What changed in this filing

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Item 1. Financial Statements

2026-07-29 compared with 2026-04-29 · 167 added, 108 removed, 504 unchanged (35% of the section changed)

11 unchanged sentences

Assets held for sale

313,917 315,382

Total current assets 4,403,953 4,332,424

14 unchanged sentences

Liabilities related to assets held for sale

26,057 25,581

Total current liabilities 3,298,948 3,512,107

21 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Casino $ 2,383,185 $ 2,329,798 $ 4,762,040 $ 4,581,946

11 unchanged sentences

Property transactions, net ( 286,695 ) 125 ( 272,475 ) 15,593

Goodwill impairment 111,019 — 111,019 —

Depreciation and amortization 282,315 241,975 546,040 478,419

3,973,195 4,026,165 8,136,697 7,905,294

Income (loss) from unconsolidated affiliates 10,026 ( 12,896 )

Income from unconsolidated affiliates 25,838 25,860 35,864 12,964

Operating income 503,636 404,565 804,878 789,622

20 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Net income $ 322,789 $ 118,094 $ 497,581 $ 344,825

7 unchanged sentences

(In thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Cash flows from operating activities

7 unchanged sentences

Property transactions, net ( 272,475 ) 15,593

Goodwill impairment 111,019 —

Noncash lease expense 208,313 257,052

Other investment losses (gains) 19,475 ( 38,226 )

(Income) loss from unconsolidated affiliates ( 7,519 ) 12,634

Income from unconsolidated affiliates ( 35,882 ) ( 9,171 )

Distributions from unconsolidated affiliates 8,890 6,825

12 unchanged sentences

Investments in unconsolidated affiliates ( 137,556 ) ( 85,487 )

Proceeds from sale of operating resorts 506,659 —

Distributions from unconsolidated affiliates 4,531 1,089

2 unchanged sentences

Cash flows from financing activities

Net borrowings of debt - maturities of 90 days or less 178,393 50,374

Net borrowings (repayments) of debt - maturities of 90 days or less ( 140,788 ) 339,382

Issuance of long-term debt 750,000 —

Repayment of long-term debt ( 750,000 ) ( 500,000 )

Debt issuance costs ( 9,560 ) ( 40,839 )

Distributions to noncontrolling interest owners ( 83,035 ) ( 80,037 )

1 unchanged sentence

Other ( 54,900 ) ( 61,248 )

Net cash provided by (used in) financing activities 39,925 ( 470,219 )

Net cash used in financing activities ( 550,782 ) ( 1,059,905 )

Effect of exchange rate on cash, cash equivalents, and restricted cash ( 14,805 ) 13,867

6 unchanged sentences

Interest paid, net of amounts capitalized $ 189,787 $ 197,440

Income tax refunds received, net ( 86,837 ) ( 156 )

Income taxes paid (refunds received), net ( 69,062 ) 63,243

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

4 unchanged sentences

Total MGM Resorts International Stockholders’ Equity Noncontrolling Interests Total Stockholders’ Equity

Balances, April 1, 2026 255,847 $ 2,558 $ — $ 2,173,529 $ 257,335 $ 2,433,422 $ 878,130 $ 3,311,552

Net income — — — 292,433 — 292,433 49,880 342,313

Currency translation adjustment — — — — ( 54,826 ) ( 54,826 ) ( 77 ) ( 54,903 )

Stock-based compensation — — 14,729 — — 14,729 800 15,529

Issuance of common stock pursuant to stock-based compensation awards 40 1 ( 207 ) — — ( 206 ) — ( 206 )

Distributions to noncontrolling interest owners — — — — — — ( 77,899 ) ( 77,899 )

Repurchases of common stock ( 4,301 ) ( 43 ) ( 6,211 ) ( 157,274 ) — ( 163,528 ) — ( 163,528 )

Adjustment of redeemable noncontrolling interest to redemption value — — ( 7,656 ) 62 — ( 7,594 ) — ( 7,594 )

Other — — ( 655 ) — — ( 655 ) 3,045 2,390

Balances, June 30, 2026 251,586 $ 2,516 $ — $ 2,308,750 $ 202,509 $ 2,513,775 $ 853,879 $ 3,367,654

Balances, January 1, 2026 258,323 $ 2,583 $ — $ 2,106,836 $ 320,498 $ 2,429,917 $ 824,624 $ 3,254,541

7 unchanged sentences

Other — — ( 655 ) 1 — ( 654 ) 14,413 13,759

Balances, March 31, 2026 255,847 $ 2,558 $ — $ 2,173,529 $ 257,335 $ 2,433,422 $ 878,130 $ 3,311,552

Balances, June 30, 2026 251,586 $ 2,516 $ — $ 2,308,750 $ 202,509 $ 2,513,775 $ 853,879 $ 3,367,654

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

2 unchanged sentences

(In thousands)

Shares Par Value Capital in Excess of Par Value Retained Earnings Accumulated Other Comprehensive Income (Loss)

