MGM Resorts International 8-K 2005
WASHINGTON, D.C. 20549
Date of report (Date of earliest event reported): June 7, 2005
(Exact name of registrant as specified in its charter)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
ITEM 3.01(b) FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD
ITEM 5.02(b) DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS
Effective June 7, 2005, Alex Yemenidjian has resigned as a member of the Board of Directors, including its Executive Committee and Audit Committee, of MGM MIRAGE, a Delaware corporation (the Company), in order to pursue other career opportunities. Prior to Mr. Yemenidjians resignation, the Audit Committee of the Company was comprised of three members, as required by Section 303A.07(a) of the New York Stock Exchange Listed Company Manual. As a result of Mr. Yemenidjians resignation from the Board of Directors of the Company, including its Audit Committee, the Company notified the New York Stock Exchange on June 7, 2005 that, immediately following Mr. Yemenidjians resignation, the Audit Committee of the Company will be comprised of only two members. The Company will elect an additional qualified member of its Board of Directors to its Audit Committee as soon as the Company elects another member to its Board of Directors, which election the Company anticipates will occur prior to the next scheduled meeting of the Audit Committee.
ITEM 7.01. REGULATION FD DISCLOSURE
The following information set forth in this Item 7.01 of this Form 8-K, including the text of the press release, attached as Exhibit 99 to this Form 8-K, is being furnished to, but not filed with, the SEC.
On June 8, 2005, the Company issued a press release, a copy of which is attached as Exhibit 99 to this Form 8-K.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
INDEX TO EXHIBITS