What changed in this filing

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Item 1. Financial Statements

2026-08-06 compared with 2026-05-07 · 230 added, 85 removed, 577 unchanged (35% of the section changed)

3 unchanged sentences

(in thousands, except share data)

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Current assets:

52 unchanged sentences

(in thousands, except per share data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Operating revenues:

20 unchanged sentences

Change in derivatives fair value 43,287 ( 1,112 ) 90,057 ( 30,651 )

Loss on debt financing transactions — ( 1,083 ) — ( 1,083 )

Other ( 2,746 ) ( 36,164 ) ( 32,180 ) ( 44,538 )

16 unchanged sentences

(in thousands)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Net income $ 182,572 $ 76,961 $ 333,110 $ 158,366

8 unchanged sentences

(in thousands, except share data)

For the three months ended March 31, 2026

For the three months ended June 30, 2026

outstanding Par

2 unchanged sentences

capital Accumulated

comprehensive income Accumulated deficit Total Wynn Resorts, Ltd.

stockholders'

deficit Noncontrolling

interests Total

stockholders'

Balances, April 1, 2026 103,745,164 $ 1,348 $ ( 2,693,428 ) $ 3,834,138 $ 5,977 $ ( 1,359,857 ) $ ( 211,822 ) $ ( 730,518 ) $ ( 942,340 )

Net income — — — — — 140,062 140,062 42,510 182,572

Currency translation adjustment — — — — 759 — 759 306 1,065

Exercise of stock options 10,827 — — 883 — — 883 — 883

Issuance of restricted stock 566,409 5 — 262 — — 267 — 267

Cancellation of restricted stock ( 31,341 ) — — — — — — — —

Shares repurchased by the Company and held as treasury shares ( 885,926 ) — ( 90,735 ) — — — ( 90,735 ) — ( 90,735 )

Cash dividends declared — — — — — ( 25,818 ) ( 25,818 ) ( 43,051 ) ( 68,869 )

Distribution to noncontrolling interests — — — — — — — ( 7,585 ) ( 7,585 )

Transactions with subsidiary minority shareholders — — — ( 330 ) — — ( 330 ) 330 —

Stock-based compensation — — — 17,283 — — 17,283 792 18,075

Balances, June 30, 2026 103,405,133 $ 1,353 $ ( 2,784,163 ) $ 3,852,236 $ 6,736 $ ( 1,245,613 ) $ ( 169,451 ) $ ( 737,216 ) $ ( 906,667 )

For the three months ended June 30, 2025

outstanding Par

value Treasury

stock Additional

capital Accumulated

comprehensive

4 unchanged sentences

stockholders'

Balances, January 1, 2026 103,989,787 $ 1,343 $ ( 2,621,394 ) $ 3,801,934 $ ( 3,136 ) $ ( 1,454,239 ) $ ( 275,492 ) $ ( 755,787 ) $ ( 1,031,279 )

Balances, April 1, 2025 105,869,624 $ 1,341 $ ( 2,455,134 ) $ 3,727,019 $ ( 3,073 ) $ ( 1,630,831 ) $ ( 360,678 ) $ ( 741,243 ) $ ( 1,101,921 )

Net income — — — — — 66,218 66,218 10,743 76,961

Currency translation adjustment — — — — 13,645 — 13,645 4,461 18,106

Exercise of stock options 2,262 — — 154 — — 154 — 154

Issuance of restricted stock 160,677 2 — ( 2 ) — — — — —

5 unchanged sentences

Stock-based compensation — — — 28,991 — — 28,991 888 29,879

Balances, March 31, 2026 103,745,164 $ 1,348 $ ( 2,693,428 ) $ 3,834,138 $ 5,977 $ ( 1,359,857 ) $ ( 211,822 ) $ ( 730,518 ) $ ( 942,340 )

For the three months ended March 31, 2025

Balances, June 30, 2025 103,976,829 $ 1,343 $ ( 2,618,638 ) $ 3,755,873 $ 10,572 $ ( 1,590,690 ) $ ( 441,540 ) $ ( 766,434 ) $ ( 1,207,974 )

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

WYNN RESORTS, LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT

(in thousands, except share data)

For the six months ended June 30, 2026

outstanding Par

3 unchanged sentences

comprehensive

loss Accumulated deficit Total Wynn Resorts, Ltd.

(loss) income Accumulated deficit Total Wynn Resorts, Ltd.

stockholders'

5 unchanged sentences

Currency translation adjustment — — — — 9,872 — 9,872 3,709 13,581

Exercise of stock options 10,827 — — 883 — — 883 — 883

Issuance of restricted stock 1,024,517 10 — 5,621 — — 5,631 — 5,631

5 unchanged sentences

Stock-based compensation — — — 42,866 — — 42,866 2,167 45,033

Balances, March 31, 2025 105,869,624 $ 1,341 $ ( 2,455,134 ) $ 3,727,019 $ ( 3,073 ) $ ( 1,630,831 ) $ ( 360,678 ) $ ( 741,243 ) $ ( 1,101,921 )

