ 2,768 $ 2,603 6.3 %

Slot hold percentage 3.8 % 4.2 % (0.4) pts

The Plaza Macao and Four Seasons Macao

Total net casino revenues $ 386 $ 430 (10.2) %

Non-Rolling Chip drop $ 2,023 $ 2,025 (0.1) %

Non-Rolling Chip win percentage 23.4 % 24.0 % (0.6) pts

Rolling Chip volume $ 4,934 $ 7,565 (34.8) %

Rolling Chip win percentage 2.33 % 2.24 % 0.09 pts

Slot handle (2)

$ 55 $ 28 96.4 %

Slot hold percentage 2.3 % 4.4 % (2.1) pts

Total net casino revenues $ 197 $ 212 (7.1) %

Non-Rolling Chip drop $ 1,140 $ 1,208 (5.6) %

Non-Rolling Chip win percentage 15.5 % 16.6 % (1.1) pts

Rolling Chip volume $ 100 $ 62 61.3 %

Rolling Chip win percentage 4.35 % 4.31 % 0.04 pts

Slot handle $ 1,798 $ 1,625 10.6 %

Slot hold percentage 2.9 % 3.0 % (0.1) pts

Nine Months Ended September 30,

2025 2024 Change

(Dollars in millions)

Singapore Operations:

Marina Bay Sands

Total net casino revenues $ 3,002 $ 2,165 38.7 %

Non-Rolling Chip drop $ 7,217 $ 6,329 14.0 %

Non-Rolling Chip win percentage 23.7 % 19.6 % 4.1 pts

Rolling Chip volume $ 26,042 $ 20,874 24.8 %

Rolling Chip win percentage 4.63 % 3.69 % 0.94 pts

Slot handle $ 18,409 $ 18,473 (0.3) %

Slot hold percentage 4.4 % 3.9 % 0.5 pts

__________________________

(1) Rolling Chip tables were made available based on demand beginning in March 2024.

(2) During the prior year, a majority of the slot machines were relocated to other properties, with the remaining slot machines reserved for high-end patrons.

Room revenues increased $86 million compared to the nine months ended September 30, 2024, due to increases of $44 million and $42 million at our Macao operations and Marina Bay Sands, respectively.

Macao room revenues increased due to increased ADR and occupancy, partially offset by a decrease in available rooms in connection with the conversion of the Sheraton towers to the Londoner Grand.

Marina Bay Sands room revenues increased primarily due to increases in ADR and occupancy, partially offset by a decrease in available rooms due to reduced inventory upon the phased completion of the room renovations, which began in 2024 and concluded in May 2025.

The following table summarizes the results of our room activity:

Nine Months Ended September 30,

2025 2024 Change

(Room revenues in millions)

Macao Operations:

The Venetian Macao

Total room revenues $ 155 $ 156 (0.6) %

Occupancy rate 98.8 % 97.6 % 1.2 pts

Average daily room rate (ADR) $ 200 $ 202 (1.0) %

Revenue per available room (RevPAR) $ 197 $ 197 — %

The Londoner Macao

Total room revenues $ 270 $ 234 15.4 %

Occupancy rate 95.7 % 96.1 % (0.4) pts

Average daily room rate (ADR) $ 269 $ 201 33.8 %

Revenue per available room (RevPAR) $ 257 $ 193 33.2 %

The Parisian Macao

Total room revenues $ 103 $ 102 1.0 %

Occupancy rate 98.7 % 96.5 % 2.2 pts

Average daily room rate (ADR) $ 151 $ 152 (0.7) %

Revenue per available room (RevPAR) $ 149 $ 147 1.4 %

The Plaza Macao and Four Seasons Macao

Total room revenues $ 85 $ 77 10.4 %

Occupancy rate 94.0 % 89.0 % 5.0 pts

Average daily room rate (ADR) $ 499 $ 482 3.5 %

Revenue per available room (RevPAR) $ 469 $ 429 9.3 %

Total room revenues $ 13 $ 13 — %

Occupancy rate 98.9 % 99.0 % (0.1) pts

Average daily room rate (ADR) $ 172 $ 173 (0.6) %

Revenue per available room (RevPAR) $ 170 $ 171 (0.6) %

Singapore Operations:

Marina Bay Sands

Total room revenues $ 417 $ 375 11.2 %

Occupancy rate 95.3 % 95.0 % 0.3 pts

Average daily room rate (ADR) $ 933 $ 796 17.2 %

Revenue per available room (RevPAR) $ 889 $ 757 17.4 %

Mall revenues increased $35 million compared to the nine months ended September 30, 2024.

The increase of $22 million at our Macao operations was primarily driven by increases of $15 million in overage rent, $4 million in base rent and $3 million in revenues related to CAM.

The $13 million increase related to Marina Bay Sands was driven by a $15 million increase in base rent and revenues related to CAM, partially offset by a $2 million decrease in overage rent.

