Pay vs Performance Disclosure - USD ($)
Jan. 06, 2021
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
— 2025 PAY-VERSUS-PERFORMANCE TABLE
The following table provides information regarding compensation earned, compensation actually paid, total shareholder
return (“TSR”), net income (loss) and Adjusted Property EBITDA, our most important financial measure used in determining
compensation during the year ended December 31, 2025 (and the prior years shown in the table) for our Principle Executive
Officer (“PEO”) and our non-PEO NEOs (“Non-PEO NEOs”):
VALUE OF INITIAL FIXED $100 INVESTMENT BASED ON | ||||||||||
YEAR | SUMMARY COMPENSATION TABLE TOTAL FOR FIRST PEO(1) | SUMMARY COMPENSATION TABLE TOTAL FOR SECOND PEO(1) | COMPENSATION ACTUALLY PAID TO FIRST PEO(1) | COMPENSATION ACTUALLY PAID TO SECOND PEO(1) | AVERAGE SUMMARY COMPENSATION TABLE TOTAL FOR NON-PEO NEOS(1) | AVERAGE COMPENSATION ACTUALLY PAID TO NON-PEO NEOS(1) | LVS TSR(2) | PEER GROUP TSR (DJ U.S. GAMBLING INDEX)(3) | NET INCOME (LOSS)(4) | ADJUSTED PROPERTY EBITDA(5) |
(i) | (ii) | (in millions) | ||||||||
2025 | N/A | $31,109,661 | N/A | $27,592,092 | $9,956,375 | $13,289,776 | $114 | $82 | $1,866 | $5,232 |
2024 | N/A | $21,851,773 | N/A | $23,165,554 | $9,283,239 | $10,486,368 | $78 | $76 | $1,752 | $4,379 |
2023 | N/A | $21,937,818 | N/A | $12,534,003 | $11,315,608 | $8,825,639 | $73 | $76 | $1,431 | $4,085 |
2022 | N/A | $11,410,263 | N/A | $40,267,303 | $5,634,384 | $14,578,252 | $71 | $58 | $1,357 | $732 |
2021 | $5,784,936 | $31,204,900 | $5,393,584 | $8,426,900 | $12,095,245 | $12,806,858 | $56 | $78 | $(1,276) | $786 |
(1)Mr. Adelson passed away on January 11, 2021. Prior to the passing of Mr. Adelson, Mr. Goldstein was appointed as Acting Chairman
and Acting CEO on January 7, 2021 and, subsequent to Mr. Adelson’s passing, became Chairman and CEO on January 26, 2021.
Prior to Mr. Goldstein’s appointment, he served as President and Chief Operating Officer. Our PEOs and Non-PEO NEOs for the
years shown in the table above were as follows:
•For 2022 through 2025: Mr. Goldstein served as our PEO and Mr. Dumont, Mr. Hyzak and Mr. Hudson served as our Non-PEO
NEOs.
•For 2021: Mr. Adelson and Mr. Goldstein served as our PEOs and Mr. Dumont, Mr. Hyzak and Mr. Hudson served as our Non-
PEO NEOs.
(2)Cumulative TSR is calculated by dividing (A) the sum of the cumulative amount of dividends (if any) for the measurement period
beginning December 31, 2020 (determined in accordance with Item 402(v) of Regulation S-K), assuming dividend reinvestment, and
the difference between the Company’s Common Stock price at the end and the beginning of the measurement period, by (B) our
Common Stock price at the beginning of the measurement period.
(3)For purposes of this disclosure, our peer group, the DJ U.S. Gambling Index, is the same peer group used for purposes of the
performance graph included in the Company’s Annual Report on Form 10-K for each of the fiscal years ended December 31, 2025
through 2021.
(4)In 2022, the Company had a net loss from continuing operations of $1.54 billion, which excludes the net income from the Las Vegas
operations as that is disclosed as a discontinued operation. The Las Vegas operations included a gain on the sale of $2.85 billion.
(5)Refer to Annex A, which includes a reconciliation of non-GAAP Adjusted Property EBITDA to net income.