Balances, June 30, 2026 103,405,133 $ 1,353 $ ( 2,784,163 ) $ 3,852,236 $ 6,736 $ ( 1,245,613 ) $ ( 169,451 ) $ ( 737,216 ) $ ( 906,667 )

For the six months ended June 30, 2025

outstanding Par

value Treasury

stock Additional

capital Accumulated

comprehensive (loss) income Accumulated deficit Total Wynn Resorts, Ltd.

stockholders'

deficit Noncontrolling

interests Total

stockholders'

Balances, January 1, 2025 107,821,567 $ 1,336 $ ( 2,241,607 ) $ 3,698,800 $ ( 5,700 ) $ ( 1,676,990 ) $ ( 224,161 ) $ ( 744,442 ) $ ( 968,603 )

Net income — — — — — 138,965 138,965 19,401 158,366

Currency translation adjustment — — — — 16,272 — 16,272 5,464 21,736

Exercise of stock options 2,262 — — 154 — — 154 — 154

Issuance of restricted stock 721,583 7 — 7,915 — — 7,922 — 7,922

Cancellation of restricted stock ( 11,574 ) — — — — — — — —

Shares repurchased by the Company and held as treasury shares ( 4,557,009 ) — ( 377,031 ) — — — ( 377,031 ) — ( 377,031 )

Cash dividends declared — — — — — ( 52,665 ) ( 52,665 ) ( 35,534 ) ( 88,199 )

Distribution to noncontrolling interests — — — — — — — ( 12,324 ) ( 12,324 )

Transactions with subsidiary minority shareholders — — — 1,269 — — 1,269 ( 1,269 ) —

Stock-based compensation — — — 47,735 — — 47,735 2,270 50,005

Balances, June 30, 2025 103,976,829 $ 1,343 $ ( 2,618,638 ) $ 3,755,873 $ 10,572 $ ( 1,590,690 ) $ ( 441,540 ) $ ( 766,434 ) $ ( 1,207,974 )

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

2 unchanged sentences

(in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Cash flows from operating activities:

5 unchanged sentences

Amortization of debt issuance costs 21,542 18,916

Loss on debt financing transactions — 1,083

Provision for credit losses 10,987 4,749

16 unchanged sentences

Cash flows from financing activities:

Proceeds from issuance of long-term debt 200,000 752,812

Repayments of long-term debt — ( 763,125 )

Repurchase of common stock ( 165,539 ) ( 377,645 )

Proceeds from exercise of stock options 883 154

Distribution to noncontrolling interests ( 15,918 ) ( 12,324 )

1 unchanged sentence

Finance lease payments ( 13,727 ) ( 12,694 )

Payments for financing costs — ( 5,732 )

Other ( 25,809 ) ( 9,142 )

2 unchanged sentences

Cash, cash equivalents and restricted cash:

Decrease in cash, cash equivalents and restricted cash ( 276,718 ) ( 356,317 )

Increase (decrease) in cash, cash equivalents and restricted cash 107,299 ( 441,765 )

Balance, beginning of period 1,560,095 2,521,793

11 unchanged sentences

In Everett, Massachusetts, the Company operates Encore Boston Harbor, an integrated resort.

Additionally, the Company has a 40 % equity interest in Island 3 AMI FZ-LLC ("Island 3"), an unconsolidated affiliate, which is constructing an integrated resort property ("Wynn Al Marjan Island") in Ras Al Khaimah, United Arab Emirates, currently expected to open in 2027.

Note 2 - Basis of Presentation and Significant Accounting Policies

3 unchanged sentences

In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, necessary to a fair presentation of the results for the interim periods presented.

The results for the three months ended March 31, 2026 are not necessarily indicative of results to be expected for any other interim period or the full fiscal year ending December 31, 2026.

The results for the three and six months ended June 30, 2026 are not necessarily indicative of results to be expected for any other interim period or the full fiscal year ending December 31, 2026.

These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto in the Company's Annual Report on Form 10-K for the year ended December 31, 2025.

11 unchanged sentences

These gaming taxes are recorded as casino expenses in the accompanying Condensed Consolidated Statements of Operations.

These taxes totaled $ 514.5 million and $ 440.7 million for the three months ended March 31, 2026 and 2025, respectively.

As of March 31, 2026, the Company held $ 475.0 million in fixed deposits, recorded at fair value within Investments, and $ 133.5 million and $ 64.0 million in U.S.

These taxes totaled $ 517.5 million and $ 452.8 million for the three months ended June 30, 2026 and 2025, respectively, and $ 1.03 billion and $ 893.5 million for the six months ended June 30, 2026 and 2025, respectively.

As of June 30, 2026, the Company held $ 400.0 million in fixed deposits, recorded at fair value within Investments, and $ 127.4 million and $ 60.4 million in U.S.

treasuries (including accrued interest), recorded at amortized cost within Investments and Long-term investments, respectively, in the Condensed Consolidated Balance Sheets.

The estimated fair value of the Company's U.S.

treasuries as of March 31, 2026 was approximately $ 197.2 million, as determined based on quoted market prices in active markets (Level 1 inputs), and the unrecognized holding loss was $ 0.3 million.

treasuries as of June 30, 2026 was approximately $ 187.2 million, as determined based on quoted market prices in active markets (Level 1 inputs), and the unrecognized holding loss was $ 0.6 million.

