SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

(Amendment No. 12)

UNDER THE SECURITIES EXCHANGE ACT OF 1934*

 

 

Red Rock Resorts, Inc.

(Name of Issuer)

Common A Common Stock, par value $0.01

(Title of Class of Securities)

75700L108

(CUSIP Number)

Frank J. Fertitta III

1505 South Pavilion Center Drive

Las Vegas, Nevada 89135

(702) 495-3000

with a copy to:

Brett D. Nadritch, Esq.

Milbank LLP

55 Hudson Yards

New York, NY 10001

(212)530-5100

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

May 13, 2024

(Date of Event which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: ☐

 

 

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 240.13d-7 for other parties to whom copies are to be sent.

 

 

 

*

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 2 of 23 Pages

 

 (1)   

 Name of reporting person

 

 Fertitta Business Management LLC

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Nevada

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 26,347,072

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 26,347,072

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 26,347,072

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 30.65%

(14)  

 Type of reporting person (see instructions)

 

 OO (Limited Liability Company)

 

2


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 3 of 23 Pages

 

 (1)   

 Name of reporting person

 

 FI Station Investor LLC

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Delaware

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 21,163,209

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 21,163,209

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 21,163,209

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 26.21%

(14)  

 Type of reporting person (see instructions)

 

 OO (Limited Liability Company)

 

3


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 4 of 23 Pages

 

 (1)   

 Name of reporting person

 

 FBM Sub 1 LLC

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Delaware

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 5,603,880

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 5,603,880

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 5,603,880

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 8.59%

(14)  

 Type of reporting person (see instructions)

 

 OO (Limited Liability Company)

 

4


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 5 of 23 Pages

 

 (1)   

 Name of reporting person

 

 The Frank J. Fertitta, III and Jill Ann Fertitta Family Trust

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Nevada

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 1,897,535

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 1,897,535

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 1,897,535

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 3.18%

(14)  

 Type of reporting person (see instructions)

 

 OO (Trust)

 

5


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 6 of 23 Pages

 

 (1)   

 Name of reporting person

 

 FJF, LLC

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Nevada

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 1,897,535

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 1,897,535

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 1,897,535

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 3.18%

(14)  

 Type of reporting person (see instructions)

 

 OO (Trust)

 

6


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 7 of 23 Pages

 

 (1)   

 Name of reporting person

 

 The Lorenzo J. Fertitta and Teresa Jo Fertitta Family Trust

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Nevada

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 2,697,535

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 2,697,535

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 2,697,535

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 4.53%

(14)  

 Type of reporting person (see instructions)

 

 OO (Trust)

 

7


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 8 of 23 Pages

 

 (1)   

 Name of reporting person

 

 Frank J. Fertitta, III 2006 Irrevocable Trust

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Nevada

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 1,643,134

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 1,643,134

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 1,643,134

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 2.76%

(14)  

 Type of reporting person (see instructions)

 

 OO (Trust)

 

8


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 9 of 23 Pages

 

 (1)   

 Name of reporting person

 

 Lorenzo J. Fertitta 2006 Irrevocable Trust

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Nevada

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 843,134

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 843,134

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 843,134

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 1.41%

(14)  

 Type of reporting person (see instructions)

 

 OO (Trust)

 

9


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 10 of 23 Pages

 

 (1)   

 Name of reporting person

 

 Fertitta Holdco LLC

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Delaware

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 21,163,209

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 21,163,209

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 21,163,209

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 26.21%

(14)  

 Type of reporting person (see instructions)

 

 OO (Limited Liability Company)

 

 

10


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 11 of 23 Pages

 

 (1)   

 Name of reporting person

 

 Fertitta Investment LLC

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Delaware

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 19,528,932

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 19,528,932

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 19,528,932

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 24.69%

(14)  

 Type of reporting person (see instructions)

 

 OO (Limited Liability Company)

 

11


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 12 of 23 Pages

 

 (1)   

 Name of reporting person

 

 KVF Investments, LLC

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Nevada

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 8,042,280

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 8,042,280

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 8,042,280

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 11.89%

(14)  

 Type of reporting person (see instructions)

 

 OO (Limited Liability Company)

 

12


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 13 of 23 Pages

 

 (1)   

 Name of reporting person

 

 LNA Investments, LLC

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Nevada

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 8,042,280

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 8,042,280

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 8,042,280

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 11.89%

(14)  

 Type of reporting person (see instructions)

 

 OO (Limited Liability Company)

 

13


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 14 of 23 Pages

 

 (1)   

 Name of reporting person

 

