Red Rock Resorts, Inc.

8-K · d96272d8k.htm

0001653653 2026-06-04 2026-06-04
  
  
 UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 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): June 4, 2026
  
  

 RED ROCK RESORTS, INC.
 (Exact name of registrant as specified in its charter)
  
  

  

 Delaware
  
 001-37754
  
 47-5081182

 (State or other jurisdiction
of incorporation)
  
 (Commission
 File Number)

  
 (IRS Employer
Identification No.)

 1505 South Pavilion Center Drive , Las Vegas , Nevada 89135
 (Address of Principal Executive Offices) (Zip Code)
 702 - 495-3000
 (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 (see General Instruction A.2. below):
  

 ☐
 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  

 ☐
 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

  

 ☐
 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  

 ☐
 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 Securities registered pursuant to Section 12(b) of the Act:
  

 Title of each class

  
 Trading
Symbol(s)

  
 Name of each exchange
 on which registered

 Class A Common Stock, $0.01 par value
  
 RRR
  
 NASDAQ Stock Market

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 Emerging growth company ☐
 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
  
  
  

 Item 5.07. Submission of Matters to a Vote of Security Holders.
 The Company held its Annual Meeting of Stockholders (the “Annual Meeting”) on June 4, 2026, at which stockholders voted on the matters set forth below.
 Proposal 1: Election of Directors
  

 Nominee
   
 For
  
   
 Withheld
  

 Frank J. Fertitta III

   
  
 493,503,377
  
   
  
 6,229,062
  

 Lorenzo J. Fertitta

   
  
 490,785,883
  
   
  
 8,946,556
  

 Robert A. Cashell, Jr.

   
  
 482,161,756
  
   
  
 17,570,683
  

 Robert E. Lewis

   
  
 480,681,195
  
   
  
 19,051,244
  

 James E. Nave, D.V.M.

   
  
 482,867,580
  
   
  
 16,864,859
  

 Broker Non-Votes: 4,140,988 for each of Mr. Fertitta III, Mr. L. Fertitta, Mr. Cashell, Mr. Lewis and Dr. Nave.
 Each of the foregoing directors was elected and received the affirmative vote of a majority of the votes cast at the Annual Meeting at which a quorum was present.
 Proposal 2: “Say-on-pay” non-binding advisory vote
  

 For

  
 Against

  
 Abstain

 491,689,658
  
 8,011,727
  
 31,054

 Broker Non-Votes: 4,140,988
 The foregoing Proposal 2 was approved on an advisory basis.
 Proposal 3: Ratification of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026
  

 For

  
 Against

  
 Abstain

 503,766,113
  
 99,490
  
 7,824

 Broker Non-Votes: 0
 The foregoing Proposal 3 was approved.

  
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 SIGNATURE
 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 hereunto duly authorized.
  

  

  

  
 Red Rock Resorts, Inc.

 Date: June 8, 2026
  

  

  
 /s/ Stephen L. Cootey

  

  

  
 By:
  
 Stephen L. Cootey

  

  

  
 Title:
  
 Executive Vice President, Chief Financial Officer
 and Treasurer

  
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