For further information related to the financial performance of our malls, see “Additional Information Regarding our Retail Mall Operations.” The following table summarizes the results of our malls on the Cotai Strip in Macao and in Singapore:

Nine Months Ended September 30, (1)

2025 2024 Change

(Mall revenues in millions)

Macao Operations:

Shoppes at Venetian

Total mall revenues $ 185 $ 167 10.8 %

Mall gross leasable area (in square feet) 829,395 822,456 0.8 %

Occupancy 87.8 % 83.6 % 4.2 pts

Base rent per square foot $ 286 $ 289 (1.0) %

Tenant sales per square foot

$ 1,798 $ 1,615 11.3 %

Shoppes at Londoner (2)

Total mall revenues $ 65 $ 53 22.6 %

Mall gross leasable area (in square feet) 518,267 566,272 (8.5) %

Occupancy 78.1 % 70.5 % 7.6 pts

Base rent per square foot $ 177 $ 155 14.2 %

Tenant sales per square foot

$ 1,454 $ 1,491 (2.5) %

Shoppes at Parisian (2)

Total mall revenues $ 15 $ 20 (25.0) %

Mall gross leasable area (in square feet) 257,918 296,818 (13.1) %

Occupancy 70.4 % 67.7 % 2.7 pts

Base rent per square foot $ 84 $ 103 (18.4) %

Tenant sales per square foot

$ 455 $ 525 (13.3) %

Shoppes at Four Seasons (2)

Total mall revenues $ 114 $ 116 (1.7) %

Mall gross leasable area (in square feet) 248,304 261,845 (5.2) %

Occupancy 94.2 % 90.1 % 4.1 pts

Base rent per square foot $ 615 $ 630 (2.4) %

Tenant sales per square foot

$ 4,366 $ 5,832 (25.1) %

Singapore Operations:

The Shoppes at Marina Bay Sands

Total mall revenues $ 193 $ 180 7.2 %

Mall gross leasable area (in square feet) 620,530 615,944 0.7 %

Occupancy 95.9 % 99.1 % (3.2) pts

Base rent per square foot $ 385 $ 354 8.8 %

Tenant sales per square foot

$ 2,893 $ 2,919 (0.9) %

__________________________

This table excludes the results of our retail outlets at Sands Macao.

(1) As GLA, occupancy, base rent per square foot and tenant sales per square foot are calculated as of September 30, 2025 and 2024, they are identical to the summary presented herein for the three months ended September 30, 2025 and 2024, respectively.

(2) During the nine months ended September 30, 2025, approximately 49,000, 37,000 and 14,000 square feet of space at the Shoppes at Londoner, the Shoppes at Parisian and the Shoppes at Four Seasons, respectively, was removed from the respective gross leasable area as it was taken off the market and not available for leasing.

Operating Expenses

Our operating expenses consisted of the following:

Nine Months Ended September 30,

2025 2024 Percent

(Dollars in millions)

Casino $ 3,752 $ 3,441 9.0 %

Rooms 257 234 9.8 %

Food and beverage 400 379 5.5 %

Mall 69 62 11.3 %

Convention, retail and other 177 177 — %

Provision for credit losses 39 10 290.0 %

General and administrative 873 847 3.1 %

Corporate 220 215 2.3 %

Pre-opening 20 10 100.0 %

Development 210 169 24.3 %

Depreciation and amortization 1,101 960 14.7 %

Amortization of leasehold interests in land 56 45 24.4 %

Loss on disposal or impairment of assets 83 41 102.4 %

Total operating expenses $ 7,257 $ 6,590 10.1 %

Operating expenses were $7.26 billion for the nine months ended September 30, 2025, an increase of $667 million compared to $6.59 billion for the nine months ended September 30, 2024.

The increase was primarily driven by increases of $311 million in casino expenses, $141 million in depreciation and amortization, $41 million in development expense and $42 million in loss on disposal or impairment of assets.

Casino expenses increased $311 million compared to the nine months ended September 30, 2024.

The increase was attributable to increases of $213 million and $98 million at Marina Bay Sands and our Macao operations, respectively.

The increase at Marina Bay Sands was primarily due to a $189 million increase in gaming taxes, consistent with increased gross gaming revenues and an increase in gaming tax rates from 8% to 12% on premium play beginning in July (compared to the increased tax rate beginning in November last year) due to the tiered tax structure in Singapore.

The increase at our Macao operations was primarily due to a $23 million increase in gaming taxes, consistent with increased gross gaming revenues, and increases in casino marketing and payroll and related expenses.

Room expenses increased $23 million compared to the nine months ended September 30, 2024, due to increases of $12 million and $11 million at Marina Bay Sands and our Macao operations, respectively.

These increases were driven by higher costs associated with new and elevated suites and rooms introduced at Marina Bay Sands and the conversion of the Sheraton towers to the Londoner Grand in Macao.

Food and beverage expenses increased $21 million compared to the nine months ended September 30, 2024, due to increases of $14 million and $7 million at Marina Bay Sands and our Macao operations, respectively.

The increases were driven by increased business volumes and the opening of venues since the second half of 2024 .

Provision for credit losses was $39 million for the nine months ended September 30, 2025, compared to $10 million for the nine months ended September 30, 2024.

The increase in provision was due to increases of $19 million and $10 million at Marina Bay Sands and our Macao operations, respectively.

The increase at Marina Bay Sands was primarily due to a $10 million increase in the provision for the current period and a $9 million decrease in settlements of previously reserved accounts.

The increase at our Macao operations was primarily due to $7 million increase in provision for the current period and a $3 million decrease in settlements of previously reserved accounts.

The amount of this provision can vary over short periods of time because of factors specific to the patrons who owe us money from gaming activities.

General and administrative expenses increased $26 million compared to the nine months ended September 30, 2024.

The increase was primarily due to an increase of $31 million at Marina Bay Sands, partially offset by a decrease of $5 million at our Macao operations.

The increase at Marina Bay Sands was primarily due to increases in payroll, property taxes, maintenance contracts and software and hosting services.