Total MGM Resorts International Stockholders’ Equity Noncontrolling Interests Total Stockholders’ Equity

Shares Par Value Capital in Excess of Par Value Retained Earnings Accumulated Other Comprehensive Income Total MGM Resorts International Stockholders’ Equity Noncontrolling Interests Total Stockholders’ Equity

Balances, April 1, 2025 279,651 $ 2,797 $ — $ 2,762,722 $ 88,025 $ 2,853,544 $ 732,792 $ 3,586,336

Net income — — — 48,951 — 48,951 69,471 118,422

Currency translation adjustment — — — — 273,494 273,494 ( 6,670 ) 266,824

Stock-based compensation — — 15,364 — — 15,364 778 16,142

Issuance of common stock pursuant to stock-based compensation awards 43 — ( 94 ) — — ( 94 ) — ( 94 )

Distributions to noncontrolling interest owners — — — — — — ( 63,645 ) ( 63,645 )

Repurchases of common stock ( 7,512 ) ( 75 ) ( 14,622 ) ( 202,175 ) — ( 216,872 ) — ( 216,872 )

Adjustment of redeemable noncontrolling interest to redemption value — — — 31 — 31 — 31

Other — — ( 648 ) — — ( 648 ) 4,691 4,043

Balances, June 30, 2025 272,182 $ 2,722 $ — $ 2,609,529 $ 361,519 $ 2,973,770 $ 737,417 $ 3,711,187

Balances, January 1, 2025 294,374 $ 2,944 $ — $ 3,081,753 $ ( 61,216 ) $ 3,023,481 $ 661,670 $ 3,685,151

7 unchanged sentences

Other — — ( 1,527 ) — — ( 1,527 ) 8,987 7,460

Balances, March 31, 2025 279,651 $ 2,797 $ — $ 2,762,722 $ 88,025 $ 2,853,544 $ 732,792 $ 3,586,336

Balances, June 30, 2025 272,182 $ 2,722 $ — $ 2,609,529 $ 361,519 $ 2,973,770 $ 737,417 $ 3,711,187

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

4 unchanged sentences

MGM Resorts International, a Delaware corporation, (together with its consolidated subsidiaries, unless otherwise indicated or unless the context requires otherwise, the “Company”) is a global gaming and entertainment company with domestic and international locations featuring hotels and casinos, convention, dining, and retail offerings, and sports betting and online gaming operations.

As of March 31, 2026, the Company’s domestic casino resorts include the following integrated casino, hotel and entertainment resorts in Las Vegas, Nevada:

As of June 30, 2026, the Company’s domestic casino resorts include the following integrated casino, hotel and entertainment resorts in Las Vegas, Nevada:

Aria (including Vdara), Bellagio, The Cosmopolitan of Las Vegas ( “ The Cosmopolitan”), MGM Grand Las Vegas (including The Signature), Mandalay Bay (including W Las Vegas and Four Seasons), Luxor, New York-New York, Park MGM (including The Reserve at Park MGM), and Excalibur.

The Company also operates MGM Grand Detroit in Detroit, Michigan, MGM National Harbor in Prince George’s County, Maryland, MGM Springfield in Springfield, Massachusetts, Borgata in Atlantic City, New Jersey, Empire City in Yonkers, New York, MGM Northfield Park in Northfield Park, Ohio (until its disposition in April 2026, refer to Note 4), and Beau Rivage in Biloxi, Mississippi.

Additionally, the Company operates The Park, a dining and entertainment district located between New York-New York and Park MGM.

The Company leases the real estate assets of its domestic properties pursuant to triple net lease agreements.

As of March 31, 2026 the Company has an approximate 56 % controlling interest in MGM China Holdings Limited (together with its subsidiaries, “MGM China”), which owns MGM Grand Paradise, S.A.

As of June 30, 2026, the Company has an approximate 56 % controlling interest in MGM China Holdings Limited (together with its subsidiaries, “MGM China”), which owns MGM Grand Paradise, S.A.

(“MGM Grand Paradise”).

2 unchanged sentences

Additionally, the Company has a 50 % ownership interest in BetMGM, LLC (“BetMGM North America Venture”), an unconsolidated affiliate, which provides online sports betting and gaming in certain jurisdictions in North America.

As of March 31, 2026, the Company also has a 50 % ownership interest in MGM Osaka Corporation (“MGM Osaka”), an unconsolidated affiliate, which is developing an integrated resort in Osaka, Japan.

In April 2026, the Company’s ownership interest in MGM Osaka decreased from 50 % to approximately 39 %, reflecting investment into the venture by other shareholders.

As of June 30, 2026, the Company also has a 39 % ownership interest in MGM Osaka Corporation (“MGM Osaka”), an unconsolidated affiliate, which is developing an integrated resort in Osaka, Japan.

In April 2026, the Company’s ownership interest in MGM Osaka decreased from 50 % to approximately 39 % due to equity funding by other shareholders, and in July 2026, the Company’s ownership interest in MGM Osaka increased to approximately 40 % due to equity funding by the Company;

refer to Note 8.

