UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
The
Securities Exchange Act of 1934
Date
of Report (Date of Earliest Event Reported):
September
11, 2008
Wynn
Resorts, Limited
(Exact
Name of Registrant as specified in Charter)
Nevada
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000-50028
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46-0484987
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
Number)
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3131
Las Vegas Boulevard South
Las
Vegas, Nevada 89109
(Address
of principal executive offices) (Zip Code)
(702)
770-7555
(Registrant’s
telephone number, including area code)
Not
applicable.
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01. Entry Into a
Material
Definitive
Agreement.
On September 11, 2008, Wynn Resorts,
Limited (the “Company”) entered into a third amendment to the Employment
Agreement, dated as of October 4, 2002, as amended, between the Company and
Stephen A. Wynn (“Mr. Wynn”), the Company’s Chairman and Chief Executive
Officer. The third amendment extends the term of Mr. Wynn’s
employment agreement to October 24, 2020. All other terms of Mr.
Wynn’s employment agreement remain unchanged. The foregoing
description of the amendment to Mr. Wynn’s employment agreement, which is
attached hereto as Exhibit 10.1, is qualified in its entirety by reference to
the text of such amendment, which is incorporated herein by
reference.
Item
5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
The information contained in Item 1.01
of this report is incorporated herein by reference.
Item
9.01. Financial Statements and Exhibits.
(d) Exhibits
10.1
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Third
Amendment to Employment Agreement, dated as of September 11, 2008, between
Wynn Resorts, Limited and Stephen A. Wynn.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
Date:
September 12, 2008
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WYNN
RESORTS, LIMITED
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By:
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/s/
Matt Maddox
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Matt
Maddox
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Chief
Financial Officer and
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Treasurer
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Exhibit
10.1
THIRD
AMENDMENT
TO
EMPLOYMENT AGREEMENT
This
THIRD AMENDMENT
TO
EMPLOYMENT
AGREEMENT (this “
Amendment
”)
is entered into on the 11th day of September 2008, by and between Wynn Resorts,
Limited (“
Employer
”)
and Stephen A. Wynn (“
Employee
”). Capitalized
terms that are not defined herein shall have the meanings ascribed to them in
the Agreement (as defined below).
RECITALS
A. Employer
and
Employee
have entered into that certain Employment Agreement, dated as of October 4,
2002, as amended by that certain First Amendment to Employment Agreement dated
August 6, 2004 and as further amended by that certain Second Amendment to
Employment Agreement dated January 31, 2007 (collectively, the “
Agreement
”);
and
B. Employer
and Employee desire to amend the Agreement to extend the Term of the Agreement
as provided herein.
NOW,
THEREFORE, in consideration of the foregoing, the parties agree as
follows:
1.
Term
. Subsection
6 of the Agreement is hereby amended to read as follows:
“
6.
TERM
.
Unless sooner terminated as provided in this Agreement, the term of this
Agreement (the “
Term
”)
shall commence on the Effective Date of this Agreement and expire on October 24,
2020.”
2.
Other
Provisions
of
Agreement
. Other than as provided herein, the terms and
conditions of the Agreement are ratified and confirmed.
IN
WITNESS
WHEREOF
, the
parties hereto have caused this Amendment to be executed as of the date first
written above.
WYNN
RESORTS
,
LIMITED
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EMPLOYEE
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By:
/s/
Marc D.
Schorr
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/s/
Stephen
A.
Wynn
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Name:
Marc
D.
Schorr
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Stephen
A. Wynn
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Title:
Chief
Operating
Officer
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