- Initial Statement of Beneficial Ownership (3)
19 Dezembro 2011 - 7:27PM
Edgar (US Regulatory)
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Expires:
November 30, 2011
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
NORDLING CHRISTOPHER W
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2. Date of Event Requiring Statement (MM/DD/YYYY)
12/9/2011
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3. Issuer Name
and
Ticker or Trading Symbol
MGM Resorts International [MGM]
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(Last)
(First)
(Middle)
3600 LAS VEGAS BLVD., S.
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
EVP OPERATIONS /
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(Street)
LAS VEGAS, NV 89109
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
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X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock $.01 Par Value ND
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8717
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Emp Stk Option (Right to Buy)
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2/27/2004
(1)
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2/16/2013
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Common Stock $.01 Par Value ND
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172000
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$12.74
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D
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Emp Stk Option (Right to Buy)
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5/3/2006
(2)
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5/2/2012
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Common Stock $.01 Par Value ND
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160000
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$34.05
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D
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Employee Stock Appreciation Rights
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10/6/2009
(3)
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10/5/2015
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Common Stock $.01 Par Value ND
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30000
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$19.00
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D
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Employee Stock Appreciation Rights
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10/5/2010
(4)
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10/5/2016
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Common Stock $.01 Par Value ND
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30000
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$11.54
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D
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Employee Stock Appreciation Rights
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10/4/2011
(5)
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10/4/2017
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Common Stock $.01 Par Value ND
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30000
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$11.36
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D
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Employee Stock Appreciation Rights
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10/3/2012
(6)
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10/3/2018
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Common Stock $.01 Par Value ND
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30000
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$8.23
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D
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Restricted Stock Units
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10/6/2009
(7)
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(8)
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Common Stock $.01 Par Value ND
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750
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$0
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D
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Restricted Stock Units
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10/5/2010
(9)
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(8)
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Common Stock $.01 Par Value ND
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2000
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$0
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D
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Restricted Stock Units
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10/4/2011
(10)
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(8)
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Common Stock $.01 Par Value ND
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3000
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$0
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D
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Restricted Stock Units
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10/3/2012
(11)
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(8)
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Common Stock $.01 Par Value ND
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4000
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$0
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D
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Explanation of Responses:
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(
1)
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Fully vested employee stock options granted under MGM Resorts International 1997 Nonqualified Stock Option Plan.
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(
2)
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Fully vested employee stock options granted under the MGM Resorts International Amended and Restated 2005 Omnibus Incentive Plan.
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(
3)
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Stock Appreciation Rights granted under the MGM Resorts International Amended and Restated 2005 Omnibus Incentive Plan. 22,500 of these SARs have vested. The remaining 7,500 SARs are scheduled to vest on October 6, 2012.
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(
4)
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Stock Appreciation Rights granted under the MGM Resorts International Amended and Restated 2005 Omnibus Incentive Plan. 15,000 of these SARs have vested. Half of the remaining 15,000 SARs are scheduled to vest on each of October 5, 2012 and October 5, 2013.
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(
5)
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Stock Appreciation Rights granted under the MGM Resorts International Amended and Restated 2005 Omnibus Incentive Plan. 7,500 of these SARs have vested. The remaining 22,500 SARs are scheduled to vest in equal installments of 7,500 SARs on each of October 4, 2012, October 4, 2013, and October 4, 2014.
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(
6)
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Stock Appreciation Rights granted under the MGM Resorts International Amended and Restated 2005 Omnibus Incentive Plan. None of these SARs have vested. 7,500 SARs are scheduled to vest on each of October 3, 2012, October 3, 2013, October 3, 2014 and October 3, 2015.
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(
7)
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RSUs granted under the MGM Resorts International Amended and Restated 2005 Omnibus Incentive Plan. Each RSU represents the right to recieve, following vesting, one share of Common Stock. The 750 RSUs are scheduled to vest on October 6, 2012.
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(
8)
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RSUs do not have an expiration date.
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(
9)
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RSUs granted under the MGM Resorts International Amended and Restated 2005 Omnibus Incentive Plan. Each RSU represents the right to recieve, following vesting, one share of Common Stock. 1,000 RSUs are scheduled to vest on each of October 5, 2012 and October 5, 2013.
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(
10)
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RSUs granted under the MGM Resorts International Amended and Restated 2005 Omnibus Incentive Plan. Each RSU represents the right to recieve, following vesting, one share of Common Stock. 1,000 RSUs are scheduled to vest on each of October 4, 2012, October 4, 2013 and October 4, 2014.
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(
11)
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RSUs granted under the MGM Resorts International Amended and Restated 2005 Omnibus Incentive Plan. Each RSU represents the right to recieve, following vesting, one share of Common Stock. 1,000 RSUs are scheduled to vest on each of October 3, 2012, October 3, 2013, October 3, 2014 and October 3, 2015.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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NORDLING CHRISTOPHER W
3600 LAS VEGAS BLVD., S.
LAS VEGAS, NV 89109
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EVP OPERATIONS
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Signatures
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Andrew Hagopian, III, Attorney-In-Fact
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12/19/2011
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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