WYNNWynn Resorts

2 paragraphs in Risk Factors of the 10-K filed Mar 2, 2026 with nothing like them in the 10-K filed Feb 13, 2025. Quoted exactly. Paragraphs that were only edited are under 10-K change.

Compared with the Risk Factors in the latest 10-K of the other 46 Consumer discretionary companies: a paragraph with at least half its words the same at another company is called similar, and the companies are listed under it. A paragraph most of them have is marked boilerplate. No line means no other company has one like it. This counts text; it does not say how serious a risk is.

As of December 31, 2025, certain trusts created by Elaine P. Wynn owned approximately 9.12% of our outstanding shares of common stock. As a result, the trustees of those trusts, and other individual and/or institutional stockholders that report significant holdings of our common stock from time to time, may be able to exert influence over matters requiring our stockholders’ approval, including any significant corporate transactions that require such approval.

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stock; create dividend and other payment restrictions affecting subsidiaries; and designate restricted and unrestricted subsidiaries.

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New in the latest 10-Q

18 paragraphs in the 10-Q filed Nov 5, 2026 with nothing like them in the 10-Q filed Aug 6, 2026 (at least half the words must differ; new numbers alone do not count). Quoted exactly, grouped by the item heading above them. This is text that changed, not a judgement of how serious it is.

Financial statements and notes

In September 2026, WRF and its subsidiary Wynn Resorts Capital Corp. (together the "WRF Issuers") issued $ 900.0 million aggregate principal amount of 6 7/8% Senior Notes due 2035 (the "2035 WRF Senior Notes") pursuant to an indenture among the WRF Issuers, the guarantors party thereto, and U.S. Bank Trust Company, National Association, as trustee, in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended. WRF used the net proceeds from the issuance of the 2035 WRF Senior Notes, along with cash on hand, to: i) redeem in full the outstanding principal amount of the Wynn Las Vegas 5 1/4% Senior Notes due 2027 (the "2027 WLV Senior Notes") in accordance with the terms and conditions of the 2027 WLV Senior Notes' indenture; and ii) pay fees and expenses related to the issuance of the 2035 WRF Senior Notes and the redemption of the 2027 WLV Senior Notes. In connection with the issuance of the 2035 WRF Senior Notes, the Company recorded $ 4.5 million of original issue discount and $ 9.2 million of debt issuance costs within the Condensed Consolidated Balance Sheet.

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In September 2026, Wynn Las Vegas redeemed $ 900.0 million aggregate principal amount of its 2027 WLV Senior Notes at a price equal to 100.00 % of the principal amount, plus a "make-whole" amount and accrued interest, in accordance with the terms and conditions of its indenture. Included in the $ 900.0 million redemption was $ 20.0 million aggregate principal amount of 2027 WLV Senior Notes held by Wynn Resorts. In connection with the redemption of the 2027 WLV Senior Notes, the Company recognized a loss on debt financing transactions of $ 5.4 million within the accompanying Condensed Consolidated Statement of Operations.

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In July 2026, the Al Marjan Guarantors entered into an interest rate equity contribution agreement ("IRECA") in favor of the Borrower and the Secured Parties which requires the Al Marjan Guarantors to make pro-rata equity contributions to the Borrower in the event there are Hedging Shortfalls, as defined below. Pursuant to the Al Marjan Facility Agreement, the Borrower is required to enter into interest rate hedging agreements with notional amounts equal to 75 % of the aggregate principal amount of indebtedness then outstanding under the Al Marjan Facility (the "Hedging Requirement"). To the extent that the Borrower's interest rate hedging agreements are insufficient to cover the Hedging Requirement, the IRECA requires the Al Marjan Guarantors to provide financial support in the form of equity contributions to the Borrower for unhedged amounts

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when the Emirates Interbank Offered Rate or the Term SOFR rate exceeds 5.0 % and 4.5 %, respectively (the "Hedging Shortfalls").

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In October 2026, Wynn Macau SA and Macau Project Management (No. 2) Limited, a limited liability company established by the Macau government, entered into a subscription agreement (the "Subscription Agreement"), pursuant to which Wynn Macau SA agreed to commit capital investments of up to MOP 1.37 billion (approximately $ 168.9 million) to the Macau SAR Government Guidance Fund No. 2, Limited Partnership Fund (the "Fund"), which was established by the Macau government to support Macau's economic diversification. The amounts to be contributed to the Fund, pursuant to the

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Subscription Agreement and the limited partnership agreement, will constitute non-gaming investment and be applied towards Wynn Macau SA's committed investment obligations under Wynn Macau SA's gaming concession contract.

