0001104659-16-116823.txt : 20160502
0001104659-16-116823.hdr.sgml : 20160502
20160502213433
ACCESSION NUMBER: 0001104659-16-116823
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160429
FILED AS OF DATE: 20160502
DATE AS OF CHANGE: 20160502
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Red Rock Resorts, Inc.
CENTRAL INDEX KEY: 0001653653
STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011]
IRS NUMBER: 475081182
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1505 SOUTH PAVILION CENTER DRIVE
CITY: LAS VEGAS
STATE: NV
ZIP: 89135
BUSINESS PHONE: 7024953000
MAIL ADDRESS:
STREET 1: 1505 SOUTH PAVILION CENTER DRIVE
CITY: LAS VEGAS
STATE: NV
ZIP: 89135
FORMER COMPANY:
FORMER CONFORMED NAME: Station Casinos Corp.
DATE OF NAME CHANGE: 20150921
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HASKINS RICHARD J
CENTRAL INDEX KEY: 0001265147
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37754
FILM NUMBER: 161613422
4
1
a4.xml
4
X0306
4
2016-04-29
0
0001653653
Red Rock Resorts, Inc.
RRR
0001265147
HASKINS RICHARD J
C/O RED ROCK RESORTS, INC.
1505 SOUTH PAVILION CENTER DRIVE
LAS VEGAS
NV
89135
0
1
0
0
President
Class A Common Stock
2016-04-29
4
A
0
38461
0
A
38461
D
Class B Common Stock
2016-05-02
4
J
0
1281757
0.0000
A
1281757
D
Stock Option
19.50
2016-04-29
4
A
0
125000
0
A
2023-05-02
Class A Common Stock
125000
125000
D
LLC Units
2016-05-02
4
J
0
1281757
A
Class A Common Stock
1281757
1281757
D
Represents a restricted stock award (the "Restricted Stock Award") pursuant to the Issuer's 2016 Equity Incentive Plan. The Restricted Stock Award vests 50% per year on each of the third and fourth anniversaries of May 2, 2016, subject to the Reporting Person's continued service with the Registrant.
In the reorganization of Station Holdco LLC ("Station Holdco") and the creation of the Issuer as a public holding company for Station Holdco (the "Reorganization"), shares of the Class B common stock, par value $0.00001 per share, of the Issuer (the "Class B Shares") were issued and sold at par value to the holders prior to the Reorganization of the membership interests in Station Holdco. One Class B share was issued and sold for each unit of membership interest in Station Holdco (the "LLC Units") received in the Reorganization. Pursuant to the Issuer's Amended and Restated Certificate of Incorporation filed in connection with the Reorganization, the Class B Shares (i) confer no economic rights on the holders thereof, (ii) only confer voting rights on the holders thereof and (iii) may only be issued to the permitted holders of LLC Units.
Represents a stock option award (the "Stock Option Award") pursuant to the Issuer's 2016 Equity Incentive Plan. The Stock Option Award vests in four equal annual installments beginning on May 2, 2017, subject to the Reporting Person's continued service with the Registrant.
On May 2, 2016, immediately prior to the consummation of the initial public offering of the Issuer, the Limited Liability Agreement of Station Holdco LLC was amended and restated and the parties thereto entered into an Exchange Agreement pursuant to which the LLC Units became exchangeable (together with a corresponding number of Class B Shares) at any time and from time to time for an equal number of shares of the Issuer's Class A Common Stock or, at the election of the Issuer, cash. The acquisition of the derivative securities resulting from the execution of Exchange Agreement and the amended and restated Limited Liability Company of Station Holdco was exempt from Section 16 of the Securities Exchange Act of 1934, as amended, The LLC Units have no expiration date. The implied value of the LLC Units at the time of the amendment and restatement of the Limited Liability Company Agreement and the execution of the Exchange Agreement was $19.50.
/s/ Matthew L. Heinhold, Attorney-in-Fact for Richard J. Haskins
2016-05-02