WYNN RESORTS LTD — Director's Dealing 2014

Feb 5, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WYNN RESORTS LTD (WYNN)
CIK: 0001174922
Period of Report: 2014-02-04

Reporting Person: STRZEMP JOHN (EVP, Chief Administrative Ofc)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-04	Common Stock, par value $0.01 per share	S	5000	$211.57	Disposed	225000	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01 per share	25000	Direct
Common Stock, par value $0.01 per share	500	Indirect

Footnotes

F1: Represents the weighted average price of multiple transactions with a range of prices between $211.49 and $211.68. The reporting person, upon request by the staff of the SEC, Wynn Resorts, Limited (the "Company") or by a security holder of the Company, undertakes to provide further information regarding the number of securities sold at each separate price.

F2: Restricted shares of common stock, par value $0.01 per share, of the Company granted pursuant to the Company's 2002 Stock Incentive Plan. 2,500 shares vest on each of February 21, 2014, 2015, and 2016 and 17,500 shares vest on February 21, 2017, provided that if the reporting person's employment with the Company is terminated for any reason, all restricted shares that are subject to restrictions upon the date of termination shall be forfeited.

F3: The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16.