Reportable segments.

31 unchanged sentences

• Level 2 inputs for its long-term debt fair value disclosures.

• Level 3 inputs when measuring the fair value of reporting units using a discounted cash flow model;

• Level 2 inputs for its derivatives;

2 unchanged sentences

Fair value is measured based upon trading prices on the applicable securities exchange for equity investments accounted for under ASC 321 that have a readily determinable fair value.

The fair value of these investments was $ 342 million and $ 355 million as of March 31, 2026 and December 31, 2025, respectively, and is reflected within “Other long-term assets, net” on the consolidated balance sheets.

The fair value of these investments was $ 333 million and $ 355 million as of June 30, 2026 and December 31, 2025, respectively, and is reflected within “Other long-term assets, net” on the consolidated balance sheets.

Gains and losses are recorded in “Other, net” in the statements of operations.

For the three months ended March 31, 2026 the Company recorded a net loss on its equity investments of $ 13 million.

For the three months ended March 31, 2025, the Company recorded a net gain on its equity investments of $ 32 million.

For the three and six months ended June 30, 2026 the Company recorded a net loss on its equity investments of $ 9 million and $ 22 million, respectively.

For the three and six months ended June 30, 2025, the Company recorded a net gain on its equity investments of less than $ 1 million and $ 32 million, respectively.

The Company uses derivatives that are not designated for hedge accounting.

1 unchanged sentence

The balance sheet classification of the derivatives in a current liability position are within “Other accrued liabilities,” a long-term liability position are within “Other long-term obligations,” a current asset position are within “Prepaid expenses and other,” and a long-term asset position are within “Other long-term assets, net.”

As of March 31, 2026, the Company has forward currency exchange contracts to manage its exposure to changes in foreign currency exchange rates.

As of March 31, 2026, the fair value of derivatives classified as assets were $ 2 million with $ 1 million in each of current assets and long-term assets and those classified as liabilities were $ 25 million in current liabilities.

As of June 30, 2026, the Company has forward currency exchange contracts to manage its exposure to changes in foreign currency exchange rates.

As of June 30, 2026, the fair value of derivatives classified as assets were $ 1 million in current assets and those classified as liabilities were $ 52 million with $ 40 million in current liabilities and $ 12 million in long-term liabilities.

As of December 31, 2025, the fair value of derivatives classified as liabilities were $ 88 million, with $ 69 million in current liabilities and $ 19 million in long-term liabilities.

For the three months ended March 31, 2026, the Company recorded a net loss on its derivatives of $ 19 million.

For the three months ended March 31, 2025, the Company recorded a net gain on its derivatives of $ 40 million.

For the three and six months ended June 30, 2026, the Company recorded a net loss on its derivatives of $ 27 million and $ 46 million, respectively.

For the three and six months ended June 30, 2025, the Company recorded a net gain on its derivatives of $ 34 million and $ 75 million, respectively.

Debt investments.

3 unchanged sentences

The following table presents information regarding the Company’s debt investments:

Fair value level March 31, 2026 December 31, 2025

Fair value level June 30, 2026 December 31, 2025

(In thousands)

17 unchanged sentences

Restricted cash.

MGM China’s pledged cash of $ 87 million for each of March 31, 2026 and December 31, 2025 , securing the bank guarantees discussed in Note 8 is restricted in use and classified within “Other long-term assets, net.” Such amounts plus “Cash and cash equivalents” on the consolidated balance sheets equal “Cash, cash equivalents, and restricted cash” on the consolidated statements of cash flows as of March 31, 2026 and December 31, 2025 .

MGM China’s pledged cash of $ 87 million for each of June 30, 2026 and December 31, 2025 , securing the bank guarantees discussed in Note 8 is restricted in use and classified within “Other long-term assets, net.” Such amounts plus “Cash and cash equivalents” on the consolidated balance sheets equal “Cash, cash equivalents, and restricted cash” on the consolidated statements of cash flows as of June 30, 2026 and December 31, 2025 .

Accounts receivable.

As of March 31, 2026 and December 31, 2025, the loss reserve on accounts receivable was $ 147 million and $ 139 million, respectively.

As of June 30, 2026 and December 31, 2025, the loss reserve on accounts receivable was $ 167 million and $ 139 million, respectively.

During the three and six months ended June 30, 2026, the Company recorded a goodwill impairment charge of $ 111 million relating to a reporting unit within the MGM Digital reportable segment.

Accounts payable.

As of March 31, 2026 and December 31, 2025, the Company had accrued $ 80 million and $ 83 million, respectively, for purchases of property and equipment within “Accounts and construction payable” on the consolidated balance sheets.

As of June 30, 2026 and December 31, 2025, the Company had accrued $ 75 million and $ 83 million, respectively, for purchases of property and equipment within “Accounts and construction payable” on the consolidated balance sheets.

Revenue recognition.