 F & J Fertitta Family Business Trust

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Nevada

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 13,173,535

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 13,173,535

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 13,173,535

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 18.10%

(14)  

 Type of reporting person (see instructions)

 

 OO (Trust)

 

14


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 15 of 23 Pages

 

 (1)   

 Name of reporting person

 

 L & T Fertitta Family Business Trust

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Nevada

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 13,173,535

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 13,173,535

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 13,173,535

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 18.10%

(14)  

 Type of reporting person (see instructions)

 

 OO (Trust)

 

15


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 16 of 23 Pages

 

 (1)   

 Name of reporting person

 

 F & J Fertitta Grandchildren’s 2020 Irrevocable Trust

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Nevada

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 675,000

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 675,000

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 675,000

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 1.13%

(14)  

 Type of reporting person (see instructions)

 

 OO (Trust)

 

16


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 17 of 23 Pages

 

 (1)   

 Name of reporting person

 

 L & T Fertitta Grandchildren’s 2020 Irrevocable Trust

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 Nevada

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 675,000

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 675,000

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 675,000

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 1.13%

(14)  

 Type of reporting person (see instructions)

 

 OO (Trust)

 

17


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 18 of 23 Pages

 

 (1)   

 Name of reporting person

 

 Frank J. Fertitta III

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 U.S.A.

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 45,847,301

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 45,847,301

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 45,847,301

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 44.95%

(14)  

 Type of reporting person (see instructions)

 

 IN

 

18


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 19 of 23 Pages

 

 (1)   

 Name of reporting person

 

 Lorenzo J. Fertitta

 (2)  

 Check the appropriate box if a member of a group

 (a) ☐  (b) ☐

 

 (3)  

 SEC use only

 

 (4)  

 Source of funds

 

 OO (See Item 3)

 (5)  

 Check box if disclosure of legal proceeding is required pursuant to items 2(d) or 2(e)

 

 ☐

 (6)  

 Citizenship or place of organization

 

 U.S.A.

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 

    (7)    

 Sole voting power

 

 0

    (8)   

 Shared voting power

 

 47,447,301

    (9)   

 Sole dispositive power

 

 0

   (10)   

 Shared dispositive power

 

 47,447,301

(11)   

 Aggregate amount beneficially owned by each reporting person

 

 47,447,301

(12)  

 Check box if the aggregate amount in row (11) excludes certain shares

 

 ☐

(13)  

 Percent of class represented by amount in row (11)

 

 46.52%

(14)  

 Type of reporting person (see instructions)

 

 IN

 

19


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 20 of 23 Pages

 

EXPLANATORY NOTE

This Amendment No. 12 to Schedule 13D (this “Amendment No. 12”) amends and supplements the Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on May 12, 2016 (the “Original Schedule 13D”), as amended by Amendment No. 1 to Schedule 13D filed with the SEC on May 20, 2016 (“Amendment No. 1”), as amended by Amendment No. 2 to Schedule 13D filed with the SEC on August 12, 2019 (“Amendment No. 2”), as amended by Amendment No. 3 to Schedule 13D filed with the SEC on August 16, 2019 (“Amendment No. 3”), as amended by Amendment No. 4 to Schedule 13D filed with the SEC on August 23, 2019 (“Amendment No. 4”), as amended by Amendment No. 5 to Schedule 13D filed with the SEC on August 10, 2020 (“Amendment No. 5”), as amended by Amendment No. 6 to Schedule 13D filed with the SEC on August 11, 2020 (“Amendment No. 6”), as amended by Amendment No. 7 to Schedule 13D filed with the SEC on August 13, 2020 (“Amendment No. 7”), as amended by Amendment No. 8 to Schedule 13D filed with the SEC on August 19, 2020 (“Amendment No. 8”), as amended by Amendment No. 9 to Schedule 13D filed with the SEC on August 25, 2020 (“Amendment No. 9”), as amended by Amendment No. 10 to Schedule 13D filed with the SEC on August 25, 2021 (“Amendment No. 10”), as amended by Amendment No. 11 to Schedule 13D filed with the SEC on December 14, 2021 (“Amendment No. 11,” and together with the Original Schedule 13D, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8, Amendment No. 9 and Amendment No. 10, the “Schedule 13D”), as specifically set forth herein. Capitalized terms used but not defined in this Amendment No. 12 have the meanings given to such terms in the Original Schedule 13D, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8, Amendment No. 9, Amendment No. 10 and Amendment No. 11, as the case may be.