The decrease at our Macao operations was primarily due to decreases in marketing and repairs and maintenance costs.

Corporate expenses increased $5 million compared to the nine months ended September 30, 2024.

The increase was primarily due to a $9 million increase in payroll and related expenses and $5 million in legal fee recoveries recorded during the nine months ended September 30, 2024, partially offset by $10 million recorded during the three months ended March 31, 2024, related to a shareholder dividend tax agreement with the Macao government, which was finalized on February 7, 2024, and covers the years from 2023 to 2025.

Pre-opening expenses were $20 million for the nine months ended September 30, 2025, compared to $10 million for the nine months ended September 30, 2024.

During the nine months ended September 30, 2025, the increase was primarily due to increases in marketing and media expenses for the Londoner Grand and property taxes related to the MBS Expansion Project in Singapore.

Development expenses were $210 million for the nine months ended September 30, 2025, compared to $169 million for the nine months ended September 30, 2024.

During the nine months ended September 30, 2025, the increased costs were associated with increased efforts primarily related to our digital gaming pursuits.

Development costs are expensed as incurred.

Depreciation and amortization increased $141 million compared to the nine months ended September 30, 2024.

The increase was primarily due to increases of $111 million and $28 million at Marina Bay Sands and our Macao operations, respectively.

The increase at Marina Bay Sands was primarily due to the completion of the room renovations that were placed into service throughout 2024 and the first half of 2025.

The increase at our Macao operations was driven by a $91 million increase due to new assets placed into service from the fourth quarter of 2024 onward, mainly related to Phase II of The Londoner Macao project and The Venetian Arena, partially offset by a $65 million decrease in depreciation due to assets fully depreciated during the prior year and through the third quarter of the current year, including Sheraton-related assets fully depreciated in connection with Phase II of The Londoner Macao project.

Loss on disposal or impairment of assets was $83 million for the nine months ended September 30, 2025, compared to $41 million for the nine months ended September 30, 2024.

The losses incurred for the nine months ended September 30, 2025, consisted primarily of impairments of $51 million on assets associated with the decision to no longer pursue the development of certain digital gaming activities, $9 million related to assets associated with the decision to no longer pursue a casino license from the state of New York and $3 million related to certain assets in Texas, and losses of $13 million in Macao primarily due to the demolition costs for room renovations at Londoner Grand and $6 million at Corporate primarily due to asset disposals related to an aircraft remodeling.

Segment Adjusted Property EBITDA

The following table summarizes information related to our segments:

Nine Months Ended September 30,

2025 2024 Percent

(Dollars in millions)

The Venetian Macao $ 703 $ 843 (16.6) %

The Londoner Macao 577 399 44.6 %

The Parisian Macao 163 228 (28.5) %

The Plaza Macao and Four Seasons Macao 214 238 (10.1) %

Sands Macao 27 36 (25.0) %

Ferry Operations and Other 18 12 50.0 %

1,702 1,756 (3.1) %

Marina Bay Sands 2,116 1,515 39.7 %

Consolidated adjusted property EBITDA (1)

$ 3,818 $ 3,271 16.7 %

____________________

(1) Consolidated adjusted property EBITDA, which is a non-GAAP financial measure, is used by management as the primary measure of the operating performance of our segments.

Consolidated adjusted property EBITDA is net income (loss) before stock-based compensation expense, corporate expense, pre-opening expense, development expense, depreciation and amortization, amortization of leasehold interests in land, gain or loss on disposal or impairment of assets, interest, other income or expense, gain or loss on modification or early retirement of debt and income taxes.

Consolidated adjusted property EBITDA is a supplemental non-GAAP financial measure used by management, as well as industry analysts, to evaluate operations and operating performance.

In particular, management utilizes consolidated adjusted property EBITDA to compare the operating profitability of our operations with those of our competitors, as well as a basis for determining certain incentive compensation.

Integrated Resort companies, including LVSC, have historically reported adjusted property EBITDA as a supplemental performance measure to GAAP financial measures.

In order to view the operations of their properties on a more stand-alone basis, Integrated Resort companies, including LVSC, have historically excluded certain expenses that do not relate to the management of specific properties, such as pre-opening expense, development expense and corporate expense, from their adjusted property EBITDA

calculations.

Not all companies calculate adjusted property EBITDA in the same manner.

As a result, our presentation of consolidated adjusted property EBITDA may not be directly comparable to similarly titled measures presented by other companies.

Nine Months Ended September 30,

(In millions)

Consolidated adjusted property EBITDA $ 3,818 $ 3,271

Other Operating Costs and Expenses

Stock-based compensation (a)

Corporate (220) (215)

Pre-opening (20) (10)

Development (210) (169)

Depreciation and amortization (1,101) (960)

Amortization of leasehold interests in land (56) (45)

Loss on disposal or impairment of assets (83) (41)

Operating income

Other Non-Operating Costs and Expenses

Interest income 123 218

Interest expense, net of amounts capitalized (555) (547)

Other income (expense)

Loss on modification or early retirement of debt (5) —

Income tax expense (244) (139)

$ 1,418 $ 1,360

____________________

(a) During 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.

Adjusted property EBITDA at our Macao operations decreased $54 million compared to the nine months ended September 30, 2024, primarily due to increased expenses driven by increased competition for gross gaming revenues in Macao.

Adjusted property EBITDA at Marina Bay Sands increased $601 million compared to the nine months ended September 30, 2024.