9 unchanged sentences

Balance at January 1 $ 204,020 $ 215,710 $ 216,579 $ 215,005 $ 860,126 $ 825,236

Balance at March 31 178,828 177,017 205,314 205,276 838,793 813,917

Decrease $ ( 25,192 ) $ ( 38,693 ) $ ( 11,265 ) $ ( 9,729 ) $ ( 21,333 ) $ ( 11,319 )

The January 1, 2026 and March 31, 2026 balances exclude liabilities related to assets held for sale.

Balance at June 30 172,661 222,259 211,836 213,502 836,017 764,446

Increase (decrease) $ ( 31,359 ) $ 6,549 $ ( 4,743 ) $ ( 1,503 ) $ ( 24,109 ) $ ( 60,790 )

The January 1, 2026 balances exclude liabilities related to assets held for sale.

Revenue by source.

The Company presents the revenue earned disaggregated by the type or nature of the good or service (casino, room, food and beverage, and entertainment, retail and other) within Note 11.

The Company presents the revenue earned disaggregated by the type or nature of the good or

service (casino, room, food and beverage, and entertainment, retail and other) within Note 11.

Refer to Note 7 for information regarding leases under which the Company is a lessee.

The Company is a

lessor under certain other lease arrangements.

Lease revenues earned by the Company from third parties are classified within the line item corresponding to the type or nature of the tenant’s good or service .

For the three months ended March 31, 2026, lease revenues from third-party tenants include $ 15 million recorded within food and beverage revenue and $ 29 million recorded within entertainment, retail, and other revenue.

For the three months ended March 31, 2025, lease revenues from third-party tenants include $ 18 million recorded within food and beverage revenue and $ 28 million recorded within entertainment, retail, and other revenue.

Lease revenues from the rental of hotel rooms are recorded as rooms revenues within the consolidated statements of operations.

The Company is a lessor under certain other lease arrangements.

Lease revenue earned by the Company from third parties is classified within the line item corresponding to the type or nature of the tenant’s good or service .

For the three and six months ended June 30, 2026, lease revenue from third-party tenants include $ 18 million and $ 34 million recorded within food and beverage revenue and $ 30 million and $ 58 million recorded within entertainment, retail, and other revenue.

For the three and six months ended June 30, 2025, lease revenue from third-party tenants include $ 19 million and $ 36 million recorded within food and beverage revenue, respectively and $ 29 million and $ 57 million recorded within entertainment, retail, and other revenue for the same such periods, respectively.

Lease revenue from the rental of hotel rooms are recorded as rooms revenue within the consolidated statements of operations.

Currency translation.

For the three and six months ended June 30, 2026, the Company recorded foreign currency transaction gain of $ 30 million and $ 55 million, respectively.

For the three and six months ended June 30, 2025, the Company recorded foreign currency transaction loss of $ 208 million and $ 308 million, respectively.

NOTE 3 — INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES

Investments in and advances to unconsolidated affiliates were $ 660 million and $ 536 million as of March 31, 2026 and December 31, 2025, respectively.

The Company’s share of losses of BetMGM North America Venture in excess of its equity method investment balance is $ 153 million and $ 160 million as of March 31, 2026 and December 31, 2025, respectively, which is recorded within “Other accrued liabilities” on the consolidated balance sheets.

The Company recorded its share of income (loss) from unconsolidated affiliates as follows:

Investments in and advances to unconsolidated affiliates were $ 638 million and $ 536 million as of June 30, 2026 and December 31, 2025, respectively.

The Company’s share of losses of BetMGM North America Venture in excess of its equity method investment balance is $ 131 million and $ 160 million as of June 30, 2026 and December 31, 2025, respectively, which is recorded within “Other accrued liabilities” on the consolidated balance sheets.

The Company recorded its share of income from unconsolidated affiliates as follows:

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

(In thousands)

Income (loss) from unconsolidated affiliates $ 10,026 $ ( 12,896 )

Income from unconsolidated affiliates $ 25,838 $ 25,860 $ 35,864 $ 12,964

Non-operating items from unconsolidated affiliates 2,525 ( 4,055 ) 18 ( 3,793 )

$ 28,363 $ 21,805 $ 35,882 $ 9,171

The following table summarizes the Company’s share of operating income (loss) from unconsolidated affiliates:

The following table summarizes the Company’s share of operating income from unconsolidated affiliates:

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

(In thousands)

6 unchanged sentences

In April 2026, the Company completed the sale of the operations of MGM Northfield Park to private equity funds managed by Clairvest Group Inc.

for cash considerations of $ 546 million, subject to certain purchase price adjustments.

for cash consideration of $ 546 million, or $ 541 million, net of purchase price adjustments and transaction costs.

At closing, the master lease between the Company and VICI Properties, Inc.

(“VICI”) was amended to remove MGM Northfield Park and to reflect a $ 53 million reduction in annual cash rent.

The major classes of assets and liabilities classified as held for sale are as follows:

2026 December 31,

The Company recognized a $ 255 million gain recorded within “Property transactions, net” which reflects the net cash consideration, above, less the net carrying value of the assets and liabilities derecognized of $ 286 million.

