wynn8k.htm
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):
November
7, 2007
Wynn
Resorts, Limited
(Exact
Name of Registrant as specified in Charter)
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Nevada
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000-50028
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46-0484987
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
Number)
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3131
Las Vegas Boulevard South
Las
Vegas, Nevada 89109
(Address
of principal executive offices) (Zip Code)
(702)
770-7555
(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))
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Item
1.01. Entry into a Material Definitive
Agreement.
On
November 7, 2007, Wynn International Marketing Limited Hong Kong Branch (“WIML”)
an Isle of Man company registered as a foreign branch in Hong Kong and wholly
owned subsidiary of Wynn Resorts, Limited (“WRL”), entered into an amended
employment agreement with Ian Michael Coughlan, the President and General
Manager of Wynn Resorts (Macau) SA. The agreement supersedes and replaces Mr.
Coughlan’s previous employment agreement with WIML dated as of September 6,
2006, and is effective as of July 4, 2007. The agreement terminates on July
6,
2012. The agreement provides for a base salary of US$750,000 per year and a
discretionary bonus of up to 100% of base salary for 2007. Starting in 2008,
Mr.
Coughlan will be eligible to receive a bonus as determined in accordance with
WRL’s Annual Performance Based Incentive Plan for Executive
Officers.
The
agreement provides that Mr. Coughlan will be entitled to (i) participate, to
the
extent that he is otherwise eligible, in all employee benefit plans that WIML
maintains for its executives; and (ii) receive reimbursement for reasonable
business expenses. Under the agreement, WIML has agreed to provide Mr. Coughlan
with a housing allowance for himself and his immediate family while living
in
Macau and the use of an automobile in Macau.
If
Mr. Coughlan is terminated without “cause,” or if he terminates his employment
upon a material breach of the agreement by WIML, or for “good reason” following
a “change of control” (as these terms are defined in the agreement), WIML will
pay Mr. Coughlan a separation payment in a lump sum equal to the sum of the
following: (a) his base salary for the remainder of the term of the employment
agreement, but not less than one year of his base salary; and (b) a pro-rated
amount of any bonus that might otherwise have been paid to Mr. Coughlan for
any
period that would have concluded during the remainder of the term of the
agreement. Additionally, Mr. Coughlan will be entitled to receive, for the
remainder of the term of the employment agreement, health benefits coverage
for
himself and his dependents under the same plan(s) or arrangement(s) under which
he was covered immediately before his termination, or plan(s) established or
arrangement(s) provided by WIML or any of its affiliates
thereafter.
If
Mr. Coughlan’s employment terminates for any other reason before the expiration
of the term (e.g., because of his death, disability, discharge for cause or
revocation of gaming license), WIML will pay him only his base salary and any
accrued but unpaid vacation pay through the termination date.
Item
9.01. Financial Statements and Exhibits.
(d) Exhibits
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10.1
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Amended
and Restated Employment Agreement, dated as of July 4, 2007, by and
between Wynn International Marketing, Ltd. and Ian Michael
Coughlin.
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SIGNATURES
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 thereunto
duly authorized.
Date:November
8, 2007
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WYNN
RESORTS, LIMITED
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By:
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/s/
John Strzemp
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John
Strzemp
Chief
Financial Officer
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