As of December 31, 2025, the Company held $ 475.0 million in fixed deposits, recorded at fair value within Investments, and $ 127.3 million and $ 67.6 million in U.S.

5 unchanged sentences

The allowance may be subsequently increased or decreased based on the prevailing facts and circumstances.

During the three months ended March 31, 2026, the Company recorded no allowance for credit losses related to its investments.

During the three and six months ended June 30, 2026 and 2025, the Company recorded no allowance for credit losses related to its investments.

Investments in Unconsolidated Affiliates

2 unchanged sentences

The Company records its share of income and loss on investments in unconsolidated affiliates as a component of Operating income within the Company's accompanying Condensed Consolidated Statements of Operations, as the Company's investments in unconsolidated affiliates are an extension of the Company's core business operations.

The Company recognized a loss on investments in unconsolidated affiliates of $ 7.5 million and $ 3.3 million for the three months ended March 31, 2026 and 2025, respectively, recorded in Pre-opening expenses within the Company's accompanying Condensed Consolidated Statements of Operations.

The Company recognized a loss on investments in unconsolidated affiliates of $ 8.8 million and $ 6.2 million for the three months ended June 30, 2026 and 2025, respectively, and $ 16.3 million and $ 9.5 million for the six months ended June 30, 2026 and 2025, respectively, recorded in Pre-opening expenses within the Company's accompanying Condensed Consolidated Statements of Operations.

Recently Issued Accounting Standards

6 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

In July 2025, the FASB issued ASU 2025-05, Financial Instruments — Credit Losses (Topic 326):

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

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

The Company adopted ASU 2025-05 as of January 1, 2026 on a prospective basis.

The adoption of ASU 2025-05 did not have a material impact on the Company's financial statements.

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

3 unchanged sentences

Cash, cash equivalents and restricted cash consisted of the following (in thousands):

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Cash and cash equivalents:

8 unchanged sentences

(2) Cash equivalents consist of bank time deposits, U.S.

government treasuries and money market funds and excludes $ 607.6 million of short-term investments described in Note 2 - "Basis of Presentation and Significant Accounting Policies."

(3) Restricted cash consists of cash subject to certain contractual restrictions, cash collateral associated with obligations and cash held in trusts in accordance with WML's share award plans, and as of March 31, 2026 and December 31, 2025 includes $ 86.7 million and $ 87.3 million, respectively, in the form of a first demand bank guarantee in favor of the Macau government to support the legal and contractual obligations of Wynn Resorts (Macau) S.A.

government treasuries and money market funds and excludes $ 527.4 million and $ 601.8 million of short-term investments as of June 30, 2026 and December 31, 2025, respectively, as described in Note 2 - "Basis of Presentation and Significant Accounting Policies."

(3) Restricted cash consists of cash subject to certain contractual restrictions, cash collateral associated with obligations and cash held in trusts in accordance with WML's share award plans, and as of June 30, 2026 and December 31, 2025 includes $ 86.7 million and $ 87.3 million, respectively, in the form of a first demand bank guarantee in favor of the Macau government to support the legal and contractual obligations of Wynn Resorts (Macau) S.A.

("Wynn Macau SA") through the term of Wynn Macau SA's gaming concession contract.

The following table presents the supplemental cash flow disclosures of the Company (in thousands):

Three Months Ended March 31,

Six Months Ended June 30,

Cash paid for interest, net of amounts capitalized $ 283,946 $ 296,144

2 unchanged sentences

Finance lease liabilities arising from obtaining finance lease assets $ — $ 39,423

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Liabilities arising from obtaining property and equipment $ — $ 21,400

Note 4 - Receivables, net

1 unchanged sentence

Receivables, net consisted of the following (in thousands):

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Casino $ 272,937 $ 309,500

4 unchanged sentences

$ 336,629 $ 402,641

As of March 31, 2026 and December 31, 2025, approximately 73.9 % and 77.5 %, respectively, of the Company's markers were due from customers residing outside the U.S., primarily in Asia.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

As of June 30, 2026 and December 31, 2025, approximately 70.0 % and 77.5 %, respectively, of the Company's markers were due from customers residing outside the U.S., primarily in Asia.

Business or economic conditions or other significant events in the countries in which the Company's customers reside could affect the collectability of such receivables.

The Company’s allowance for casino credit losses was 15.9 % and 14.3 % of gross casino receivables as of March 31, 2026 and December 31, 2025, respectively.

The Company’s allowance for casino credit losses was 18.9 % and 14.3 % of gross casino receivables as of June 30, 2026 and December 31, 2025, respectively.

Although the Company believes that its allowance is adequate, it is possible the estimated amounts of cash collections with respect to receivables could change.

9 unchanged sentences

Property and equipment, net consisted of the following (in thousands):

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Buildings and improvements $ 8,821,986 $ 8,708,210

6 unchanged sentences

$ 6,614,702 $ 6,625,922

As of March 31, 2026 and December 31, 2025, construction in progress consisted primarily of costs capitalized for various capital enhancements at the Company's properties.

