UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
FORM
_____________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event Reported):
(Exact Name of Registrant as Specified in Charter)
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(State or Other Jurisdiction of Incorporation) |
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(Address of Principal Executive Offices) (Zip Code)
(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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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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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:
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Name of each exchange on which registered |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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.
Red Rock Resorts, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on June 3, 2021, at which shareholders voted on the matters set forth below.
Proposal 1: Election of Directors
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Nominee |
For |
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Withheld |
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Frank J. Fertitta III |
505,962,400 |
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8,968,230 |
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Lorenzo J. Fertitta |
505,658,097 |
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9,272,533 |
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Robert A. Cashell, Jr. |
485,085,388 |
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29,845,242 |
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Robert E. Lewis |
499,745,520 |
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15,185,110 |
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James E. Nave, D.V.M. |
499,756,823 |
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15,173,807 |
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Broker Non-Votes: 4,470,938 for each of Mr. Fertitta, Mr. 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
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For |
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Against |
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Abstain |
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511,060,493 |
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3,819,835 |
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50,302 |
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Broker Non-Votes: 4,470,938 |
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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, 2021
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For |
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Against |
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Abstain |
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519,360,443 |
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21,354 |
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19,771 |
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Broker Non-Votes: 0 |
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The foregoing Proposal 3 was approved. |
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Proposal 4: Shareholder proposal regarding the elimination of the Company’s dual-class share structure
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For |
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Against |
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Abstain |
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43,758,349 |
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471,072,206 |
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100,075 |
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Broker Non-Votes: 4,470,938 |
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The foregoing Proposal 4 was not approved. |
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
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Exhibit No. |
Description |
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104 |
Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) |
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.
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RED ROCK RESORTS, INC. |
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Date: June 7, 2021 |
By: /s/ Stephen L. Cootey |
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Stephen L. Cootey |
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Executive Vice President, Chief Financial Officer and Treasurer |
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