BOYD GAMING CORP — Director's Dealing 2016

Jun 7, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOYD GAMING CORP (BYD)
CIK: 0000906553
Period of Report: 2016-06-03

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-06-03	Common Stock	M	12755	$5.22	Acquired	166559	Direct
2016-06-03	Common Stock	S	12755	$19.5179	Disposed	153804	Direct
2016-06-03	Common Stock	M	25510	$9.86	Acquired	179314	Direct
2016-06-03	Common Stock	S	25510	$19.5179	Disposed	153804	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-06-03	Employee Stock Option (Right to Buy)	$5.22	M	12755	Disposed	2022-11-08	Common Stock (12755)	Direct
2016-06-03	Employee Stock Option (Right to Buy)	$9.86	M	25510	Disposed	2023-11-07	Common Stock (25510)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4000	Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $19.50 to $19.545. 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.

F2: Options granted under Boyd Gaming Corporation 2012 Flexible Stock Option Plan. Vesting plan calls for options to become exercisable at the rate of 33.333% per year on the first day of each successive 12 month period commencing one year from grant date.

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