Item 4. Purpose of Transaction

The disclosure in Item 4 is hereby supplemented by adding the following:

On May 13, 2024, FJF, LLC sold 800,000 shares of Class A Common Stock, at the closing price of the Class A Common Stock on May 13, 2024, to the Frank J. Fertitta, III 2006 Irrevocable Trust in connection with an estate planning transaction.

Item 5. Interest in Securities of the Issuer

Item 5(a) and (b) are amended and restated to read as follows:

(a) and (b) The following table sets forth the aggregate number and percentage of the Class A Common Stock beneficially owned by each Reporting Person (assuming (A) 59,610,393 shares of Class A Common Stock outstanding, which is based on (i) 59,610,393 shares of Class A Common Stock outstanding as of May 13, 2024 and (B) as of May 13, 2024, the exchange ratio for the exchange of LLC Units into shares of Class A Common stock is 0.93398 (as reported by the Issuer to the Reporting Persons)). The aggregate number and percentage of the Class A Common Stock beneficially owned by each Reporting Person is calculated in accordance with Rule 13d-3.

 

Reporting Person

   Number of Shares
Beneficially
Owned
     Percentage of Class A
Common Stock
Outstanding(1)
 

Fertitta Business Management LLC

     26,347,072        30.65

FI Station Investor LLC

     21,163,209        26.21

FBM Sub 1 LLC

     5,603,880        8.59

The Frank J. Fertitta and Jill Ann Fertitta Family Trust

     1,897,535        3.18

FJF, LLC

     1,897,535        3.18

The Lorenzo J. Fertitta and Teresa Jo Fertitta Family Trust

     2,697,535        4.53

Frank J. Fertitta, III 2006 Irrevocable Trust

     1,643,134        2.76

Lorenzo J. Fertitta 2006 Irrevocable Trust

     843,134        1.41

Fertitta Holdco LLC

     21,163,209        26.21

Fertitta Investment LLC

     19,528,932        24.69

KVF Investments, LLC

     8,042,280        11.89

LNA Investments, LLC

     8,042,280        11.89

 

20


SCHEDULE 13D

 

CUSIP No. 75700L108       Page 21 of 23 Pages

 

F & J Fertitta Family Business Trust

   13,173,535       18.10%

L & T Fertitta Family Business Trust

   13,173,535       18.10%

F & J Fertitta Grandchildren’s 2020 Irrevocable Trust

   675,000       1.13%

L & T Fertitta Grandchildren’s 2020 Irrevocable Trust

   675,000       1.13%

Frank J. Fertitta III

   45,847,301       44.95%

Lorenzo J. Fertitta

   47,447,301          46.52%

Total for Group

   50,862,970       49.87%

 

(1)

Assumes (a) all outstanding LLC Units beneficially owned by the Reporting Person were exchanged for newly-issued shares of Class A Common Stock in accordance with the terms of the Exchange Agreement dated April 28, 2016 (the “Exchange Agreement”) and (b) the exchange ratio under such Agreement as of May 13, 2024 is 0.0.93398.

Item 7. Material to be Filed as Exhibits

 

Exhibit

  

Description

Exhibit 1    Power of Attorney for Fertitta Business Management LLC
Exhibit 2    Power of Attorney for FI Station Investor LLC
Exhibit 3    Power of Attorney for FBM Sub 1 LLC
Exhibit 4    Power of Attorney for The Frank J. Fertitta, III and Jill Ann Fertitta Family Trust
Exhibit 5    Power of Attorney for FJF, LLC
Exhibit 6    Power of Attorney for The Lorenzo J. Fertitta and Teresa Jo Fertitta Family Trust
Exhibit 7    Power of Attorney for Frank J. Fertitta, III 2006 Irrevocable Trust
Exhibit 8    Power of Attorney for Lorenzo J. Fertitta 2006 Irrevocable Trust
Exhibit 9    Power of Attorney for Fertitta Holdco LLC
Exhibit 10    Power of Attorney for Fertitta Investment LLC
Exhibit 11    Power of Attorney for KVF Investments, LLC
Exhibit 12    Power of Attorney for LNA Investments, LLC
Exhibit 13    Power of Attorney for F & J Fertitta Family Business Trust
Exhibit 14    Power of Attorney for L & T Fertitta Family Business Trust
Exhibit 15    Power of Attorney for F & J Fertitta Grandchildren’s 2020 Irrevocable Trust
Exhibit 16    Power of Attorney for L & T Fertitta Grandchildren’s 2020 Irrevocable Trust
Exhibit 17    Power of Attorney for Frank J. Fertitta III
Exhibit 18    Power of Attorney for Lorenzo J. Fertitta
Exhibit 19    Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (incorporated by reference to Exhibit 19 to Amendment No. 10 to the Schedule 13D filed by the Reporting Persons on August 25, 2021).

