false 0000906553 0000906553 2026-02-05 2026-02-05
 
 


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
____________________________________________________________________
 
FORM 8-K
 
____________________________________________________________________
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
Date of Report (date of earliest event reported):  February 5, 2026
 
____________________________________________________________________
 
 
logoboyd.jpg
 
Boyd Gaming Corporation
 
(Exact Name of Registrant as Specified in its Charter)
 
____________________________________________________________________
 
Nevada
 
001-12882
 
88-0242733
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification Number)
 
 
6465 South Rainbow Boulevard
Las Vegas, Nevada 89118
(Address of Principal Executive Offices, Including Zip Code)
 
(702) 792-7200
(Registrant’s Telephone Number, Including Area Code)
 
 
(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Exchange Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common stock, $0.01 par value
BYD
New York Stock Exchange
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company  ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐
 


 
 

 
 
Item 2.02.     Results of Operations and Financial Condition.
 
On February 5, 2026, Boyd Gaming Corporation issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2025. A copy of the press release is furnished hereto as Exhibit 99.1 and incorporated herein by reference.
 
Item 9.01.     Financial Statements and Exhibits.
 
(d) Exhibits
 
Exhibit Number
 
Description
     
99.1
 
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 

 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
Date:
February 5, 2026
Boyd Gaming Corporation
     
 
By:
/s/ Lori M. Nelson
   
Lori M. Nelson
   
Senior Vice President Financial Operations and Reporting and Chief Accounting Officer
     
 
 
 

Exhibit 99.1

 

 

 

logoboyd.jpg

 

BOYD GAMING REPORTS FOURTH-QUARTER, FULL-YEAR 2025 RESULTS

 

LAS VEGAS - FEBRUARY 5, 2026 - Boyd Gaming Corporation (NYSE: BYD) today reported financial results for the fourth quarter and full year ended December 31, 2025.

 

Keith Smith, President and Chief Executive Officer of Boyd Gaming, said: “Our Company delivered another successful performance in 2025, as we continued to position ourselves for growth and to deliver long-term value for our shareholders. For the full year, we achieved record revenues while maintaining strong property-level margins. These results were driven by strength in play from our core customers and our focus on operational discipline. We further enhanced our customer offerings and the growth potential of our portfolio through our ongoing capital investments, including our progress toward the completion of our $750 million resort in Virginia. We also unlocked the substantial value of our equity ownership in FanDuel, utilizing nearly $1.8 billion in gross proceeds to further fortify our balance sheet. And we continued to return significant capital to our shareholders, with more than $800 million in share repurchases and dividends in 2025. Looking ahead, we are optimistic about 2026, as we expect to benefit from continued strength in play from our core customers, returns from our ongoing capital investments, and the financial strength created by our diversified free cash flow and strong balance sheet.”

 

Fourth-Quarter and Full-Year 2025 Results

Boyd Gaming reported fourth-quarter 2025 revenues of $1.1 billion, increasing from $1.0 billion in the fourth quarter of 2024. The Company reported net income of $140.4 million, or $1.79 per share, for the fourth quarter of 2025, compared to $170.5 million, or $1.92 per share, for the year-ago period. Total Adjusted EBITDAR(1) was $336.6 million in the fourth quarter of 2025 versus $379.3 million in the fourth quarter of 2024. Adjusted Earnings(1) for the fourth quarter of 2025 were $173.5 million, or $2.21 per share, compared to $174.7 million, or $1.96 per share, for the same period in 2024.  

 

 

1

 

 

For the full year 2025, Boyd Gaming reported revenues of $4.1 billion, increasing from $3.9 billion for the full year 2024. The Company reported net income of $1.8 billion, or $22.56 per share, compared to net income of $578.0 million, or $6.19 per share, for the full year 2024.  The Company’s net income for the full year 2025 was impacted by a $1.4 billion after tax gain from the sale of the Company’s equity interest in FanDuel, and $128.4 million in non-cash, pretax long-lived asset impairment charges.

 

Total Adjusted EBITDAR for the full year 2025 was $1.4 billion, in-line with the full year 2024. Full-year 2025 Adjusted Earnings were $604.6 million, or $7.40 per share, compared to Adjusted Earnings of $611.3 million, or $6.55 per share, for the full year 2024. 

