WYNN RESORTS LTD — Director's Dealing 2012

Nov 1, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WYNN RESORTS LTD (WYNN)
CIK: 0001174922
Period of Report: 2012-10-29

Reporting Person: GOLDSMITH RUSSELL D (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-10-29	Common Stock, par value $0.01 per share	M	2000	$47.12	Acquired	5500	Direct
2012-10-29	Common Stock, par value $0.01 per share	M	1000	$84.28	Acquired	6500	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-10-29	Stock Options (right to buy)	$47.12	M	2000	Disposed	2019-05-06	Common Stock, par value $0.01 per share (2000)	Direct
2012-10-29	Stock Options (right to buy)	$84.28	M	1000	Disposed	2020-05-11	Common Stock, par value $0.01 per share (1000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01 per share	20700	Indirect
Common Stock, par value $0.01 per share	1500	Indirect
Common Stock, par value $0.01 per share	1000	Indirect
Common Stock, par value $0.01 per share	1300	Indirect

Footnotes

F1: The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein, if any.

F2: Shares are held in a trust for which Mr. Goldsmith is trustee and certain members of Mr. Goldsmith's immediate family are beneficiaries.

F3: Options vest 10% per year on each anniversary of the date of grant (May 6, 2009) for the first four years, with the remaining 60% vesting on the five year anniversary of the date of grant; provided, that if the reporting person ceases to be a director of the Company any options that are unvested at such time will be forfeited.

F4: Options vest 20% per year on each anniversary of the date of grant (May 11, 2010); provided, that if the reporting person ceases to be a director of the Company any options that are unvested at such time will be forfeited.