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Casino revenues decreased primarily due to lower gaming volumes across all of our properties.

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Note: Our casino operations in Macau were closed for a 1-day period in September 2025 due to Typhoon Ragasa.

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Food and beverage expense decreased $3.7 million at Encore Boston Harbor largely due to the closure of certain food and beverage outlets due to an ongoing labor dispute.

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Pre-opening expense decreased $4.6 million, primarily due to lower costs associated with Wynn Al Marjan Island for the three months ended September 30, 2026.

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Note: Our casino operations in Macau were closed for a 1-day period in September 2025 due to Typhoon Ragasa.

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During the nine months ended September 30, 2026, the decrease in cash flows from operating activities was primarily driven by changes in working capital.

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The below table presents proceeds from the issuance, repayments, and repurchases of the specified debt instruments during the nine months ended September 30, 2026 (in thousands):

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Proceeds from issuance Repayments and repurchases WLV 5 1/4% Senior Notes, due 2027 $ — $ 880,000 WRF Credit Facilities: WRF Revolver, due 2030 200,000 — WRF Term Loan, due 2030 — 4,705 WRF 6 7/8% Senior Notes, due 2035 895,500 — Total $ 1,095,500 $ 884,705

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The below table presents proceeds from the issuance, repayments, and repurchases of the specified debt instruments during the nine months ended September 30, 2025 (in thousands):

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In September 2026, WRF issued $900.0 million aggregate principal amount of 6 7/8% Senior Notes due 2035 (the "2035 WRF Senior Notes") in a private offering. WRF used the net proceeds from the issuance of the 2035 WRF Senior Notes, along with cash on hand, to: i) redeem in full the outstanding principal amount of the Wynn Las Vegas 5 1/4% Senior Notes due 2027 (the "2027 WLV Senior Notes") in accordance with the terms and conditions of the 2027 WLV Senior Notes' indenture; and ii) pay fees and expenses related to the issuance of the 2035 WRF Senior Notes and the redemption of the 2027 WLV Senior Notes. Included in the $900.0 million redemption was $20.0 million aggregate principal amount of 2027 WLV Senior Notes held by Wynn Resorts.

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As a result of the financing transactions described in our discussion of capital resources above, our long-term debt obligations decreased by $880.0 million in 2027 and increased by $900.0 million in 2035. Our annual fixed payments are expected to decrease $12.2 million in 2026, and increase $39.3 million in 2027, $61.9 million in each of 2028, 2029, and 2030, and $278.4 million thereafter.

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In October 2026, Wynn Macau SA and Macau Project Management (No. 2) Limited, a limited liability company established by the Macau government, entered into a subscription agreement (the "Subscription Agreement"), pursuant to which Wynn Macau SA agreed to commit capital investments of up to MOP1.37 billion (approximately $168.9 million) to the Macau SAR Government Guidance Fund No. 2, Limited Partnership Fund (the "Fund"), which was established by the Macau government to support Macau's economic diversification. The amounts to be contributed to the Fund, pursuant to the Subscription Agreement and the limited partnership agreement, will constitute non-gaming investment and be applied towards Wynn Macau SA's committed investment obligations under Wynn Macau SA's gaming concession contract.

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The 10-Q's risk factors against the 10-K

Item 1A of the 10-Q filed Nov 5, 2026 against Item 1A of the 10-K filed Mar 2, 2026. A 10-Q repeats only the risks that changed, so a 10-K paragraph that is missing from it is not counted as removed. Added is a paragraph with nothing like it in the 10-K, Reworded a sentence that is in both with several words changed, Quiet changes a sentence in both where one to four words changed and one is a hedge or a modal (cut words struck through, new words highlighted and underlined). Text on the page, not a score; each links to the filing at sec.gov.

What the 10-Q itself says about its risk factors:
A description of our risk factors can be found in Item 1A, Part I of our Annual Report on Form 10-K for the year ended December 31, 2025. There were no material changes to those risk factors during the nine months ended September 30, 2026.

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1 paragraph in the 10-Q's Item 1A, and none of them adds, rewords or quietly edits a paragraph of the 10-K's.