The following table provides the adjustments relating to equity awards made to the Summary Compensation Table total to
obtain the compensation actually paid for the years indicated for our NEOs:
NOTE | YEAR | SUMMARY COMPENSATION TABLE TOTAL | LESS: GRANT DATE FAIR VALUE OF EQUITY AWARDS INCLUDED IN SUMMARY COMPENSATION TABLE | YEAR-END FAIR VALUE OF EQUITY GRANTED DURING THE APPLICABLE YEAR (OUTSTANDING AND UNVESTED AS OF YEAR-END) | CHANGE IN FAIR VALUE AS OF YEAR- END OF EQUITY AWARDS GRANTED IN PRIOR YEARS (OUTSTANDING & UNVESTED AS OF YEAR-END) | CHANGE IN FAIR VALUE AS OF THE VESTING DATE OF EQUITY AWARDS THAT VESTED DURING THE APPLICABLE YEAR | COMPENSATION ACTUALLY PAID |
(i) | Robert G. Goldstein | ||||||
2025 | $31,109,661 | $(18,448,329) | $12,853,518 | $2,832,870 | $(755,627) | $27,592,092 | |
(ii) | Non-PEO NEOs (Average) | ||||||
2025 | $9,956,375 | $(2,942,301) | $4,262,506 | $2,216,635 | $(203,439) | $13,289,776 | |
The Company does not have any defined benefit or pension plans. Additionally, the Company did not have any of the
following adjustments per Item 402(v)(2)(C)(1) of Regulation S-K occur in the relevant fiscal periods:
—awards that are granted and vest in the same fiscal year;
—awards granted in prior years that were determined to fail to meet the applicable vesting conditions during the
covered fiscal year; and
—dollar value of any dividends or other earnings paid on stock or option awards in the covered fiscal year prior to the
vesting date that were not otherwise reflected in the fair value of such award or included in any other component of
total compensation for the covered fiscal year.
The year-end and vesting date fair values of the equity awards in the foregoing table are calculated in accordance with ASC
Topic 718. Grant date fair values of stock options are calculated based on the Black-Scholes option pricing model as of the
grant date; adjustments have been made using stock option fair values as of each measurement date using the stock price
as of the measurement date and updated assumptions (i.e., term, volatility, dividend yield and risk free rates) as of the
measurement date. Grant date fair values for restricted stock units are calculated using the stock price as of the grant date;
adjustments have been made using the stock price as of fiscal year end and as of each vesting date.
As a significant amount of the values in the adjustments made to the Summary Compensation Table total for equity awards
for our PEO and our Non-PEOs are required by the SEC to be based on our stock price as the last day of the fiscal year or
the vesting date, the values could have been materially different if other dates were selected.
NEOs.
•For 2021: Mr. Adelson and Mr. Goldstein served as our PEOs and Mr. Dumont, Mr. Hyzak and Mr. Hudson served as our Non-
PEO NEOs.
performance graph included in the Company’s Annual Report on Form 10-K for each of the fiscal years ended December 31, 2025
through 2021.
obtain the compensation actually paid for the years indicated for our NEOs:
NOTE | YEAR | SUMMARY COMPENSATION TABLE TOTAL | LESS: GRANT DATE FAIR VALUE OF EQUITY AWARDS INCLUDED IN SUMMARY COMPENSATION TABLE | YEAR-END FAIR VALUE OF EQUITY GRANTED DURING THE APPLICABLE YEAR (OUTSTANDING AND UNVESTED AS OF YEAR-END) | CHANGE IN FAIR VALUE AS OF YEAR- END OF EQUITY AWARDS GRANTED IN PRIOR YEARS (OUTSTANDING & UNVESTED AS OF YEAR-END) | CHANGE IN FAIR VALUE AS OF THE VESTING DATE OF EQUITY AWARDS THAT VESTED DURING THE APPLICABLE YEAR | COMPENSATION ACTUALLY PAID |
(i) | Robert G. Goldstein | ||||||
2025 | $31,109,661 | $(18,448,329) | $12,853,518 | $2,832,870 | $(755,627) | $27,592,092 | |
(ii) | Non-PEO NEOs (Average) | ||||||
2025 | $9,956,375 | $(2,942,301) | $4,262,506 | $2,216,635 | $(203,439) | $13,289,776 | |
The Company does not have any defined benefit or pension plans. Additionally, the Company did not have any of the
following adjustments per Item 402(v)(2)(C)(1) of Regulation S-K occur in the relevant fiscal periods:
—awards that are granted and vest in the same fiscal year;
—awards granted in prior years that were determined to fail to meet the applicable vesting conditions during the
covered fiscal year; and
—dollar value of any dividends or other earnings paid on stock or option awards in the covered fiscal year prior to the
vesting date that were not otherwise reflected in the fair value of such award or included in any other component of
total compensation for the covered fiscal year.
The year-end and vesting date fair values of the equity awards in the foregoing table are calculated in accordance with ASC
Topic 718. Grant date fair values of stock options are calculated based on the Black-Scholes option pricing model as of the
grant date; adjustments have been made using stock option fair values as of each measurement date using the stock price
as of the measurement date and updated assumptions (i.e., term, volatility, dividend yield and risk free rates) as of the
measurement date. Grant date fair values for restricted stock units are calculated using the stock price as of the grant date;
adjustments have been made using the stock price as of fiscal year end and as of each vesting date.