Depreciation expense for the three months ended March 31, 2026 and 2025 was $ 147.6 million and $ 142.6 million, respectively.

As of June 30, 2026 and December 31, 2025, construction in progress consisted primarily of costs capitalized for various capital enhancements at the Company's properties.

Depreciation expense for the three months ended June 30, 2026 and 2025 was $ 152.2 million and $ 140.1 million, respectively, and depreciation expense for the six months ended June 30, 2026 and 2025 was $ 299.8 million and $ 282.7 million, respectively.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

2 unchanged sentences

Long-term debt consisted of the following (in thousands):

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Macau Related:

10 unchanged sentences

WRF Term Loan, due 2030 752,813 752,813

WRF Revolver, due 2030 200,000 —

WLV 5 1/4% Senior Notes, due 2027 880,000 880,000

10 unchanged sentences

Total long-term debt, net of current portion $ 9,295,695 $ 10,537,402

(1) As of March 31, 2026, the borrowings under the WM Cayman II Revolver bear interest at the term secured overnight financing rate ("Term SOFR") plus a credit adjustment spread of 0.10 % or the Hong Kong Interbank Offered Rate ("HIBOR"), in each case plus a margin of 1.875 % to 2.875 % per annum based on WM Cayman II’s leverage ratio on a consolidated basis.

(1) As of June 30, 2026, the borrowings under the WM Cayman II Revolver bear interest at the term secured overnight financing rate ("Term SOFR") plus a credit adjustment spread of 0.10 % or the Hong Kong Interbank Offered Rate ("HIBOR"), in each case plus a margin of 1.875 % to 2.875 % per annum based on WM Cayman II’s leverage ratio on a consolidated basis.

Approximately $ 239.1 million and $ 903.6 million of the WM Cayman II Revolver bears interest at a rate of Term SOFR plus 1.975 % per year and HIBOR plus 1.875 % per year, respectively.

As of March 31, 2026, the weighted average interest rate was approximately 4.43 %.

As of March 31, 2026, the available borrowing capacity under the WM Cayman II Revolver was $ 1.35 billion.

(2) The net carrying amount of the WML Convertible Bonds, together with the WML Convertible Bond Conversion Option Derivative, is included in Current portion of long-term debt as of March 31, 2026.

As of June 30, 2026, the weighted average interest rate was approximately 4.98 %.

As of June 30, 2026, the available borrowing capacity under the WM Cayman II Revolver was $ 1.35 billion.

(2) The net carrying amount of the WML Convertible Bonds, together with the WML Convertible Bond Conversion Option Derivative, is included in Current portion of long-term debt as of June 30, 2026.

WML may be required to redeem all or a portion of the WML Convertible Bonds at the option of bond holders on March 7, 2027.

(3) As of March 31, 2026, the net carrying amount of the WML Convertible Bonds was $ 524.7 million, with unamortized debt discount and debt issuance costs of $ 75.3 million.

The Company recorded contractual interest expense of $ 6.8 million in each of the three months ended March 31, 2026 and 2025 and amortization of discounts and issuance costs of $ 5.5 million and $ 5.0 million during the three months ended March 31, 2026 and 2025, respectively.

(3) As of June 30, 2026, the net carrying amount of the WML Convertible Bonds was $ 530.4 million, with unamortized debt discount and debt issuance costs of $ 69.6 million.

The Company recorded contractual interest expense of $ 6.8 million in each of the three months ended June 30, 2026 and 2025 and amortization of discounts and issuance costs of $ 5.6 million and $ 5.1 million during the three months ended June 30, 2026 and 2025, respectively, and contractual interest expense of $ 13.5 million in each of the six months ended June 30, 2026 and 2025 and amortization of discounts and issuance costs of $ 11.1 million and $ 10.1 million during the six months ended June 30, 2026 and 2025, respectively.

(4) The WRF Credit Facilities bear interest at a rate of Term SOFR plus 1.75 % per year.

As of March 31, 2026, the weighted average interest rate was approximately 5.42 %.

Additionally, as of March 31, 2026, the available borrowing capacity under the WRF Revolver was $ 1.24 billion, net of $ 14.3 million in outstanding letters of credit.

As of June 30, 2026, the weighted average interest rate was approximately 5.39 %.

Additionally, as of June 30, 2026, the available borrowing capacity under the WRF Revolver was $ 1.03 billion, net of $ 16.3 million in outstanding letters of credit.

During the three months ended June 30, 2026, the Company drew $ 200.0 million under the WRF Revolver.

(5) The Retail Term Loan bears interest at a rate of adjusted daily simple secured overnight financing rate ("SOFR") plus 2.15 % per year.

As of March 31, 2026, the effective interest rate was 5.54 %.

As of June 30, 2026, the effective interest rate was 5.54 %.

Debt Covenant Compliance

As of March 31, 2026, management believes the Company was in compliance with all debt covenants.