 

 

(1)

See footnotes at the end of the release for additional information relative to non-GAAP financial measures.

 

Operations Review

During the fourth quarter, the Las Vegas Locals segment saw continued growth in gaming revenues due to strong play from our core customers, as well as impacts from continued softness in destination business. In Downtown Las Vegas, results reflected stability in play among Hawaiian guests and reduced destination business. In the Midwest & South segment, the Company’s properties continued to benefit from strong growth in play from our core customers, while year-over-year results were impacted by severe winter weather in December 2025.

 

Results in the Company’s Online segment reflected growth from the Company’s online casino gaming business, changes to the Company’s revenue-sharing agreements due to the FanDuel transaction in the third quarter of 2025, and one-time fees recorded in the year-ago quarter. Year-over-year gains in Managed & Other were driven by continued growth in management fees from Sky River Casino in northern California.

 

Dividend and Share Repurchase Update

Boyd Gaming paid a quarterly cash dividend of $0.18 per share on January 15, 2026, as previously announced.

 

 

2

 

 

As part of its ongoing share repurchase program, the Company repurchased $185 million in shares of its common stock during the fourth quarter of 2025. As of December 31, 2025, the Company had approximately $362 million remaining under current share repurchase authorizations.

 

Balance Sheet Statistics

As of December 31, 2025, Boyd Gaming had cash on hand of $353.4 million, and total debt of $2.1 billion. 

 

Conference Call Information

Boyd Gaming will host a conference call to discuss its fourth-quarter and full-year 2025 results today, February 5, at 5:00 p.m. Eastern.  The conference call number is (800) 836-8184. No passcode is required to join the call.  Please call up to 15 minutes in advance to ensure you are connected prior to the start of the call. 

 

The conference call will also be available online at https://investors.boydgaming.com or https://app.webinar.net/rR1M7oeGwXm. 

 

Following the call’s completion, a replay will be available by dialing (888) 660-6345 today, February 5, and continuing through Thursday, February 12.  The passcode for the replay will be 02984#.  The replay will also be available at https://investors.boydgaming.com.

 

 
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BOYD GAMING CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS 

(Unaudited)

 

   

Three Months Ended

   

Year Ended

 
   

December 31,

   

December 31,

 

(In thousands, except per share data)

 

2025

   

2024

   

2025

   

2024

 

Revenues

                               

Gaming

  $ 670,631     $ 658,440     $ 2,638,150     $ 2,583,926  

Food & beverage

    82,351       81,161       310,246       303,522  

Room

    47,201       52,840       191,286       204,608  

Online

    26,165       61,022       132,165       155,760  

Online reimbursements

    173,937       127,799       576,158       450,473  

Management fee

    26,251       23,880       98,869       88,407  

Other

    35,529       35,773       145,115       143,498  

Total revenues

    1,062,065       1,040,915       4,091,989       3,930,194  

Operating costs and expenses

                               

Gaming

    261,218       249,787       1,026,555       999,753  

Food & beverage

    69,166       66,088       265,604       253,940  

Room

    19,081       19,863       77,056       77,591  

Online

    17,782       16,715       68,174       47,310  

Online reimbursements

    173,937       127,799       576,158       450,473  

Other

    13,223       12,990       51,239       51,322  

Selling, general and administrative

    111,184       111,517       433,100       427,226  

Master lease rent expense (a)

    28,583       28,159       113,769       111,406  

Maintenance and utilities

    36,697       36,255       151,216       148,366  

Depreciation and amortization

    90,753       77,705       302,710       276,639  

Corporate expense

    25,921       25,680       121,859       113,934  

Project development, preopening and writedowns

    7,146       6,618       12,360       28,572  

Impairment of assets

    31,000             128,395       10,500  

Other operating items, net

    9,989       438       15,388       5,385  

Total operating costs and expenses

    895,680       779,614       3,343,583       3,002,417  

Operating income

    166,385       261,301       748,406       927,777  

Other expense (income)

                               

Interest income

    (1,254 )     (384 )     (4,826 )     (1,625 )

Interest expense, net of amounts capitalized

    25,374       45,943       157,642       177,409  

Loss on early extinguishments and modifications of debt

                1,446        

Other, net (b)

