BOYD GAMING CORP — Director's Dealing 2014

Dec 9, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOYD GAMING CORP (BYD)
CIK: 0000906553
Period of Report: 2014-12-07

Reporting Person: LARSON BRIAN A (Executive V.P. and Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-07	Common Stock	F	5860	$12.49	Disposed	139935	Direct
2014-12-08	Common Stock	S	16071	$12.33	Disposed	123864	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4000	Indirect

Footnotes

F1: Shares sold to pay income taxes in connection with the vesting of restricted stock units under the 2002 Stock Incentive Plan.

F2: This transaction was executed in multiple trades at prices ranging from $12.29 to $12.39. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: IRA FBO Brian A. Larson Sunamerica Trust Co., Custodian.