Wynn Resorts Comments on Glass Lewis Report

Urges Shareholders to Vote FOR All Three Wynn Directors on the WHITE Proxy Card Today

LAS VEGAS – May 4, 2018 — Wynn Resorts (NASDAQ: WYNN) (“Wynn”) today issued the following statement in response to a report issued by Glass Lewis & Co. (“Glass Lewis”) related to the election of directors to Wynn’s Board at the Company’s Annual Meeting of Shareholders on May 16, 2018:
“While we appreciate that Glass Lewis recognizes the sweeping initiatives the Board has undertaken in less than three months, we are disappointed that they have failed to acknowledge the important contributions that Jay Hagenbuch has made in helping to drive positive change at Wynn. As a fully independent member of the Board who is committed to acting in the best interests of our shareholders, his knowledge of the Company, our financial operations and industry environment contribute meaningfully to the Special Committee’s work. This Board has acted swiftly and decisively by driving a refreshment process that has taken an important first step through the addition of three highly qualified female directors who strengthen the Board’s skill sets, experience and diversity. The Board’s actions have demonstrated that it is committed to moving swiftly and decisively to improve corporate governance and accountability, all while preserving shareholder value. Each of our nominees and the full Board understand that we have a mandate to drive change and to move Wynn forward.”
“While we disagree with Glass Lewis’ conclusion, we appreciate that its report recognized the Board’s significant refreshment and noted that Elaine Wynn’s campaign is flawed. As Glass Lewis said i :

• “[We] find the introduction of new, independent perspectives to a more diverse cast bearing no apparent attachment to Mr. Wynn represents a favorable turn at a particularly critical juncture for the Company.”

• “Ms. Wynn was a Company director from 2002 to 2015, during which Wynn maintained similarly restrictive corporate governance provisions...[W]e continue to take a fairly dim view of language that seems to exculpate Ms. Wynn of her shared responsibility for Wynn’s more regressive machinery.”

• “[W]e believe Ms. Wynn’s campaign suffers from certain key flaws, not the least of which relate to asking investors to partially front-run key regulatory developments, pre-suppose management’s strategy around key assets and overlook her part in enabling the very corporate governance mechanisms that now limit the practicable avenues to effect meaningful change to the status quo.”

“The Board has made great strides in restoring stability at Wynn, and it is not in shareholder interests to risk derailing the progress we are making. The Board and management team are continuing to deliver superior shareholder value and have kept Wynn’s business on the right path, despite the recent turmoil. Wynn has consistently outperformed its peers and delivered one-year total shareholder return (TSR) of 97% in 2017 compared to the S&P 500’s TSR of 21% over the same timeframe. In addition, the share price today is significantly above where it was after the news broke about the Company’s founder.”

“We strongly believe that withholding your vote for Jay Hagenbuch will not benefit your investment. In a complex and heavily regulated industry, Jay has the experience to effectively identify and manage Wynn’s risk exposures and attendant vulnerabilities. As Chairman of the Audit Committee, he is intimately familiar with Wynn’s operations, strengths and weaknesses, and its specialized regulatory framework. Jay’s other important contributions to the Board have included:

• Developing a comprehensive independent analysis of capital expenditures that resulted in adoption of an appropriately scaled-down set of development plans in Las Vegas in 2017.

• Arguing for the need to develop a coherent regular dividend policy, rather than reliance on special dividends, which the Company adopted in 2015.

• Since joining the Board in 2013, successfully advocating for an enhanced balance-sheet management protocol to ensure financial constraints never unduly impact operating decisions.”
“Wynn’s Board and management team are continuing to drive growth at Wynn, move past the founder-led era of Steve Wynn, and evolve into a stronger company that is poised for long-term growth. We urge shareholders to vote “FOR” all three of our highly qualified directors on the WHITE card.”

PLEASE SUPPORT US IN OUR EFFORTS TO REMAKE WYNN FOR THE FUTURE

Your vote is important. Please discard any blue proxy cards you have received from Elaine Wynn. If you have already returned a blue proxy card, you can change your vote simply by signing, dating and returning a WHITE proxy card today. Only your latest-dated proxy card will be counted.