As a significant amount of the values in the adjustments made to the Summary Compensation Table total for equity awards
for our PEO and our Non-PEOs are required by the SEC to be based on our stock price as the last day of the fiscal year or
the vesting date, the values could have been materially different if other dates were selected.
obtain the compensation actually paid for the years indicated for our NEOs:
NOTE | YEAR | SUMMARY COMPENSATION TABLE TOTAL | LESS: GRANT DATE FAIR VALUE OF EQUITY AWARDS INCLUDED IN SUMMARY COMPENSATION TABLE | YEAR-END FAIR VALUE OF EQUITY GRANTED DURING THE APPLICABLE YEAR (OUTSTANDING AND UNVESTED AS OF YEAR-END) | CHANGE IN FAIR VALUE AS OF YEAR- END OF EQUITY AWARDS GRANTED IN PRIOR YEARS (OUTSTANDING & UNVESTED AS OF YEAR-END) | CHANGE IN FAIR VALUE AS OF THE VESTING DATE OF EQUITY AWARDS THAT VESTED DURING THE APPLICABLE YEAR | COMPENSATION ACTUALLY PAID |
(i) | Robert G. Goldstein | ||||||
2025 | $31,109,661 | $(18,448,329) | $12,853,518 | $2,832,870 | $(755,627) | $27,592,092 | |
(ii) | Non-PEO NEOs (Average) | ||||||
2025 | $9,956,375 | $(2,942,301) | $4,262,506 | $2,216,635 | $(203,439) | $13,289,776 | |
The Company does not have any defined benefit or pension plans. Additionally, the Company did not have any of the
following adjustments per Item 402(v)(2)(C)(1) of Regulation S-K occur in the relevant fiscal periods:
—awards that are granted and vest in the same fiscal year;
—awards granted in prior years that were determined to fail to meet the applicable vesting conditions during the
covered fiscal year; and
—dollar value of any dividends or other earnings paid on stock or option awards in the covered fiscal year prior to the
vesting date that were not otherwise reflected in the fair value of such award or included in any other component of
total compensation for the covered fiscal year.
The year-end and vesting date fair values of the equity awards in the foregoing table are calculated in accordance with ASC
Topic 718. Grant date fair values of stock options are calculated based on the Black-Scholes option pricing model as of the
grant date; adjustments have been made using stock option fair values as of each measurement date using the stock price
as of the measurement date and updated assumptions (i.e., term, volatility, dividend yield and risk free rates) as of the
measurement date. Grant date fair values for restricted stock units are calculated using the stock price as of the grant date;
adjustments have been made using the stock price as of fiscal year end and as of each vesting date.
As a significant amount of the values in the adjustments made to the Summary Compensation Table total for equity awards
for our PEO and our Non-PEOs are required by the SEC to be based on our stock price as the last day of the fiscal year or
the vesting date, the values could have been materially different if other dates were selected.
well as (b) the relationship between the compensation actually paid to our NEOs and our TSR over the same period.
*Represents Mr. Adelson and Mr. Goldstein as PEOs for 2021 (using the sum of the compensation actually paid
to both of them), and Mr. Goldstein as PEO for 2022, 2023, 2024 and 2025.
(loss) and Adjusted Property EBITDA in the annual periods from 2021 to 2025, inclusive.
*Represents Mr. Adelson and Mr. Goldstein as PEOs for 2021 (using the sum of the compensation actually paid
to both of them), and Mr. Goldstein as PEO for 2022, 2023, 2024 and 2025.
†In 2022, the Company had a net loss from continuing operations of $1.54 billion, which excludes the net
income from the Las Vegas operations as that was disclosed as a discontinued operation. The Las Vegas
operations included a gain on the sale of $2.85 billion.
(loss) and Adjusted Property EBITDA in the annual periods from 2021 to 2025, inclusive.
*Represents Mr. Adelson and Mr. Goldstein as PEOs for 2021 (using the sum of the compensation actually paid
to both of them), and Mr. Goldstein as PEO for 2022, 2023, 2024 and 2025.
†In 2022, the Company had a net loss from continuing operations of $1.54 billion, which excludes the net
income from the Las Vegas operations as that was disclosed as a discontinued operation. The Las Vegas
operations included a gain on the sale of $2.85 billion.
well as (b) the relationship between the compensation actually paid to our NEOs and our TSR over the same period.
*Represents Mr. Adelson and Mr. Goldstein as PEOs for 2021 (using the sum of the compensation actually paid
to both of them), and Mr. Goldstein as PEO for 2022, 2023, 2024 and 2025.
The following table lists the most important performance measures that we use to link executive compensation actually paid
for our NEOs during the year ended December 31, 2025 to the Company’s performance:
PERFORMANCE MEASURE | WHY MEASURE IS CONSIDERED IMPORTANT | |
Adjusted Property EBITDA(1) | This metric highlights our profitability, our effectiveness at cost control and the success of our capital allocation decisions as they relate to our mix of business and the resulting operating cash generation. We believe Adjusted Property EBITDA is the most relevant metric by which to measure market share in each of our key jurisdictions and is the single most important financial metric by which we measure the effectiveness of our NEOs. | |
Liquidity | Maintaining a strong balance sheet and the availability of funds to fulfill our growth and capital investment ambitions is key to our short- and long-term growth. | |
ESG | ESG leadership is important to the Company and we also recognize the importance of ESG to all of our stakeholders, including stockholders. As such, we believe it is appropriate to ensure we continue to improve our ESG performance by tying elements of NEOs’ compensation to measurable ESG goals. | |