 

21


SIGNATURES

After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned, severally and not jointly, certifies that the information set forth in this statement is true, complete and correct.

Dated: May 15, 2024

 

Fertitta Business Management LLC
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact
FI Station Investor LLC
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact
FBM Sub 1 LLC
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact
The Frank J. Fertitta, III and Jill Ann Fertitta Family Trust
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact
The Lorenzo J. Fertitta and Teresa Jo Fertitta Family Trust
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact
Frank J. Fertitta, III 2006 Irrevocable Trust
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact


Lorenzo J. Fertitta 2006 Irrevocable Trust
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact
Fertitta Investment LLC
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact
Fertitta Holdco LLC
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact
LNA Investments, LLC
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact
KVF Investments, LLC
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact
F & J Fertitta Family Business Trust
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact
L & T Fertitta Family Business Trust
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact


F & J Fertitta Grandchildren’s 2020 Irrevocable Trust
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact
L & T Fertitta Grandchildren’s 2020 Irrevocable Trust
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact
FJF, LLC
By:  

/s/ Daniel Schafer

  Name: Daniel Schafer
  Title:  Attorney-in-Fact

/s/ Frank J. Fertitta III

Frank J. Fertitta III

/s/ Lorenzo J. Fertitta

Lorenzo J. Fertitta

Exhibit 1

LIMITED POWER OF ATTORNEY FOR FERTITTA BUSINESS MANAGEMENT LLC

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

Fertitta Business Management LLC

By: F & J Fertitta Family Business Trust

Its: Member

 

By:  

/s/ Frank J. Fertitta III

Name: Frank J. Fertitta III
Title: Trustee

[Signature Page to Power of Attorney – Fertitta Business Management LLC]

Exhibit 2

LIMITED POWER OF ATTORNEY FOR FI STATION INVESTOR LLC

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

FI Station Investor LLC

By: Fertitta Holdco LLC

Its: Manager

 

By:  

/s/ Frank J. Fertitta III

Name: Frank J. Fertitta III
Title: Managing Member

[Signature Page to Power of Attorney – FI Station Investor LLC]

Exhibit 3

LIMITED POWER OF ATTORNEY FOR FBM SUB 1 LLC

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

FBM Sub 1 LLC

By: Fertitta Business Management LLC

Its: Member

By: F & J Fertitta Family Business Trust

Its: Member

 

By:  

/s/ Frank J. Fertitta III

Name:   Frank J. Fertitta III
Title:   Trustee

[Signature Page to Power of Attorney – FBM Sub 1 LLC]

Exhibit 4

LIMITED POWER OF ATTORNEY FOR THE FRANK J. FERTITTA, III AND JILL ANN FERTITTA FAMILY TRUST

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

The Frank J. Fertitta, III and Jill Ann Fertitta Family Trust

 

By:  

/s/ Frank J. Fertitta III

Name:   Frank J. Fertitta III
Title:   Trustee

[Signature Page to Power of Attorney – The Frank J. Fertitta, III and Jill Ann Fertitta Family Trust]

Exhibit 5

LIMITED POWER OF ATTORNEY FOR FJF, LLC

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

 

FJF, LLC
By:  

/s/ Frank J. Fertitta III

Name: Frank J. Fertitta III
Title: Manager

[Signature Page to Power of Attorney – FJF, LLC]

Exhibit 6

LIMITED POWER OF ATTORNEY FOR THE LORENZO J. FERTITTA AND TERESA JO FERTITTA FAMILY TRUST

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

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IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

The Lorenzo J. Fertitta and Teresa Jo Fertitta Family Trust

 

By:  

/s/ Lorenzo J. Fertitta

Name:   Lorenzo J. Fertitta
Title:   Trustee

[Signature Page to Power of Attorney – The Lorenzo J. Fertitta and Teresa Jo Fertitta Family Trust]

Exhibit 7

LIMITED POWER OF ATTORNEY FOR THE FRANK J. FERTITTA, III 2006 IRREVOCABLE TRUST

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

Frank J. Fertitta, III 2006 Irrevocable Trust

 

By:  

/s/ Lorenzo J. Fertitta

Name:   Lorenzo J. Fertitta
Title:   Trustee

[Signature Page to Power of Attorney – Frank J. Fertitta, III 2006 Irrevocable Trust]

Exhibit 8

LIMITED POWER OF ATTORNEY FOR THE LORENZO J. FERTITTA 2006 IRREVOCABLE TRUST

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

Lorenzo J. Fertitta 2006 Irrevocable Trust

 