Fair Value of Long-Term Debt

The estimated fair value of the Company's long-term debt as of March 31, 2026 and December 31, 2025 was approximately $ 10.52 billion and $ 10.74 billion, respectively, compared to its carrying value, excluding debt issuance costs and original issue discount and premium, of $ 10.63 billion for each period.

The estimated fair value of the Company's long-term debt is based on recent trades, if available, and indicative pricing from market information (Level 2 inputs).

As of June 30, 2026, management believes the Company was in compliance with all debt covenants.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Fair Value of Long-Term Debt

The estimated fair value of the Company's long-term debt as of June 30, 2026 and December 31, 2025 was approximately $ 10.83 billion and $ 10.74 billion, respectively, compared to its carrying value, excluding debt issuance costs and original issue discount and premium, of $ 10.83 billion and $ 10.63 billion, respectively.

The estimated fair value of the Company's long-term debt is based on recent trades, if available, and indicative pricing from market information (Level 2 inputs).

Note 7 - Derivative Instruments

2 unchanged sentences

The following table sets forth the inputs to the lattice models that were used to value the WML Convertible Bond Conversion Option Derivative:

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

WML stock price HK$ 5.05 HK$ 5.94

4 unchanged sentences

(1) Dividend yield is assumed to be zero in the lattice model used to value the WML Convertible Bond Conversion Option Derivative, due to a dividend protection feature in the WML Convertible Bond Agreement.

The estimated fair value of the embedded derivative was $ 9.0 million recorded in Current portion of long-term debt and $ 32.6 million recorded in Long-term debt in the accompanying Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025, respectively.

In connection with the change in fair value, the Company recorded a gain of $ 23.6 million and loss of $ 16.0 million for the three months ended March 31, 2026 and 2025, respectively, within Change in derivatives fair value in the accompanying Condensed Consolidated Statements of Operations.

The estimated fair value of the embedded derivative was $ 2.0 million recorded in Current portion of long-term debt and $ 32.6 million recorded in Long-term debt in the accompanying Condensed Consolidated Balance Sheets as of June 30, 2026 and December 31, 2025, respectively.

In connection with the change in fair value, the Company recorded a gain of $ 7.0 million and $ 6.0 million for the three months ended June 30, 2026 and 2025, respectively, and a gain of $ 30.6 million and a loss of $ 10.0 million for the six months ended June 30, 2026 and 2025, respectively, within Change in derivatives fair value in the accompanying Condensed Consolidated Statements of Operations.

Foreign Currency Swaps

2 unchanged sentences

The Foreign Currency Swaps exchange predetermined amounts of Hong Kong dollars for U.S.

dollars at a contractual spot rate, and as of March 31, 2026, have an aggregate notional amount of $ 4.10 billion, and have maturities between October 2027 and August 2030.

As of March 31, 2026, the net fair value of the Foreign Currency Swaps was a liability of $ 20.2 million, with $ 17.7 million recorded in Prepaid expenses and other and $ 37.9 million recorded in Other long-term liabilities in the accompanying Condensed Consolidated Balance Sheets.

dollars at a contractual spot rate, and as of June 30, 2026, have an aggregate notional amount of $ 4.10 billion, and have maturities between October 2027 and August 2030.

As of June 30, 2026, the net fair value of the Foreign Currency Swaps was an asset of $ 9.1 million, with $ 17.4 million recorded in Prepaid expenses and other and $ 8.3 million recorded in Other long-term liabilities in the accompanying Condensed Consolidated Balance Sheets.

As of December 31, 2025, the net fair value of the Foreign Currency Swaps was a liability of $ 36.0 million, with $ 17.0 million recorded in Prepaid expenses and other and $ 53.0 million recorded in Other long-term liabilities in the accompanying Condensed Consolidated Balance Sheets.

1 unchanged sentence

Gains and losses on the Foreign Currency Swaps are recorded in earnings, as these instruments are not designated as hedges.

The Company recorded a gain of $ 21.7 million and a loss of $ 9.3 million in the three months ended March 31, 2026 and 2025, respectively, within Change in derivatives fair value in the accompanying Condensed Consolidated Statements of Operations.

The Company recorded a gain of $ 35.9 million and a loss of $ 5.3 million in the three months ended June 30, 2026 and 2025, respectively, and a gain of $ 57.6 million and a loss of $ 14.6 million in the six months ended June 30, 2026 and 2025, respectively, within Change in derivatives fair value in the accompanying Condensed Consolidated Statements of Operations.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

5 unchanged sentences

The repurchase authorization has no expiration date, and the equity repurchase program may be suspended, discontinued or accelerated at any time.

During the three months ended March 31, 2026, the Company repurchased 528,667 shares of its common stock at an average price of $ 101.72 per share for an aggregate cost of $ 53.8 million under the equity repurchase program.

During the three months ended March 31, 2025, the Company repurchased 2,360,194 shares of its common stock at an average price of $ 84.76 per share for an aggregate cost of $ 200.0 million under the equity repurchase program.

As of March 31, 2026, the Company had $ 401.1 million in repurchase authority remaining under the program.

The Company paid a cash dividend of $ 0.25 per share on its common stock during each of the three month periods ended March 31, 2026 and 2025 and recorded $ 26.1 million and $ 26.6 million against accumulated deficit, respectively.