The increase was primarily due to increased casino and room operations driven by the introduction of new and elevated suites and rooms and other amenities at Marina Bay Sands.

Interest Expense

The following table summarizes information related to interest expense:

Nine Months Ended September 30,

(Dollars in millions)

Interest cost

Less — capitalized interest

Interest expense, net

Weighted average total debt balance

$ 15,225 $ 14,219

Weighted average interest rate

Interest cost was primarily impacted by an increase in the weighted average total debt balance from $14.22 billion to $15.23 billion, partially offset by a decrease in the weighted average interest rate from 5.0% to 4.7%.

Additional Gaming Area.

Other Factors Affecting Earnings

Interest income was $123 million for the nine months ended September 30, 2025, compared to $218 million for the nine months ended September 30, 2024, a decrease of $95 million, which was primarily attributable to a decrease in cash available to invest due to share repurchases, dividend payments and development-related spend in the last twelve months.

Other expense was $12 million for the nine months ended September 30, 2025, compared to other income of $16 million for the nine months ended September 30, 2024.

Other expense during the nine months ended September 30, 2025, was primarily attributable to foreign currency transaction losses related to the early redemption of the remaining outstanding balance of the 5.125% SCL Senior Notes due August 2025 of $1.63 billion and a debt investment impairment loss.

This was partially offset by foreign currency remeasurement gains on U.S.

dollar denominated debt held by SCL.

Our income tax expense was $244 million on income before income taxes of $1.66 billion for the nine months ended September 30, 2025, resulting in a 14.7% effective income tax rate.

This compares to a 9.3% effective income tax rate for the nine months ended September 30, 2024.

The income tax expense for the nine months ended September 30, 2025, reflects a 17% statutory tax rate on our Singapore operations, a 21% corporate income tax on our domestic operations, and a zero percent rate on our Macao gaming operations due to our income tax exemption in Macao.

The income tax expense for the nine months ended September 30, 2024, reflects an income tax benefit of $57 million related to the reversal of the anticipated Macao shareholder dividend tax previously recorded, due to the shareholder dividend tax agreement entered into with the Macao government in February 2024 and covering the years from 2023 through 2025.

On July 4, 2025, the U.S.

enacted tax legislation referred to as the OBBB.

The OBBB includes significant changes to U.S.

income tax laws, including tax cut extensions and modifications to the international tax framework, with certain provisions effective in 2025 and others effective in 2026 and later years.

The financial impact of the enactment is included in the Company’s operating results for the nine months ended September 30, 2025.

The OBBB is not expected to have a material impact on the Company’s 2025 effective tax rate.

The net income attributable to noncontrolling interests was $186 million for the nine months ended September 30, 2025, compared to $238 million for the nine months ended September 30, 2024.

The net income attributable to noncontrolling interests was $74 million for the three months ended March 31, 2026, compared to $56 million for the three months ended March 31, 2025.

These amounts were related to the noncontrolling interest of SCL.

The increase of $18 million was primarily due to an increase in the net income of SCL for the three months ended March 31, 2026, partially offset by the purchase of additional SCL shares by us during 2025, which resulted in our ownership of SCL having increased from 72.29% as of March 31, 2025 to 74.80% as of March 31, 2026.

Additional Information Regarding our Retail Mall Operations

We own and operate retail malls at our Integrated Resorts at The Venetian Macao, The Plaza Macao and Four Seasons Macao, The Londoner Macao, The Parisian Macao and Marina Bay Sands.

Management believes being in the retail mall business and, specifically, owning some of the largest retail properties in Asia provides meaningful value for us, particularly as the retail market in Asia continues to grow.

Our malls are designed to complement our other unique amenities and service offerings provided by our Integrated Resorts.

Our strategy is to seek out desirable tenants that appeal to our patrons and provide a wide variety of shopping options.

We generate our mall revenues primarily from leases with tenants through minimum base rents, overage rents and reimbursements for common area maintenance and other expenditures.

The following tables summarize the results of our mall operations on the Cotai Strip and at Marina Bay Sands for the three and nine months ended September 30, 2025 and 2024:

Venetian Shoppes at

Seasons Shoppes at

Londoner Shoppes at

Parisian The Shoppes at Marina

(In millions)

For the three months ended September 30, 2025

Mall revenues:

Minimum rents (1)

$ 49 $ 29 $ 14 $ 2 $ 50

Overage rents 7 7 4 — 11

CAM, levies and direct recoveries 8 2 5 3 8

Total mall revenues 64 38 23 5 69

Mall operating expenses:

Common area maintenance 4 1 3 2 7

Marketing and other direct operating expenses 4 2 1 — 1

Mall operating expenses

Property taxes (2)

Mall-related expenses (3)

$ 8 $ 3 $ 4 $ 2 $ 9

For the three months ended September 30, 2024

Mall revenues:

Minimum rents (1)

$ 47 $ 32 $ 11 $ 3 $ 44

Overage rents 4 6 4 1 11

CAM, levies and direct recoveries 8 2 5 2 8

Total mall revenues 59 40 20 6 63

Mall operating expenses:

Common area maintenance 4 1 3 1 5

Marketing and other direct operating expenses 3 3 1 1 2

Mall operating expenses

Property taxes (2)

Mall-related expenses (3)

$ 7 $ 4 $ 4 $ 2 $ 8

We generate our mall revenues primarily from leases with tenants through minimum base rents, overage rents and reimbursements for CAM and other expenditures.