By:  

/s/ Frank J. Fertitta III

Name:   Frank J. Fertitta III
Title:   Trustee

[Signature Page to Power of Attorney – Lorenzo J. Fertitta 2006 Irrevocable Trust]

Exhibit 9

LIMITED POWER OF ATTORNEY FOR FERTITTA HOLDCO LLC

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

Fertitta Holdco LLC

 

By:  

/s/ Frank J. Fertitta III

Name:   Frank J. Fertitta III
Title:   Managing Member

[Signature Page to Power of Attorney – Fertitta Holdco LLC]

Exhibit 10

LIMITED POWER OF ATTORNEY FOR FERTITTA INVESTMENT LLC

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

Fertitta Investment LLC

By: Fertitta Holdco LLC

Its: Manager

 

By:  

/s/ Frank J. Fertitta III

Name:   Frank J. Fertitta III
Title:   Managing Member

[Signature Page to Power of Attorney – Fertitta Investment LLC]

Exhibit 11

LIMITED POWER OF ATTORNEY FOR KVF INVESTMENTS, LLC

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

 

KVF Investments, LLC
By:  

/s/ Frank J. Fertitta III

Name: Frank J. Fertitta III
Title: Manager

[Signature Page to Power of Attorney – KVF Investments, LLC]

Exhibit 12

LIMITED POWER OF ATTORNEY FOR LNA INVESTMENTS, LLC

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

 

LNA Investments, LLC
By:  

/s/ Lorenzo J. Fertitta

Name: Lorenzo J. Fertitta
Title: Manager

[Signature Page to Power of Attorney – LNA Investments, LLC]

 

Exhibit 13

LIMITED POWER OF ATTORNEY FOR F & J FERTITTA FAMILY BUSINESS TRUST

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

 

F & J Fertitta Family Business Trust
By:  

/s/ Frank J. Fertitta III

Name: Frank J. Fertitta III
Title: Trustee

[Signature Page to Power of Attorney – F & J Fertitta Family Business Trust]

 

Exhibit 14

LIMITED POWER OF ATTORNEY FOR L & T FERTITTA FAMILY BUSINESS TRUST

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

L & T Fertitta Family Business Trust

 

By:  

/s/ Lorenzo J. Fertitta

Name: Lorenzo J. Fertitta
Title: Trustee

[Signature Page to Power of Attorney – L & T Fertitta Family Business Trust]

 

Exhibit 15

LIMITED POWER OF ATTORNEY FOR F & J FERTITTA GRANDCHILDREN’S 2020 IRREVOCABLE TRUST

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

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IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

F & J Fertitta Grandchildren’s 2020 Irrevocable Trust

 

By:  

/s/ Lorenzo J. Fertitta Jr.

Name: Lorenzo J. Fertitta Jr.
Title: Trustee

[Signature Page to Power of Attorney – F & J Fertitta Grandchildren’s 2020 Irrevocable Trust]

 

Exhibit 16

LIMITED POWER OF ATTORNEY FOR L & T FERTITTA GRANDCHILDREN’S 2020 IRREVOCABLE TRUST

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

L & T Fertitta Grandchildren’s 2020 Irrevocable Trust

 

By:  

/s/ Frank J. Fertitta IV

Name: Frank J. Fertitta IV
Title: Trustee

[Signature Page to Power of Attorney – L & T Fertitta Grandchildren’s 2020 Irrevocable Trust]

Exhibit 17

LIMITED POWER OF ATTORNEY FOR FRANK J. FERTITTA III

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

Frank J. Fertitta III

 

/s/ Frank J. Fertitta III

Frank J. Fertitta III

[Signature Page to Power of Attorney – Frank J. Fertitta III]

 

Exhibit 18

LIMITED POWER OF ATTORNEY FOR LORENZO J. FERTITTA

BENEFICIAL OWNERSHIP REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Daniel Schafer and Kirk D. Homeyer, acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any documents necessary to facilitate the filing of beneficial ownership reports, with respect to the securities of Red Rock Resorts, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor either of such attorneys-in-fact assumes:

(i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act,

(ii) any liability of the undersigned for any failure to comply with such requirements, or

(iii) any obligation or liability of the undersigned for profit disgorgement under Sections 13(d) and 16(b) of the Exchange Act; and

(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

[Remainder of page intentionally left blank]


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 15th day of May, 2024.

Lorenzo J. Fertitta

 

/s/ Lorenzo J. Fertitta

Lorenzo J. Fertitta

[Signature Page to Power of Attorney – Lorenzo J. Fertitta]


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