Tilman Fertitta has become the biggest individual shareholder of Wynn Resorts (NASDAQ: WYNN), holding control over more than 10% of the casino operator’s shares available. 

This prompted the gaming company to submit a Form 3 to the Securities and Exchange Commission (SEC), revealing that Fertitta and several affiliated firms possess 10.9 million shares and hold rights to obtain an additional 1.68 million shares by May 13. If the Golden Nugget owner takes that option, his Wynn stakes would surpass 12.5 million shares and go beyond the 10% threshold. A Schedule 13G filing with the SEC in November 2024 revealed that Ferittia raised his Wynn stake to 9.9%. 

Individuals holding at least 10% of a publicly traded company's stock are classified as “significant shareholders” or “insiders” according to Section 16 of the Securities Exchange Act and are required to file with the SEC accordingly.

"Section 16 of the Exchange Act applies to an SEC reporting company’s directors and officers, as well as shareholders who own more than 10% of a class of the company’s equity securities registered under the Exchange Act,” according to the commission.“The rules under Section 16 require these ‘insiders’ to report most of their transactions involving the company’s equity securities to the SEC within two business days on Forms 3, 4, or 5.”

Section 16 includes protections designed to stop large shareholders from acting as short-term traders in a company’s stock and to inhibit short-selling of the shares. Neither scenario applies to Fertitta, who, in the over two years since starting his Wynn investment, has shown no sign of being pessimistic about the gaming stock. 

Speculations Flourish Regarding Fertitta's Plans for Wynn 

Following the announcement in October 2022 of Fertitta's investment in Wynn, speculation has abounded about the Houston Rockets owner’s aims with the gaming firm. 

As expected, much of that speculation has focused on Fertitta becoming an activist and advocating for the acquisition of Wynn. That rumor holds some weight because he has previously purchased companies where he began with passive investments, and it’s well known that he wants to include a Las Vegas Strip casino hotel in his vast portfolio. 

Analysts are not in agreement that Fertitta is a probable purchaser of Wynn entirely. There is, nonetheless, some agreement that if he were to become an activist, it would be primarily to encourage the gaming company to utilize its impressive brand recognition for expansion in the domestic market. 

There is also the belief that his recent appointment as US ambassador to Italy reduces the chances of him attempting to purchase Wynn. 

Analysis of Fertitta's Wynn Investment 

As per the recent SEC filing, Fertitta directly holds 161,925 shares of Wynn, while an additional 10,000 shares are owned by Fertitta Entertainment Inc. Hospitality Headquarters Inc., a parent company, possesses 6.86 million shares, and Fertitta Entertainment LLC controls 3.86 million shares. 

Hospitality Headquarters, where Fertitta is the sole owner, is the organization that can choose to purchase additional Wynn equity before May 13. Even if that choice isn’t taken, Fertitta would still be the largest single investor in Wynn since his 9.9% share surpasses the 8.7% owned by Elaine Wynn – Steve Wynn’s former wife.