The following table summarizes the results of our mall operations on the Cotai Strip and at Marina Bay Sands for the three months ended March 31, 2026 and 2025:

Venetian Shoppes at

3 unchanged sentences

(In millions)

For the nine months ended September 30, 2025

For the three months ended March 31, 2026

Mall revenues:

8 unchanged sentences

Mall operating expenses

21 10 11 6 21

Property taxes (2)

1 unchanged sentence

$ 9 $ 4 $ 3 $ 2 $ 8

For the nine months ended September 30, 2024

For the three months ended March 31, 2025

Mall revenues:

20 unchanged sentences

Because NOI excludes general and administrative expenses, interest expense, impairment losses, depreciation and amortization, gains and losses from property dispositions, allocations to noncontrolling interests and provision for income taxes, it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating commercial real estate properties and the impact on operations from trends in occupancy rates, rental rates and operating costs.

In the tables above, we believe taking total mall revenues less mall-related expenses provides an operating performance measure for our malls.

In the table above, we believe taking total mall revenues less mall-related expenses provides an operating performance measure for our malls.

Other mall operating companies may use different methodologies for deriving mall-related expenses.

2 unchanged sentences

We regularly evaluate opportunities to improve our product offerings, such as refreshing our meeting and convention facilities, suites and rooms, retail malls, restaurant and nightlife mix and our gaming areas, as well as other anticipated revenue-generating additions to our Integrated Resorts.

As part of the gaming concession entered into by VML and the Macao government (the “Concession”), 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.

As part of the gaming concession entered into by VML and the Macao government (the “Concession”), VML has committed to invest, or cause to be invested, at least 35.84 billion patacas (approximately $4.44 billion at exchange rates in effect on March 31, 2026).

Of this total, 33.39 billion patacas (approximately $4.14 billion at exchange rates in effect on March 31, 2026) must be invested in non-gaming projects.

These investments must be accomplished by December 2032.

Pursuant to the Concession, we have spent approximately $168 million on these projects for the year ended December 31, 2023.

This amount was reviewed and confirmed as qualified spend under the Concession by the Macao government following an audit conducted in July 2024, with results issued in November 2024.

For the years ended December 31, 2024 and 2023, we spent a total of approximately 5.80 billion patacas (approximately $718 million at exchange rates in effect on March 31, 2026 ) on these projects.

The annual amounts were reviewed and confirmed as qualified spend under the Concession by the Macao government following audits conducted in May 2025 and July 2024, with results issued in November 2025 and 2024, respectively.

The Macao government conducts an annual audit to confirm qualified concession investments for the prior year.

As of the date of this filing, the audit process for the Company’s investments spent during the year ended December 31, 2024, has commenced.

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 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 were substantially completed during the first quarter of 2025.

In April 2019, our wholly owned subsidiary, Marina Bay Sands Pte.

For the year ended December 31, 2025, we spent approximately 2.52 billion patacas (approximately $313 million at exchange rates in effect on March 31, 2026);

however, as of the date of this filing, the audit process for the 2025 investments is in progress and the ultimate amount confirmed as qualified spend under the Concession may differ from the amount reported above based on the results of the audit.

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

(“MBS”) and the STB entered into a development agreement (the “Second Development Agreement”) pursuant to which MBS has agreed to construct a development (the “MBS Expansion Project”) on a land parcel adjacent to Marina Bay Sands.

The MBS Expansion Project will include a hotel tower with luxury rooms and suites, a rooftop attraction, premium gaming areas, convention and meeting facilities and a state-of-the-art live entertainment arena with approximately 15,000 seats.

On January 8, 2025, MBS entered into a second supplemental agreement to the Second Development Agreement with the Singapore government (the “Second Supplemental Agreement”) whereby MBS committed to assume liability for the cost of the land premium associated with the additional 2,000 square meters of gaming area and 10,000 square meters of ancillary area in support of the gaming area (collectively, the “Additional Gaming Area”) as well as other adjustments to the land premiums resulting from the consequential changes to the allocations of gross floor area for the MBS Expansion Project since the first payment made in 2019 (the “Additional Land Premium”).

These allocations prescribe and limit the use of the gross floor area for hotel, gaming, retail, food and beverage, MICE and arena at the MBS Expansion Project site.

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

Our 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.

Our 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.

We have 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 SGD 1.13 billion (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 was 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, we have 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, we 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.

We purchased the Nassau Coliseum with the intent to obtain a casino license from the State of New York to develop and operate an Integrated Resort.

On April 23, 2025, we announced our decision to cease pursuit of a casino license from the state of New York in light of concerns regarding a lower anticipated return on investment due to various factors, including the impact of the potential legalization of online gaming on the New York market.

We continue to consider potential acquirors and other development opportunities for the Nassau Coliseum site.

There is no assurance we will be able to accomplish a sale or other development opportunity or to resolve certain matters associated with the right to lease the underlying land from Nassau County.

In January 2025, MBS entered into a second supplemental agreement to the Second Development Agreement with the Singapore government (the “Second Supplemental Agreement”) whereby MBS committed to assume liability for the cost of the land premium associated with (i) the additional 2,000 square meters of gaming area and 10,000 square meters of ancillary area in support of the gaming area (collectively, the “Additional Gaming Area”) and (ii) other adjustments to the land premiums resulting from the consequential changes to the allocations of gross floor area for the MBS Expansion Project since the first payment made in 2019 (the “Additional Gross Floor Area,” and collectively with the Additional Gaming Area, the “Additional Land Premium”).