On May 7, 2026, the Company's Board of Directors declared a cash dividend of $ 0.25 per share on its common stock, payable on May 29, 2026 to stockholders of record as of May 18, 2026.

During the three and six months ended June 30, 2026, the Company repurchased 741,098 and 1,269,765 shares of its common stock at average prices of $ 101.20 and $ 101.42 per share, respectively, for an aggregate cost of $ 75.0 million and $ 128.8 million, respectively, under the equity repurchase program.

During the three and six months ended June 30, 2025, the Company repurchased 2,004,418 and 4,364,612 shares of its common stock at average prices of $ 78.88 and $ 82.06 per share for an aggregate cost of $ 158.1 million and $ 358.1 million, respectively, under the equity repurchase program.

As of June 30, 2026, the Company had $ 326.1 million in repurchase authority remaining under the program.

The Company paid a cash dividend of $ 0.25 per share on its common stock during each of the three month periods ended March 31, 2026 and June 30, 2026 and recorded $ 26.1 million and $ 25.8 million against accumulated deficit, respectively.

The Company paid a cash dividend of $ 0.25 per share on its common stock during each of the three month periods ended March 31, 2025 and June 30, 2025 and recorded $ 26.6 million and $ 26.1 million against accumulated deficit, respectively.

On August 4, 2026, the Company's Board of Directors declared a cash dividend of $ 0.25 per share on its common stock, payable on August 28, 2026 to stockholders of record as of August 14, 2026.

Noncontrolling Interests

Wynn Macau, Limited

In March 2026, the WML Board of Directors recommended the payment of a final dividend for the year ended December 31, 2025 of HK$ 0.223 per share on its common stock payable on June 16, 2026 to stockholders of record as of June 5, 2026.

The payment of the final dividend is conditional upon shareholder approval at WML's 2026 Annual General Meeting which is currently scheduled to be held on May 28, 2026.

On June 16, 2026, WML paid a cash dividend of HK$ 0.223 per share on its common stock for a total U.S.

dollar equivalent of approximately $ 149.8 million.

The Company's share of this dividend was $ 106.7 million, and the noncontrolling interest holders' share of this dividend was $ 43.1 million.

WML Securities Lending Agreement

4 unchanged sentences

Retail Joint Venture

The Retail Joint Venture made aggregate distributions of $ 8.3 million and $ 6.3 million during the three months ended March 31, 2026 and 2025, respectively, to its non-controlling interest holder.

The Retail Joint Venture made aggregate distributions of $ 7.6 million and $ 6.0 million during the three months ended June 30, 2026 and 2025, respectively, and $ 15.9 million and $ 12.3 million during the six months ended June 30, 2026 and 2025, respectively, to its non-controlling interest holder.

For more information on the Retail Joint Venture, see Note 16, "Retail Joint Venture."

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Fair Value Measurements Using:

March 31, 2026 Quoted

June 30, 2026 Quoted

Active Markets

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The Company's primary liabilities associated with customer contracts are as follows (in thousands):

March 31, 2026 December 31, 2025 Increase / (decrease) March 31, 2025 December 31, 2024 Increase / (decrease)

June 30, 2026 December 31, 2025 Increase / (decrease) June 30, 2025 December 31, 2024 Increase / (decrease)

Casino outstanding chips and front money deposits (1)

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The total compensation cost for stock-based compensation plans was recorded as follows (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Casino $ 1,565 $ 4,321 $ 4,305 $ 5,229

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Note 12 - Income Taxes

The Company recorded an income tax expense of $ 10.1 million and $ 11.0 million for the three months ended March 31, 2026 and 2025, respectively, primarily related to its U.S.-based operating profits.

The Company recorded income tax expense of $ 16.2 million and $ 10.6 million for the three months ended June 30, 2026 and 2025, respectively, and income tax expense of $ 26.3 million and $ 21.6 million for the six months ended June 30, 2026 and 2025, respectively, primarily related to its U.S.-based operating profits.

The difference between the statutory tax rate of 21 % and the effective tax rate of 7.3 % is due to the exemption from Macau's 12% Complementary Tax on casino gaming profits earned by Wynn Macau SA.

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Diluted EPS is computed by dividing net income attributable to Wynn Resorts, adjusted for the potential dilutive impact assuming that the conversion of the WML Convertible Bonds occurred at the later of the date of issuance or beginning of the period presented under the if-converted method, by the weighted average number of common shares outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if the potential dilutive securities had been issued, to the extent such impact is not anti-dilutive.

Other potentially dilutive securities include share-based awards outstanding under the Wynn Resorts, Limited Second Amended and Restated 2014 Omnibus Incentive Plan.

Other potentially dilutive securities include share-based awards outstanding under the Wynn Resorts, Limited Third Amended and Restated 2014 Omnibus Incentive Plan.