The transaction did not meet the criteria for presentation as a discontinued operation.

The major classes of assets and liabilities derecognized are as follows:

(In thousands)

7 unchanged sentences

Other long-term assets, net 328

Assets held for sale $ 313,917 $ 315,382

Total assets $ 308,957

Accounts payable $ 4,540

1 unchanged sentence

Other long-term obligations 210

Liabilities related to assets held for sale $ 26,057 $ 25,581

Total liabilities $ 22,542

NOTE 5 — LONG-TERM DEBT

3 unchanged sentences

Senior secured yen credit facility $ 333,360 $ 346,528

$ 341,766 $ 346,528

MGM China revolving credit facility 344,274 488,247

663,341 488,247

5.875 % MGM China senior notes, due 2026

750,000 750,000

4.625 % senior notes, due 2026

12 unchanged sentences

750,000 750,000

6.25 % MGM China senior notes, due 2033

7 % debentures, due 2036

2 unchanged sentences

$ 6,068,442 $ 6,230,141

$ 6,403,265 $ 6,230,141

Debt due within one year of the applicable balance sheet date were classified as long-term as the Company had both the intent and ability to refinance the debt on a long-term basis.

Senior secured credit facility.

At March 31, 2026, the Company’s senior secured credit facility consisted of a $ 2.3 billion revolving credit facility, of which no amounts were drawn.

The Company’s senior secured credit facility contains customary representations and warranties, events of default and positive and negative covenants.

The Company was in compliance with its credit facility covenants at March 31, 2026.

At June 30, 2026, the Company’s senior secured credit facility consisted of a $ 2.3 billion revolving credit facility, of which no amounts were drawn.

The Company’s senior secured credit facility contains customary representations and warranties, events of default and positive, negative, and financial covenants.

The Company was in compliance with its credit facility covenants at June 30, 2026.

Senior secured yen credit facility.

At March 31, 2026 the Company’s senior secured yen credit facility consisted of a JPY 54.2 billion term loan A facility with an option to increase the amount of the credit facility up to JPY 67.8 billion.

At March 31, 2026, the interest rate was 2.74 %.

The Company’s senior secured yen credit facility also contains customary representations and warranties, events of default, and positive and negative covenants.

The Company was in compliance with its credit facility covenants at March 31, 2026.

At June 30, 2026 the Company’s senior secured yen credit facility consisted of a JPY 54.2 billion term loan A facility with an option to increase the amount of the credit facility up to JPY 67.8 billion.

At June 30, 2026, the interest rate was 3.17 %.

The Company’s senior secured yen credit facility also contains customary representations and warranties, events of default, and positive, negative, and financial covenants.

The Company was in compliance with its credit facility covenants at June 30, 2026.

MGM China revolving credit facility.

At March 31, 2026, the MGM China revolving credit facility consisted of a HK$ 23.4 billion (approximately $ 3.0 billion) senior unsecured revolving credit facility.

At March 31, 2026, the weighted average interest rate was 4.16 %.

The MGM China revolving credit facility contains customary representations and warranties, events of default, and positive, negative and financial covenants, including that MGM China maintains compliance with a maximum leverage ratio and a minimum interest coverage ratio.

MGM China was in compliance with its credit facility covenants at March 31, 2026.

At June 30, 2026, the MGM China revolving credit facility consisted of a HK$ 23.4 billion (approximately $ 3.0 billion) senior unsecured revolving credit facility.

At June 30, 2026, the weighted average interest rate was 4.85 %.

The MGM China revolving credit facility contains customary representations and warranties, events of default, and positive, negative, and financial covenants.

MGM China was in compliance with its credit facility covenants at June 30, 2026.

MGM China senior notes.

In May 2026, MGM China repaid its $ 750 million in aggregate principal amount of 5.875 % notes due 2026 at maturity.

In May 2026, MGM China issued $ 750 million in aggregate principal amount of 6.25 % notes due 2033.

In June 2025, MGM China repaid its $ 500 million in aggregate principal amount of 5.25 % notes due 2025 at maturity.

Fair value of long-term debt.

The estimated fair value of the Company’s long-term debt was $ 6.4 billion and $ 6.3 billion at March 31, 2026 and December 31, 2025, respectively.

The estimated fair value of the Company’s long-term debt was $ 6.1 billion and $ 6.3 billion at June 30, 2026 and December 31, 2025, respectively.

NOTE 6 — INCOME TAXES

1 unchanged sentence

The income tax effects of unusual or infrequently occurring items, including changes in judgment about valuation allowances and effects of changes in tax laws or rates, are reported in the interim period in which they occur.

The Company’s effective income tax rate was a provision of 13.6 % and 15.0 % on income before income taxes for the three months ended March 31, 2026 and March 31, 2025, respectively.

The Company’s effective income tax rate was a provision of 21.9 % and 19.2 % on income before income taxes for the three and six months ended June 30, 2026, respectively, and 11.7 % and 13.9 % for the three and six months ended June 30, 2025, respectively.