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

Construction works for the project commenced in May 2025.

While our 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.

Our estimated total project cost is approximately $8.0 billion, inclusive of financing fees and interest, and land premiums.

We have incurred approximately $2.8 billion as of March 31, 2026, inclusive of the payment made in 2019 for the lease of the parcels of land underlying the MBS development project site and the payments of 1.13 billion Singapore dollars (“SGD”) (made in April 2025) and SGD 173 million (made in March 2026) (approximately $848 million and $137 million, respectively, at exchange rates in effect at the time of the payment) for the Additional Gaming Area and Additional Gross Floor Area, respectively.

We continue to evaluate additional development projects in each of our markets and pursue new development opportunities globally.

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Our cash flows consisted of the following:

Nine Months Ended September 30,

Three Months Ended March 31,

(In millions)

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Capital expenditures (194) (379)

Proceeds from disposal of property and equipment 7 1

Acquisition of intangible assets and other — (75)

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Repurchase of common stock (753) (416)

Dividends paid and noncontrolling interest payments (664) (445)

Dividends paid

Proceeds from debt

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Payments of financing costs — (164)

Settled contracts for purchase of noncontrolling interest (416) —

Unsettled contracts for purchase of noncontrolling interest (59) (103)

Other (29) (78)

Net cash used in financing activities $ (1,040) $ (692)

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Operating cash flows are generally affected by changes in operating income, accounts receivable, gaming related liabilities and interest payments.

Cash flows from operating activities for the nine months ended September 30, 2025, decreased $470 million compared to the nine months ended September 30, 2024.

The decrease in cash generated from operations was primarily related to the $848 million payment for MBS’ purchase of the Additional Gaming Area and a decrease in operating income from our Macao properties, partially offset by an increase in operating income from Marina Bay Sands and an increase in cash related to changes in working capital.

Cash flows from operating activities for the three months ended March 31, 2026, increased $205 million compared to the three months ended March 31, 2025.

The increase in cash generated from operations was primarily due to our Macao and Singapore operations generating increased operating income, as well as an increase in cash related to changes in working capital, exclusive of the $137 million payment for the Additional Gross Floor Area.

Cash Flows — Investing Activities

Capital expenditures for the nine months ended September 30, 2025, totaled $894 million.

Included in this amount was $434 million for construction and development activities in Macao, which consisted of $271 million for The Londoner Macao, primarily due to the Londoner Grand, $131 million for The Venetian Macao and $32 million for the other Macao properties, $425 million for construction activities at Marina Bay Sands in Singapore, primarily due to the room renovations being completed across the property, and $35 million for corporate and other costs.

Capital expenditures for the three months ended March 31, 2026, totaled $194 million.

Included in this amount was $102 million for construction activities at Marina Bay Sands in Singapore and $89 million for construction and development activities in Macao, which consisted of $50 million for The Venetian Macao, $25 million for The Londoner Macao and $14 million for the other Macao properties, and $3 million for corporate and other costs.

Capital expenditures for the three months ended March 31, 2025, totaled $379 million.

Included in this amount was $197 million for construction and development activities in Macao, which consisted of $166 million for The Londoner Macao, primarily due to the Londoner Grand, $24 million for The Venetian Macao and $7 million for other Macao properties, and $175 million for construction activities at Marina Bay Sands in Singapore, primarily due to the room renovations being completed across the property, and $7 million for corporate and other costs.

Additionally, in March 2025, we paid approximately $75 million to the Singapore Gambling Regulatory Authority as part of the process to renew our gaming license at Marina Bay Sands, which gaming license now expires in April 2028.

Capital expenditures for the nine months ended September 30, 2024, totaled $1.02 billion.

Included in this amount was $534 million for construction and development activities in Macao, which consisted of $348 million for The Londoner Macao, $155 million for The Venetian Macao and $31 million for other Macao properties, and $454 million for construction activities at Marina Bay Sands in Singapore, primarily due to the room renovations being completed across the property.

Additionally, we funded $32 million for corporate and other costs.

Cash Flows — Financing Activities

Net cash flows used in financing activities were $1.19 billion for the nine months ended September 30, 2025.

We utilized $1.72 billion for common stock repurchases, $664 million for dividend payments, $475 million to purchase SCL shares through open market transactions and forward contracts, and $201 million for deferred offering costs for the refinancing of the 2025 LVSC Senior Notes and the 2025 Singapore Credit Facility, and the draw down on the 2024 SCL Term Loan Facility.

Additionally, there were net proceeds of debt of $1.89 billion, primarily related to proceeds received from the issuance of the 2025 LVSC Senior Notes and the 2025 Singapore Credit Facility.

Net cash flows used in financing activities were $1.04 billion for the three months ended March 31, 2026.

We utilized $753 million for common stock repurchases (inclusive of payments for excise tax), $202 million for dividend payments and net repayments of debt of $33 million.

Additionally, we paid $50 million in other financial liability payments.

Net cash flows used in financing activities were $692 million for the three months ended March 31, 2025.

We utilized $416 million for common stock repurchases, $179 million for dividend payments related to our stockholder return of capital program and $164 million for deferred offering costs for the 2025 Singapore Credit Facility.

Additionally, there were net proceeds of debt of $87 million, primarily related to proceeds received from the 2025 Singapore Credit Facility and the extinguishment of the 2012 Singapore Credit Facility.

Lastly, we paid $19 million in other financial liability payments.