The weighted average number of common and common equivalent shares used in the calculation of basic and diluted EPS consisted of the following (in thousands, except per share amounts):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Net income attributable to Wynn Resorts, Limited - basic $ 140,062 $ 66,218 $ 260,516 $ 138,965

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Assumed conversion of WML Convertible Bonds (1)

( 4,232 ) — ( 16,647 ) —

Net income attributable to Wynn Resorts, Limited - diluted $ 135,830 $ 66,218 $ 243,869 $ 138,965

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Anti-dilutive stock options, nonvested, and performance nonvested shares excluded from the calculation of diluted net income per share 301 365 405 456

(1) The assumed conversion of the WML Convertible Bonds had an anti-dilutive impact for the three months ended March 31, 2025.

(1) The assumed conversion of the WML Convertible Bonds had an anti-dilutive impact for the three and six months ended June 30, 2025.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Note 14 - Leases

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The following table presents the minimum and contingent operating lease income for the periods presented (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Minimum rental income $ 37,529 $ 35,689 $ 72,649 $ 72,149

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Total rental income $ 54,214 $ 52,143 $ 107,988 $ 103,670

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Note 15 - Commitments and Contingencies

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In connection with the construction of Wynn Al Marjan Island and surrounding developments, including Janu Al Marjan Island, a hotel and residential development to be operated by Aman Group, the Company is required to contribute capital to the Al Marjan Joint Venture to fund 40 % of the project design and development costs in exchange for a pro-rata share of equity.

During the three months ended March 31, 2026, the Company contributed $ 100.1 million of cash into the Al Marjan Joint Venture, bringing our life-to-date cash contributions to $ 1.01 billion.

The remaining 40 % pro-rata share of the required cash contributions for Wynn Al Marjan Island and the surrounding development projects, including Janu Al-Marjan, is currently estimated to be between $ 350 million and $ 450 million inclusive of capitalized interest, fees, and certain improvements on the island.

During the three and six months ended June 30, 2026, the Company contributed $ 48.1 million and $ 148.2 million of cash into the Al Marjan Joint Venture, bringing our life-to-date cash contributions to $ 1.06 billion.

The remaining 40 % pro-rata share of the required cash contributions for Wynn Al Marjan Island, including Janu Al Marjan, is currently estimated to be between $ 525 million and $ 650 million inclusive of capitalized interest and fees.

Al Marjan Facility Completion Guarantee

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In connection with the DCP Financing, the Al Marjan Guarantors entered into a completion guarantee, pursuant to which the Al Marjan Guarantors may be required to fund shortfalls necessary to achieve practical completion of the cooling plant by September 30, 2026.

As of March 31, 2026, construction is substantially complete and the cooling plant is operational.

As of June 30, 2026, construction is substantially complete and the cooling plant is operational.

Pursuant to a shareholder side letter, the Al Marjan Guarantors are required to pledge their equity interests in DCP as collateral for the DCP Financing.

As of March 31, 2026, the Company's investment in DCP was $ 27.5 million and is presented in Investments in unconsolidated affiliates in Condensed Consolidated Balance Sheet.

Note 16 - Retail Joint Venture

As of March 31, 2026 and December 31, 2025, the Retail Joint Venture had total assets of $ 95.4 million and $ 96.5 million, respectively, and total liabilities of $ 607.6 million and $ 607.3 million, respectively.

As of March 31, 2026 and December 31, 2025, the Retail Joint Venture's liabilities included long-term debt of $ 598.6 million and $ 598.4 million, respectively, net of debt issuance costs, related to the outstanding borrowings under the Retail Term Loan.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

of June 30, 2026, the Company's investment in DCP was $ 18.2 million and is presented in Investments in unconsolidated affiliates in the Condensed Consolidated Balance Sheet.

Macau Land Concession

In July 2026, Palo Real Estate Company Limited ("Palo") and Wynn Macau SA, each an indirect subsidiary of the Company, accepted the terms and conditions of an amended and restated land concession contract from the Macau government (the "Amended Land Concession Contract").

The Amended Land Concession Contract amends and restates the original land concession contract among Palo, Wynn Macau SA and the Macau government published in the Official Gazette of Macau on May 2, 2012 (the "Land Concession Contract").

Pursuant to the Land Concession Contract, Palo leases 51 acres of land in the Cotai area of Macau (the "Cotai Land") from the Macau government for an initial term of 25 years from May 2, 2012 until May 1, 2037, with the right to renew for additional periods, subject to applicable legislation.

The Land Concession Contract also requires that Wynn Macau SA, as a gaming concessionaire, operate and manage gaming operations on the Cotai Land.

The Amended Land Concession Contract permits Palo and Wynn Macau SA to expand Wynn Palace to develop a new five-star hotel, a theater and an event and entertainment center on the Cotai Land (the "Expanded Resort").

The Macau government has allocated Palo a maximum of 60 months from the date of publication of the Amended Land Concession Contract to complete development of the Expanded Resort on the Cotai Land.

As acceptance of the conditions of the Amended Land Concession Contract, Palo paid an additional land premium of MOP 652.3 million (approximately $ 80.8 million) as a one-time lump sum payment.

Palo is also required to pay an additional annual rent to the Macau government, resulting in a total annual rent of MOP 9.5 million (approximately $ 1.2 million) for the Expanded Resort.