NOTE 7 — LEASES

The Company leases real estate, land underlying certain of its properties, and various equipment under operating and, to a lesser extent, finance lease arrangements.

The VICI lease.

As of June 30, 2026, the Company leases the real estate assets of Luxor, New York-New York, Park MGM, Excalibur, The Park, MGM Grand Detroit, Beau Rivage, Borgata, Empire City, MGM National Harbor and MGM Springfield from VICI.

The VICI lease commenced April 29, 2022 and has an initial term of 25 years, with three 10-year renewal periods, exercisable at the Company’s option, with a fixed 2 % rent escalator for the first 10 years, and thereafter, an escalator equal to the greater of 2 % and the CPI increase during the prior year subject to a cap of 3 %.

Additionally, the VICI lease provides VICI with a right of first offer with respect to any further gaming development by the Company on the undeveloped land adjacent to Empire City, which VICI may exercise should the Company elect to sell the property.

In April 2026, in connection with the sale of the operations of MGM Northfield Park, the VICI lease was amended and restated to remove MGM Northfield Park and to reflect a $ 53 million reduction in annual cash rent, thereby reducing the annual cash rent payments to $ 722 million.

The partial termination resulted in the reassessment of the lease classification and remeasurement of the VICI lease, with the lease continuing to be accounted for as an operating lease and a decrease in operating lease ROU asset, net of $ 1.1 billion and operating lease liabilities of $ 1.2 billion, with $ 51 million recorded as a gain on partial termination within “Property transactions, net.” Annual cash rent payments for the lease year that commenced on May 1, 2026 increased to $ 736 million as a result of the 2 % fixed annual escalator.

Other information.

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

(In thousands)

5 unchanged sentences

Total finance lease costs $ 21,793 $ 22,099 $ 44,297 $ 44,588

(1) Operating lease cost includes $ 83 million for each of the three months ended March 31, 2026 and 2025 related to the Bellagio lease, which is held with a related party.

(1) Operating lease cost includes $ 83 million for each of the three months ended June 30, 2026 and 2025 and $ 166 million for each of the six months ended June 30, 2026 and 2025 related to the Bellagio lease, which is held with a related party.

2026 December 31,

22 unchanged sentences

Finance leases 6 6

(1) As of March 31, 2026 and December 31, 2025, operating lease right-of-use assets (“ROU”), net included $ 3.3 billion related to the Bellagio lease.

(2) As of March 31, 2026 and December 31, 2025, operating lease liabilities – long-term included $ 3.8 billion related to the Bellagio lease.

As of March 31, 2026 and December 31, 2025, operating lease liabilities – current included $ 11 million and $ 9 million related to the Bellagio lease, respectively.

Three Months Ended

(1) As of June 30, 2026 and December 31, 2025, operating lease right-of-use assets (“ROU”), net included $ 3.3 billion related to the Bellagio lease.

(2) As of June 30, 2026 and December 31, 2025, operating lease liabilities – long-term included $ 3.8 billion related to the Bellagio lease.

As of June 30, 2026 and December 31, 2025, operating lease liabilities – current included $ 12 million and $ 9 million related to the Bellagio lease, respectively.

Six Months Ended

Cash paid for amounts included in the measurement of lease liabilities (In thousands)

10 unchanged sentences

Year ending December 31, (In thousands)

2026 (excluding the three months ended March 31, 2026) $ 1,413,231 $ 69,634

2026 (excluding the six months ended June 30, 2026) $ 916,232 $ 42,751

2027 1,858,458 80,180

13 unchanged sentences

MGM China bank guarantees.

In connection with the issuance of the gaming concession in January 2023, bank guarantees were provided to the government of Macau in the amount of MOP 1 billion (approximately $ 124 million as of March 31, 2026 ) to warrant the fulfillment of labor liabilities and of damages or losses that may result if there is noncompliance with the concession.

In connection with the issuance of the gaming concession in January 2023, bank guarantees were provided to the government of Macau in the amount of MOP 1 billion (approximately $ 124 million as of June 30, 2026 ) to warrant the fulfillment of labor liabilities and of damages or losses that may result if there is noncompliance with the concession.

The guarantees expire 180 days after the end of the concession term.

As of March 31, 2026 , MOP 700 million of the bank guarantees (approximately $ 87 million as of March 31, 2026 ) were secured by pledged cash.

As of June 30, 2026 , MOP 700 million of the bank guarantees (approximately $ 87 million as of June 30, 2026 ) were secured by pledged cash.

Bellagio REIT shortfall guarantee.

4 unchanged sentences

MGM Osaka guarantees.

The Company provides for guarantees (1) in the amount of JPY 12.65 billion (approximately $ 80 million as of March 31, 2026 ) for 50 % of MGM Osaka’s obligations to Osaka under various agreements related to the venture’s development of an integrated resort in Osaka, Japan and (2) of an uncapped amount to provide funding to MGM Osaka, if necessary, for the completion of the construction and full opening of the integrated resort.