Net cash flows used in financing activities were $2.18 billion for the nine months ended September 30, 2024.

We utilized $1.30 billion for common stock repurchases and $445 million for dividend payments related to our stockholder return of capital program, and funded $103 million for a forward contract to purchase common stock of SCL to increase our equity ownership in SCL and $50 million for a capped call contract to purchase common stock of LVSC.

There were net repayments of debt of $231 million primarily related to the repurchase of $175 million of SCL senior notes for $174 million.

Lastly, we paid $21 million in deferred offering costs, primarily related to the new LVSC revolving credit agreement and the issuance of new LVSC senior notes, and $28 million in other financial liability payments.

Capital Financing Overview

We fund our development projects primarily through borrowings from our debt instruments and operating cash flows.

On February 21, 2025, MBS entered into a new facility agreement, the 2025 Singapore Credit Facility, which provides for a 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”) and makes available a SGD 750 million (approximately $581 million at exchange rates in effect on September 30, 2025) revolving credit facility (the “2025 Singapore Revolving Facility”) and a 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”).

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.

MBS may draw under the 2025 Singapore Revolving Facility to refinance outstanding indebtedness, pay certain fees, expenses and accrued interest, make dividend payments and for general corporate purposes.

The proceeds from the 2025 Singapore Delayed Draw Term Loan Facility may be used to finance development and construction costs, expenses, fees and other payments related to the MBS Expansion Project.

In connection with entering into the 2025 Singapore Credit Facility, the commitments under MBS’s amended and restated credit facility agreement, the 2012 Singapore Credit Facility, were terminated.

Refer to “Part I — Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 5 — Debt” for further details.

On April 1, 2025, MBS 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.

On May 6, 2025, in an underwritten public offering, we issued, two series of senior unsecured notes in an aggregate principal amount of $1.50 billion (see “Part I — Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 5 — Debt”).

The net proceeds from the offering were used to redeem in full the outstanding principal under the $500 million 2.900% LVSC Senior Notes due June 25, 2025 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.

On June 5, 2025, we 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 in full the outstanding principal amount of $1.63 billion of the 5.125% SCL Senior Notes due August 8, 2025.

In April 2026, we paid HKD 2.40 billion (approximately $307 million at exchange rates in effect at the time of the payment) of the outstanding balance under the 2024 SCL Revolving Facility.

Our U.S., SCL and Singapore credit facilities, as amended, contain various financial covenants, which include maintaining a maximum leverage ratio, as defined per the respective facility agreements.

As of September 30, 2025, our U.S., SCL and Singapore leverage ratios, as defined per the respective credit facility agreements, were 1.39x, 3.37x and 1.51x, respectively, compared to the maximum leverage ratios allowed of 4.00x, 4.00x and 4.50x, respectively.

As of March 31, 2026, our U.S., SCL and Singapore leverage ratios, as defined per the respective credit facility agreements, were 1.90x, 3.29x and 1.30x, respectively, compared to the maximum leverage ratios allowed of 4.00x, 4.00x and 4.50x, respectively.

If we are unable to maintain compliance with the financial covenants under these credit facilities, we would be in default under the respective credit facilities.

We held unrestricted cash and cash equivalents of $3.35 billion and restricted cash of $125 million as of September 30, 2025, of which approximately $1.86 billion of the unrestricted amount is held by non-U.S.

We held unrestricted cash and cash equivalents of $3.33 billion and restricted cash of $125 million as of March 31, 2026, of which approximately $2.38 billion of the unrestricted amount is held by non-U.S.

subsidiaries.

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We do not expect withholding taxes or other foreign income taxes to apply should these earnings be distributed in the form of dividends or otherwise.

We believe we have a strong balance sheet and sufficient liquidity in place, including unrestricted cash and cash equivalents of $3.35 billion and cash flow generated from operations, as well as $4.46 billion available for borrowing under our U.S., SCL and Singapore revolving credit facilities, net of outstanding letters of credit.

We believe we have a strong balance sheet and sufficient liquidity in place, including unrestricted cash and cash equivalents of $3.33 billion as of March 31, 2026 and cash flow generated from operations, as well as $3.97 billion available for borrowing under our U.S., SCL and Singapore revolving credit facilities, net of outstanding letters of credit, as of the date of this report.

We believe we are well positioned to support our operations, maintain compliance with the financial covenants of our credit facilities and fund our working capital needs, committed and planned capital expenditures, development opportunities, debt obligations and dividend commitments, as well as meet our commitments under the Macao concession.

In the normal course of our activities, we will continue to evaluate global capital markets to consider future opportunities for enhancements of our capital structure.

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 we retained $380 million during the nine months ended September 30, 2025).

On February 19, May 14 and August 13, 2025, we paid a quarterly dividend of $0.25 per common share as part of a regular cash dividend program and, during the nine months ended September 30, 2025, recorded $526 million as a distribution against retained earnings.

In October 2025, our 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.

Our Board of Directors announced a $0.20 increase in the Company’s recurring common stock dividend for the 2026 calendar year, raising the annual dividend to $1.20 per share ($0.30 per share per quarter).

In February 2026, we paid a quarterly dividend of $0.30 per common share as part of a regular cash dividend program and, for the three months ended March 31, 2026, we recorded $201 million as a distribution against retained earnings.

In April 2026, our Board of Directors declared a quarterly dividend of $0.30 per common share (a total estimated to be approximately $199 million) to be paid on May 13, 2026, to stockholders of record on May 5, 2026.

