MGM: Material agreement · New financial obligation

Item 1.01 Entry into a Material Definitive Agreement. On May 13, 2026, MGM China Holdings Limited (the “Issuer”), a consolidated subsidiary of MGM Resorts International, a Delaware corporation, issued $750 million in aggregate principal amount of 6.25% senior notes due 2033 under an indenture dated as of May 13, 2026 (the “Indenture”), between the Issuer and Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”). The notes were sold in the United States only to accredited investors pursuant to an exemption from the Securities Act of 1933, as amended (the “Securities Act”), and subsequently resold to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons in accordance with Regulation S under the Securities Act. The Issuer intends to use the approximately $739.9 million of net proceeds after estimated fees and expenses from the offering to repay a portion of the amounts outstanding under its revolving credit facility and for general corporate purposes. The Issuer will pay interest on the notes on May 15 and November 15 of each year, beginning on November 15, 2026. Interest will accrue on the notes at a rate of 6.25% per annum and will be payable in cash. Prior to May 15, 2029, (i) the Issuer may redeem all or part of the notes at a redemption price equal to 100% of the principal amount of the notes plus an applicable make whole premium, plus, in each case, accrued and unpaid interest, and (ii) the Issuer may redeem up to 35% of the aggregate principal amount of the notes with the net cash proceeds from certain equity offerings. On or after May 15, 2029, the Issuer may redeem the notes, in whole or in part, at a premium declining ratably to zero, plus accrued and unpaid interest to, but not including, the redemption