    (107 )     (299 )     (1,735,527 )     (10 )

Total other (income) expense, net

    24,013       45,260       (1,581,265 )     175,774  

Income before income taxes

    142,372       216,041       2,329,671       752,003  

Income tax provision

    (3,542 )     (45,535 )     (490,769 )     (174,051 )

Net income

    138,830       170,506       1,838,902       577,952  

Net loss attributable to noncontrolling interest

    1,573             4,371        

Net income attributable to Boyd Gaming

  $ 140,403     $ 170,506     $ 1,843,273     $ 577,952  
                                 

Basic net income per common share

  $ 1.79     $ 1.92     $ 22.56     $ 6.19  

Weighted average basic shares outstanding

    78,616       88,982       81,701       93,314  
                                 

Diluted net income per common share

  $ 1.79     $ 1.92     $ 22.56     $ 6.19  

Weighted average diluted shares outstanding

    78,630       89,006       81,716       93,349  

__________________________________________

(a) Rent expense incurred by those properties subject to a master lease with a real estate investment trust.

(b) Includes the gain on sale of the equity interest in FanDuel for the year ended December 31, 2025.

 

4

 

 

BOYD GAMING CORPORATION

SUPPLEMENTAL INFORMATION

Reconciliation of Adjusted EBITDA to Net Income Attributable to Boyd Gaming 

(Unaudited)

 

   

Three Months Ended

   

Year Ended

 
   

December 31,

   

December 31,

 

(In thousands)

 

2025

   

2024

   

2025

   

2024

 

Total Revenues by Segment

                               

Las Vegas Locals

  $ 227,225     $ 231,971     $ 889,957     $ 894,508  

Downtown Las Vegas

    62,973       65,559       228,737       230,091  

Midwest & South

    533,078       518,499       2,116,594       2,063,415  

Online

    200,102       188,821       708,323       606,233  

Managed & Other

    38,687       36,065       148,378       135,947  

Total revenues

  $ 1,062,065     $ 1,040,915     $ 4,091,989     $ 3,930,194  
                                 

Adjusted EBITDAR by Segment

                               

Las Vegas Locals

  $ 109,118     $ 112,318     $ 420,507     $ 428,423  

Downtown Las Vegas

    24,005       26,981       80,451       83,325  

Midwest & South

    191,429       192,390       777,655       765,706  

Online

    8,172       44,066       63,146       107,604  

Managed & Other

    28,590       25,703       108,141       96,153  

Corporate expense, net of share-based compensation expense (a)

    (24,696 )     (22,174 )     (96,138 )     (90,618 )

Adjusted EBITDAR

    336,618       379,284       1,353,762       1,390,593  

Master lease rent expense (b)

    (28,583 )     (28,159 )     (113,769 )     (111,406 )

Adjusted EBITDA

    308,035       351,125       1,239,993       1,279,187  
                                 

Other operating costs and expenses

                               

Deferred rent

    147       162       588       648  

Depreciation and amortization

    90,753       77,705       302,710       276,639  

Share-based compensation expense

    2,615       4,901       32,146       29,666  

Project development, preopening and writedowns

    7,146       6,618       12,360       28,572  

Impairment of assets

    31,000             128,395       10,500  

Other operating items, net

    9,989       438       15,388       5,385  

Total other operating costs and expenses

    141,650       89,824       491,587       351,410  

Operating income

    166,385       261,301       748,406       927,777  

Other expense (income)

                               

Interest income

    (1,254 )     (384 )     (4,826 )     (1,625 )

Interest expense, net of amounts capitalized

    25,374       45,943       157,642       177,409  

Loss on early extinguishments and modifications of debt

                1,446        

Other, net (c)

    (107 )     (299 )     (1,735,527 )     (10 )

Total other (income) expense, net

    24,013       45,260       (1,581,265 )     175,774  

Income before income taxes

    142,372       216,041       2,329,671       752,003  

Income tax provision

    (3,542 )     (45,535 )     (490,769 )     (174,051 )

Net income

    138,830       170,506       1,838,902       577,952  

Net loss attributable to noncontrolling interest

    1,573             4,371        

Net income attributable to Boyd Gaming

  $ 140,403     $ 170,506     $ 1,843,273     $ 577,952  

__________________________________________

(a) Reconciliation of corporate expense:

 

   

Three Months Ended

   

Year Ended

 
   

December 31,

   

December 31,

 

(In thousands)

 

2025

   

2024

   

2025

   

2024

 

Corporate expense as reported on Condensed Consolidated

                               

Statements of Operations

  $ 25,921     $ 25,680     $ 121,859     $ 113,934  

Corporate share-based compensation expense

    (1,225 )     (3,506 )     (25,721 )     (23,316 )

Corporate expense, net, as reported on the above table

  $ 24,696     $ 22,174     $ 96,138     $ 90,618  

 

(b) Rent expense incurred by those properties subject to a master lease with a real estate investment trust.

(c) Includes the gain on sale of the equity interest in FanDuel for the year ended December 31, 2025.

 

5

 

 

BOYD GAMING CORPORATION

SUPPLEMENTAL INFORMATION

Reconciliations of Net Income Attributable to Boyd Gaming to Adjusted Earnings

and Net Income Per Share to Adjusted Earnings Per Share 

(Unaudited)

 

   

Three Months Ended

   

Year Ended

 
   

December 31,

   

December 31,

 

(In thousands, except per share data)

 

2025

   

2024

   

2025

   

2024

 

Net income attributable to Boyd Gaming

  $ 140,403     $ 170,506     $ 1,843,273     $ 577,952  

Pretax adjustments:

                               

Project development, preopening and writedowns

    7,146       6,618       12,360       28,572  

Impairment of assets

    31,000             128,395       10,500  

Other operating items, net

    9,989       438       15,388       5,385  

Loss on early extinguishments and modifications of debt

                1,446        

Other, net (a)

    (107 )     (299 )     (1,735,527 )     (10 )

Total adjustments

    48,028       6,757       (1,577,938 )     44,447  
                                 

Income tax effect for above adjustments

    (14,887 )     (2,531 )     339,238       (11,135 )

Adjusted earnings

  $ 173,544     $ 174,732     $ 604,573     $ 611,264  
                                 

Net income per share, diluted

  $ 1.79     $ 1.92     $ 22.56     $ 6.19  

Pretax adjustments:

                               

Project development, preopening and writedowns

    0.09       0.07       0.15       0.31  

Impairment of assets

    0.39             1.57       0.11  

Other operating items, net

    0.13             0.19       0.06  

Loss on early extinguishments and modifications of debt

                0.02        

Other, net (a)

                (21.24 )      

Total adjustments

    0.61       0.07       (19.31 )     0.48  
                                 

Income tax effect for above adjustments

    (0.19 )     (0.03 )     4.15       (0.12 )

Adjusted earnings per share, diluted

  $ 2.21     $ 1.96     $ 7.40     $ 6.55  
                                 

Weighted average diluted shares outstanding

    78,630       89,006       81,716       93,349  

__________________________________________

(a) Includes the gain on sale of the equity interest in FanDuel for the year ended December 31, 2025.

 

6

 

 

Non-GAAP Financial Measures

Our financial presentations include the following non-GAAP financial measures:

 

 

EBITDA: earnings before interest, taxes, depreciation and amortization,

 

Adjusted EBITDA: EBITDA adjusted for deferred rent, share-based compensation expense, project development, preopening and writedown expenses, impairments of assets, other operating items, net, gain or loss on early extinguishments and modifications of debt, net income (loss) attributable to noncontrolling interest and other items, net, as applicable,

 

EBITDAR: EBITDA further adjusted for rent expense associated with master leases with a real estate investment trust,

 

Adjusted EBITDAR: Adjusted EBITDA further adjusted for rent expense associated with master leases with a real estate investment trust,

 

Adjusted Earnings: net income before project development, preopening and writedown expenses, impairments of assets, other operating items, net, gain or loss on early extinguishments and modifications of debt, net income (loss) attributable to noncontrolling interest, and other non-recurring adjustments, net, as applicable, and,

 

Adjusted Earnings Per Share (Adjusted EPS): Adjusted Earnings divided by weighted average diluted shares outstanding.

 

Collectively, we refer to these and other non-GAAP financial measures as the “Non-GAAP Measures.” 