The Company provides for guarantees (1) in the amount of JPY 12.65 billion (approximately $ 78 million as of June 30, 2026 ) for 50 % of MGM Osaka’s obligations to Osaka under various agreements related to the venture’s development of an integrated resort in Osaka, Japan and (2) of an uncapped amount to provide

funding to MGM Osaka, if necessary, for the completion of the construction and full opening of the integrated resort.

The guarantees expire when the obligations relating to the full opening of the integrated resort are fulfilled.

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such value is immaterial.

Additionally, the Company’s ownership interest in MGM Osaka, which had a carrying value of $ 556 million as of March 31, 2026 , is pledged as collateral for MGM Osaka’s obligations under its credit agreement.

Additionally, the Company’s ownership interest in MGM Osaka, which had a carrying value of $ 544 million as of June 30, 2026 , is pledged as collateral for MGM Osaka’s obligations under its credit agreement.

MGM Osaka funding commitment.

In connection with MGM Osaka’s development of an integrated resort, the Company has commitments to fund MGM Osaka of JPY 428 billion, of which an estimated amount of approximately JPY 335.9 billion (approximately $ 2.1 billion as of March 31, 2026 ) remains to be funded as of March 31, 2026 .

During the three months ended March 31, 2026, the Company funded JPY 21.0 billion (approximately $ 138 million) of the committed amount.

The fundings are recognized as contributions to investment in unconsolidated affiliates upon payment.

In connection with MGM Osaka’s development of an integrated resort, the Company has commitments to fund MGM Osaka of JPY 428 billion, of which an estimated amount of approximately JPY 335.9 billion (approximately $ 2.1 billion as of June 30, 2026 ) remains to be funded as of June 30, 2026 .

During the six months ended June 30, 2026, the Company funded JPY 21.0 billion (approximately $ 138 million) of the committed amount.

Subsequent to June 30, 2026, in July 2026, the Company funded JPY 2.9 billion (approximately $ 18 million) of the committed amount.

During the three and six months ended June 30, 2025, the Company funded JPY 12.3 billion (approximately $ 85 million) of the committed amount.

The fundings are recognized as contributions to investment in unconsolidated affiliates.

Other guarantees.

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The Company’s senior credit facility limits the amount of letters of credit that can be issued to $ 1.35 billion.

At March 31, 2026, $ 25 million in letters of

credit were outstanding under the Company’s senior credit facility.

At June 30, 2026, $ 25 million in letters of credit were outstanding under the Company’s senior credit facility.

The amount of available borrowings under the credit facility is reduced by any outstanding letters of credit.

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Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

(In thousands)

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Potential dilution from stock-based awards

3,740 2,286 3,134 2,129

Weighted-average common and common equivalent shares – diluted 257,758 275,615 258,327 282,328

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The timing, volume and nature of stock repurchases will be at the sole discretion of management, dependent on market conditions, applicable securities laws, and other factors, and may be suspended or discontinued at any time.

During the three months ended March 31, 2025, the Company repurchased approximately 15 million shares of its common stock for an aggregate amount of $ 494 million.

During the three months ended June 30, 2025, the Company repurchased approximately 8 million shares of its common stock for an aggregate amount of $ 217 million.

During the six months ended June 30, 2025, the Company repurchased approximately 22 million shares of its common stock for an aggregate amount of $ 711 million.

Repurchased shares were retired.

During the three months ended March 31, 2026, the Company repurchased approximately 2 million shares of its common stock for an aggregate amount of $ 90 million.

During the three months ended June 30, 2026, the Company repurchased approximately 4 million shares of its

common stock for an aggregate amount of $ 164 million.

During the six months ended June 30, 2026, the Company repurchased approximately 7 million shares of its common stock for an aggregate amount of $ 253 million.

Repurchased shares were retired.

The remaining availability under the April 2025 $ 2.0 billion stock repurchase plan was $ 1.5 billion as of March 31, 2026.

The remaining availability under the April 2025 $ 2.0 billion stock repurchase plan was $ 1.4 billion as of June 30, 2026.

NOTE 11 — SEGMENT INFORMATION

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MGM Digital consists of LeoVegas and other consolidated subsidiaries that offer interactive gaming.

The Company’s operations related to investments in unconsolidated affiliates, and certain other corporate operations and management services have not been identified as separate reportable segments;

therefore, these operations are included in “Corporate and other” in the following segment disclosures to reconcile to consolidated results.

The Company’s corporate operations and management services are reflected within “Corporate and other” in the segment disclosures to reconcile the segment results to consolidated results.

The Company’s chief operating decision maker (“CODM”) is the Chief Executive Officer.

The CODM uses and monitors budget-to-actual and actual-to-actual results of Segment Adjusted EBITDAR in assessing performance of each segment and deciding where to invest capital.

The CODM assesses performance of each segment and decides where to invest capital by using and monitoring budget-to-actual and actual-to-actual results of Segment Adjusted EBITDAR.