The rent for the Expanded Resort may be reviewed by the Macau government every five years since the date of publication of the Amended Land Concession Contract.

Palo must also provide the Macau government with an additional guarantee by means of a deposit or bank guarantee for an amount equal to the annual rent payable under the Amended Land Concession Contract.

Note 16 - Retail Joint Venture

As of June 30, 2026 and December 31, 2025, the Retail Joint Venture had total assets of $ 97.9 million and $ 96.5 million, respectively, and total liabilities of $ 608.2 million and $ 607.3 million, respectively.

As of June 30, 2026 and December 31, 2025, the Retail Joint Venture's liabilities included long-term debt of $ 598.9 million and $ 598.4 million, respectively, net of debt issuance costs, related to the outstanding borrowings under the Retail Term Loan.

Note 17 - Segment Information

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Three Months Ended March 31, 2026

Three Months Ended June 30, 2026

Wynn Palace Wynn Macau Las Vegas Operations Encore Boston Harbor Total

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025

Wynn Palace Wynn Macau Las Vegas Operations Encore Boston Harbor Total

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Change in derivatives fair value ( 1,112 )

Loss on debt financing transactions ( 1,083 )

Other ( 36,164 )

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Net income attributable to Wynn Resorts, Limited $ 66,218

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Six Months Ended June 30, 2026

Wynn Palace Wynn Macau Las Vegas Operations Encore Boston Harbor Total

Operating revenues

Casino $ 1,129,273 $ 577,458 $ 336,295 $ 309,495 $ 2,352,521

Rooms 73,822 42,227 420,693 43,942 580,684

Food and beverage 64,820 36,031 384,416 38,096 523,363

Entertainment, retail and other (1)

44,822 25,222 163,673 23,410 257,127

Total segment operating revenues 1,312,737 680,938 1,305,077 414,943 3,713,695

Cost of revenue (2)

308,713 216,412 818,831 217,915

Gaming taxes (3)

598,714 293,399 38,560 90,425

Segment Adjusted Property EBITDAR (4)

$ 405,310 $ 171,127 $ 447,686 $ 106,603 $ 1,130,726

Pre-opening 20,977

Depreciation and amortization 325,948

Property charges and other 21,291

Corporate expense and other 69,019

Stock-based compensation 42,640

Triple-net operating lease expense 70,659

Operating income 580,192

Other non-operating income and expenses

Interest income 25,866

Interest expense, net of amounts capitalized ( 304,539 )

Change in derivatives fair value 90,057

Other ( 32,180 )

Total other non-operating income and expenses ( 220,796 )

Income before income taxes 359,396

Provision for income taxes ( 26,286 )

Net income 333,110

Net income attributable to noncontrolling interests ( 72,594 )

Net income attributable to Wynn Resorts, Limited $ 260,516

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Six Months Ended June 30, 2025

Wynn Palace Wynn Macau Las Vegas Operations Encore Boston Harbor Total

Operating revenues

Casino $ 892,806 $ 568,930 $ 309,495 $ 321,033 $ 2,092,264

Rooms 75,096 45,039 403,849 41,590 565,574

Food and beverage 62,184 35,812 374,303 38,637 510,936

Entertainment, retail and other (1)

45,484 23,992 176,271 23,673 269,420

Total segment operating revenues 1,075,570 673,773 1,263,918 424,933 3,438,194

Cost of revenue (2)

278,411 201,406 768,893 210,745

Gaming taxes (3)

478,068 285,658 36,852 92,875

Segment Adjusted Property EBITDAR (4)

$ 319,091 $ 186,709 $ 458,173 $ 121,313 $ 1,085,286

Pre-opening 16,573

Depreciation and amortization 308,328

Property charges and other 25,477

Corporate expense and other 83,027

Stock-based compensation 48,237

Triple-net operating lease expense 70,455

Operating income 533,189

Other non-operating income and expenses

Interest income 35,218

Interest expense, net of amounts capitalized ( 312,159 )

Change in derivatives fair value ( 30,651 )

Loss on debt financing transactions ( 1,083 )

Other ( 44,538 )

Total other non-operating income and expenses ( 353,213 )

Income before income taxes 179,976

Provision for income taxes ( 21,610 )

Net income 158,366

Net income attributable to noncontrolling interests ( 19,401 )

Net income attributable to Wynn Resorts, Limited $ 138,965

(1) Includes lease revenue accounted for under lease accounting guidance.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(4) "Adjusted Property EBITDAR" is net income before interest, income taxes, depreciation and amortization, pre-opening expenses, property charges and other expenses, triple-net operating lease rent expense related to Encore Boston Harbor, management and license fees, corporate expenses and other expenses (including intercompany golf course, meeting and convention, and water rights leases), stock-based compensation, change in derivatives fair value, and other non-operating income and expenses.

Adjusted Property EBITDAR is presented exclusively as a supplemental disclosure because management believes that it is widely used to measure the performance, and as a basis for valuation, of gaming companies.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Capital expenditures

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Total $ 153,023 $ 165,266 $ 332,087 $ 325,197

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Macau Operations:

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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