BOYD GAMING CORP — Director's Dealing 2021

Mar 1, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOYD GAMING CORP (BYD)
CIK: 0000906553
Period of Report: 2021-02-26

Reporting Person: JOHNSON MARIANNE BOYD (Director, Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-26	Common Stock	M	17508	$19.98	Acquired	116517	Direct
2021-02-26	Common Stock	S	17508	$56.5128	Disposed	99009	Direct
2021-02-26	Common Stock	M	15550	$17.75	Acquired	114559	Direct
2021-02-26	Common Stock	S	15550	$56.5128	Disposed	99009	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-26	Employee Stock Option (Right to Buy)	$19.98	M	17508	Disposed	2025-10-29	Common Stock (17508)	Direct
2021-02-26	Employee Stock Option (Right to Buy)	$17.75	M	15550	Disposed	2026-11-08	Common Stock (15550)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	40461	Indirect
Common Stock	39171	Indirect
Common Stock	38971	Indirect
Common Stock	25063	Indirect
Common Stock	90964	Indirect
Common Stock	4047040	Indirect
Common Stock	1100000	Indirect
Common Stock	1735778	Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $55.480 to $58.00. 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's 2012 Stock Incentive 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: By Marianne Boyd Johnson as Trustee of the Taylor Joseph Boyd Education Trust Dated 7/1/97.

F4: By Marianne Boyd Johnson as Trustee of the William Samuel Boyd Education Trust Dated 7/1/97.

F5: By Marianne Boyd Johnson as Trustee of the Josef William Boyd Education Trust Dated 7/1/97.

F6: By Marianne Boyd Johnson as Trustee of the Justin Boyd Education Trust Dated 11/1/99.

F7: By the Johnson Children's Trust Dated 6/24/96, Bruno Mark, Trustee.

F8: By BG-00 Limited Partnership, of which the Marianne Boyd Gaming Properties Trust, of which the reporting person is the trustee, settlor and beneficiary, is the general partner thereof.

F9: By BG-SUB, LLCof which Marianne Boyd Johnson is the managing member thereof.

F10: By the Marianne E. Boyd Johnson Gaming PropertiesTrust, of which the reporting person is the Trustee, Settlor and Beneficiary, excluding shares held by BG-00 Limited Partnership, which are included in note (8) hereof.