Segment Adjusted EBITDAR is the Company’s reportable segment GAAP measure, which management utilizes as the primary profit measure for its reportable segments and underlying operating segments.

Segment Adjusted EBITDAR is a measure defined as earnings before interest and other non-operating income (expense), income taxes, depreciation and amortization, preopening and start-up expenses, property transactions, net, triple net lease rent expense, income (loss) from unconsolidated affiliates, and also excludes corporate expense and stock compensation expense, which are not allocated to each operating segment.

Segment Adjusted EBITDAR is a measure defined as earnings before interest and other non-operating income (expense), income taxes, depreciation and amortization, preopening and start-up expenses, property transactions, net, triple net lease rent expense, income from unconsolidated affiliates, goodwill impairment, and also excludes corporate expense and stock compensation expense, which are not allocated to each operating segment.

Triple net lease rent expense is the expense for rent to landlords under triple net operating leases for its domestic properties, the ground subleases of Beau Rivage and MGM National Harbor, and the land concessions at MGM China.

Three Months Ended

Net revenue (In thousands)

June 30, Six Months Ended

2026 2025 2026 2025

Revenues (In thousands)

Las Vegas Strip Resorts

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Casino 196,308 163,861 379,049 291,919

Reportable segment net revenues 4,403,116 4,232,069

Reportable segment revenue 4,391,332 4,353,258 8,794,448 8,585,327

Corporate and other 59,661 51,612 111,263 96,625

Total revenue $ 4,450,993 $ 4,404,870 $ 8,905,711 $ 8,681,952

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

(In thousands)

Las Vegas Strip Resorts

Payroll related $ 669,470 $ 661,746

Revenue $ 2,170,045 $ 2,114,692 $ 4,350,475 $ 4,290,812

Payroll related expense 682,979 666,550 1,352,449 1,328,296

Cost of sales 135,408 129,926 268,049 257,683

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558,277 553,896 1,132,106 1,070,143

1,431,223 1,364,960

Segment Adjusted EBITDAR 735,118 710,496 1,484,325 1,521,656

Regional Operations

Payroll related 238,957 228,947

Revenue 924,098 964,612 1,842,008 1,865,031

Payroll related expense 232,154 232,239 471,111 461,186

Cost of sales 39,602 40,847 76,717 78,061

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196,115 187,198 390,008 357,700

658,473 621,377

Payroll related 164,356 145,208

Segment Adjusted EBITDAR 280,216 308,656 539,653 587,698

Revenue 1,100,881 1,110,093 2,222,916 2,137,565

Payroll related expense 169,055 154,776 333,411 299,984

Cost of sales 30,355 27,350 61,474 54,850

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152,075 126,482 300,883 246,905

848,561 741,907

Payroll related 30,235 29,537

Segment Adjusted EBITDAR 256,709 301,342 530,183 586,907

Revenue 196,308 163,861 379,049 291,919

Payroll related expense 34,192 32,854 64,427 62,391

Marketing costs 84,457 67,002 163,687 124,795

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51,868 50,139 105,114 94,635

$ 208,343 $ 162,451

(1) Other segment items primarily include corporate allocations, service provider costs, promotional expense, and other miscellaneous expenses.

(2) Other segment items primarily include third party game provider fees, service provider costs, and other miscellaneous expenses.

Three Months Ended

(In thousands)

Segment Adjusted EBITDAR ( 30,884 ) ( 25,698 ) ( 56,486 ) ( 60,091 )

Las Vegas Strip Resorts $ 749,207 $ 811,160

Regional Operations 259,437 279,042

MGM China 273,474 285,565

MGM Digital ( 25,602 ) ( 34,393 )

1,256,516 1,341,374

Other operating income (expense)

Total Segment Adjusted EBITDAR 1,241,159 1,294,796 2,497,675 2,636,170

Corporate and other, net ( 104,422 ) ( 108,726 ) ( 226,173 ) ( 235,675 )

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Property transactions, net 286,695 ( 125 ) 272,475 ( 15,593 )

Goodwill impairment ( 111,019 ) — ( 111,019 ) —

Depreciation and amortization ( 282,315 ) ( 241,975 ) ( 546,040 ) ( 478,419 )

Triple net lease rent expense ( 552,188 ) ( 564,416 ) ( 1,116,815 ) ( 1,128,891 )

Income (loss) from unconsolidated affiliates 10,026 ( 12,896 )

Income from unconsolidated affiliates 25,838 25,860 35,864 12,964

Operating income 503,636 404,565 804,878 789,622

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Net income attributable to MGM Resorts International $ 292,433 $ 48,951 $ 417,569 $ 197,505

(1) Other segment items primarily include corporate allocations, service provider costs, promotional expense, and other miscellaneous expenses.

(2) Other segment items primarily include third party game provider fees, service provider costs, and other miscellaneous expenses.

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Capital expenditures:

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

What changed 10-Q

Item 1. Financial Statements