 

The Non-GAAP Measures are commonly used measures of performance in our industry that we believe, when considered with measures calculated in accordance with accounting principles generally accepted in the United States (GAAP), provide our investors with a more complete understanding of our operating results and facilitates comparisons between us and our competitors. We provide this information to investors to enable them to perform comparisons of our past, present and future operating results and as a means to evaluate the results of core on-going operations. We have historically reported these measures to our investors and believe that the continued inclusion of the Non-GAAP Measures provides consistency in our financial reporting. We also believe this information is useful to investors in allowing greater transparency related to significant measures used by our management in their financial and operational decision-making, their evaluation of total company and individual property performance, in the evaluation of incentive compensation and in the annual budget process. Management also uses Non-GAAP Measures in the evaluation of potential acquisitions and dispositions. We believe these measures continue to be used by investors in their assessment of our operating performance and the valuation of our company.

 

The use of Non-GAAP Measures has certain limitations. Our presentation of the Non-GAAP Measures may be different from the presentation used by other companies and therefore comparability may be limited. While excluded from certain of the Non-GAAP Measures, depreciation and amortization expense, interest expense, income taxes and other items have been and will be incurred. Each of these items should also be considered in the overall evaluation of our results. Additionally, the Non-GAAP Measures do not consider capital expenditures and other investing activities and should not be considered as a measure of our liquidity. We compensate for these limitations by providing the relevant disclosure of our depreciation and amortization, interest and income taxes, capital expenditures and other items both in our reconciliations to the historical GAAP financial measures and in our consolidated financial statements, all of which should be considered when evaluating our performance. We do not provide a reconciliation of forward-looking Non-GAAP Measures to the corresponding forward-looking GAAP measure due to our inability to project special charges and certain expenses.

 

The Non-GAAP Measures are to be used in addition to and in conjunction with results presented in accordance with GAAP. The Non-GAAP Measures should not be considered as an alternative to net income, operating income, or any other operating performance measure prescribed by GAAP, nor should these measures be relied upon to the exclusion of GAAP financial measures. The Non-GAAP Measures reflect additional ways of viewing our operations that we believe, when viewed with our GAAP results and the reconciliations to the corresponding historical GAAP financial measures, provide a more complete understanding of factors and trends affecting our business than could be obtained absent this disclosure. Management strongly encourages investors to review our financial information in its entirety and not to rely on a single financial measure.

 

 

7

 

 

Forward-looking Statements and Company Information

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements contain words such as “may,” “will,” “might,” “expect,” “believe,” “anticipate,” “could,” “would,” “estimate,” “continue,” “pursue,” or the negative thereof or comparable terminology, and may include (without limitation) information regarding the Company's expectations, goals or intentions regarding future performance. These forward-looking statements are based on the current beliefs and expectations of management and involve risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. Many of these risks and uncertainties relate to factors that are beyond Boyd Gaming’s ability to control or estimate precisely. Additional factors that could cause actual results to differ are discussed under the heading “Risk Factors” and in other sections of the Company's Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and in the Company's other current and periodic reports filed from time to time with the SEC. The reader is cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. All forward-looking statements in this press release are made as of the date hereof, based on information available to the Company as of the date hereof, and the Company assumes no obligation to update any forward-looking statement.

 

About Boyd Gaming

Founded in 1975, Boyd Gaming Corporation (NYSE: BYD) is a leading geographically diversified operator of 27 gaming entertainment properties in 11 states. The Company also manages a tribal casino in northern California, and owns and operates Boyd Interactive, a B2B and B2C online casino gaming business. Boyd Gaming’s nationwide portfolio is connected through Boyd Rewards, recognized as the nation’s favorite casino loyalty program by readers of both USA Today and Newsweek.  Named by Forbes magazine as one of “America’s Best Companies,” and led by one of the most experienced teams in the industry, Boyd Gaming is dedicated to delivering an outstanding entertainment experience and memorable guest service. For additional Company information and press releases, visit https://www.boydgaming.com.

 

 

 

Financial Contact:

 

Media Contact:

 

Josh Hirsberg

 

David Strow

 

(702) 792-7234

 

(702) 792-7386

 

joshhirsberg@boydgaming.com

 

davidstrow@boydgaming.com

 

 

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