We expect this level of dividend to continue quarterly through the remainder of 2026.

Our Board of Directors will continue to assess the level of appropriateness of any cash dividends.

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

Pursuant to the terms of the SCL Purchase Agreements, VVDI II made up-front payments totaling HKD 3.65 billion (HKD 800 million in December 2024 and HKD 2.85 billion during 2025) under the SCL Purchase Agreements (collectively, approximately $468 million at exchange rates as of the date of the transactions) to the Agents.

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

All share purchase transactions have concluded, with the last transaction having concluded on October 10, 2025.

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

Additionally, during the three months ended September 30, 2025, we purchased the 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 SCL shares purchased related to these transactions resulted in an increase of our ownership of SCL to approximately 74.49% as of September 30, 2025, and 74.76% as of October 10, 2025.

Share Repurchase Program

During the nine months ended September 30, 2025, we repurchased 39,487,824 shares of our common stock for $1.77 billion (including $1 million in commissions and $17 million in excise tax) under our share repurchase program.

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

During the three months ended March 31, 2026, we repurchased 13 million shares of our common stock for $746 million (including $6 million in excise tax) under our current program.

All share repurchases of our common stock have been recorded as treasury stock.

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

Subsequently, on October 21, 2025, our 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.

Repurchases of our common stock are made at our discretion in accordance with applicable federal securities laws in the open market or otherwise.

We have approximately $817 million remaining under our authorized share repurchase program.

Repurchases of our common stock are made at our discretion in accordance with applicable federal securities laws in the open market or otherwise, including pursuant to plans designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, privately negotiated transactions, accelerated share repurchases or block trades, subject to market conditions, applicable legal requirements and other factors.

The timing and actual number of shares to be repurchased in the future will depend on a variety of factors, including our financial position, earnings, cash flows, legal requirements, other investment opportunities and market conditions.

Aggregate Indebtedness and Other Contractual Obligations

As of September 30, 2025, there had been no material changes to our aggregated indebtedness and other contractual obligations previously reported in our Annual Report on Form 10-K for the year ended December 31, 2024, with the exception of the new 2025 Singapore Credit Facility and LVSC Senior Notes and the associated interest payments, the draw down on the 2025 Singapore Delayed Draw Term Loan Facility and the 2024 SCL Term Loan and the associated interest payments and, the extinguishment of the 2025 LVSC Senior Notes, the 2025 SCL Senior Notes and the 2012 Singapore Credit Facility.

Payments Due by Period

2026 - 2027 2028 - 2029 Thereafter Total

(In millions)

Debt Obligations

LVSC Senior Notes (2)

$ — $ — $ 1,000 $ 500 $ 1,500

2025 Singapore Credit Facility (2)

15 116 116 3,558 3,805

2024 SCL Term Loan Facility (2)

12 98 99 1,417 1,626

Fixed interest payments

52 173 88 15 328

Variable interest payments (3)

44 342 326 190 902

Total $ 123 $ 729 $ 1,629 $ 5,680 $ 8,161

_______________________

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

(2) See “Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 5 — Debt” for further details on this financing transaction.

(3) Based on the 1-month rate as of September 30, 2025, Hong Kong Interbank Offer Rate (“HIBOR) of 3.54% and Singapore Overnight Rate Average (“SORA”) of 1.20% , plus the applicable interest rate spread in accordance with the respective debt agreements.

Special Note Regarding Forward-Looking Statements

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These forward-looking statements include the discussions of our business strategies and expectations concerning future operations, margins, profitability, liquidity and capital resources.

In addition, in certain portions included in this Annual Report on Form 10-K, the words:

In addition, in certain portions included in this report, the words:

“anticipates,” “believes,” “continues,” “estimates,” “expects,” “intends,” “may,” “plans,” “positions,” “remains,” “seeks,” “will,” “would,” and similar expressions, as they relate to our Company or management, are intended to identify forward-looking statements.

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• We are subject to limitations on the transfers of cash to and from our subsidiaries, limitations of the pataca and HKD exchange markets and restrictions on the export of the Renminbi;

• VML may have financial and other obligations to foreign workers seconded to its contractors under government labor quotas;

• Our business, financial condition and results of operations and/or the value of our securities or our ability to offer or continue to offer securities to investors may be materially and adversely affected to the extent the laws and regulations of mainland China become applicable to our operations in Macao and Hong Kong or economic, political and legal developments in Macao adversely affect our Macao operations;

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• Conflicts of interest may arise because certain of our directors and officers are also directors of SCL;

• We depend on the continued services of key officers;

• We depend on the continued services of key personnel;

• We compete for limited management and labor resources in Macao and Singapore, and policies of those governments may also affect our ability to employ imported managers or labor;

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• We are subject to changes in tax laws and regulations;

• Because we own real property, we are subject to environmental regulation;

• We are subject to risks from litigation, investigations, enforcement actions and other disputes;

• We could be negatively impacted by environmental, social and governance and sustainability matters;

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It is possible the information we post regarding SCL could be deemed to be material information.

The contents of these websites are not intended to be incorporated by reference into this Quarterly Report on Form 10-Q or in any other report or document we file, and any reference to these websites are intended to be inactive textual references only.

The contents of these websites are not intended to be incorporated by reference into this Quarterly Report on Form 10-Q or in any other report or document we file with or furnish to the SEC, and any reference to these websites is intended to be inactive textual references only.

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 2. Management’s Discussion and Analysis