READY 2018 ENROLLMENT GUIDE. Save today. Enjoy tomorrow. ONL

READY 2018 ENROLLMENT GUIDE Save today. Enjoy tomorrow. ONL

Table of Contents Plan Details (eligibility, contributions).... 3 Borrowing (loan details).... 8 Withdrawals (in-service, hardship, termination)... 9 Investing in the Plan.... 13 Resources.... 17 2

Plan Details Eligibility Most MGM Resorts International employees are eligible to participate in the MGM Resorts 401(k) Savings Plan after completing three months of employment. Call the MGM Resorts 401(k) Savings Line at (800) 995-4015 for details. Please refer to the Summary Plan Description for specific requirements. Prepare today. Relax tomorrow. The MGM Resorts 401(k) Savings Plan can help you prepare and save for your financial future. 3

Plan Details (continued) Contributions About your contributions Contributions are automatically deducted from your paycheck for your convenience. You can make two types of contributions: pre-tax and/or after-tax Roth. You can choose to make just one type of contribution, or a combination of both. You may increase, decrease, stop or start your contributions at any time. You can contribute 75% of your eligible pay (in increments), not to exceed the maximum dollar amount allowed by the IRS, an amount that may be adjusted annually. The maximum annual contribution limit for 2018 is $18,500. Catch-Up contributions If you will be at least age 50 by the end of the year, you may also be able to make catch-up contributions of an additional $6,000 for 2018 (may be adjusted annually). To enroll in catch-up contributions, log on to your account at mgmresorts401k.com and click MGM Resorts 401(k) Savings Plan located above your account balance, then click Contribution Rate in the Account Detail section. In order to make catch-up contributions, you must: -- Anticipate that you will reach the yearly contribution limit of $18,500 in 2018 -- Contribute the maximum percentage allowed by the Plan, which is 75% of your eligible pay 4

Plan Details (continued) Contributions Pre-Tax contributions Pre-tax contributions come out of your pay before Federal income taxes (and state taxes, if applicable) are calculated, reducing your taxable income by that amount. This means you ll be paying taxes on a lesser amount, and helping to put more of your money to work for you in the Plan. To see how your contributions can impact your take-home pay, go to the Tools and Resources section on the website to access the Payroll Deductions Calculator. After-Tax Roth contributions You can also make after-tax Roth contributions to the Plan. After-tax Roth is not a separate savings plan, but another way to make contributions to the Plan. When you make after-tax Roth contributions, you pay Federal income taxes (and state taxes, if applicable) now, but you don t pay income taxes later even on any earnings your investments may make. To be eligible for a tax-free distribution of your after-tax Roth savings, you must: Withdraw the money at age 59½ or older Maintain your after-tax Roth account for at least five years from the date of your first contribution Distributions are also Federal tax-free if you become disabled or die, regardless of age, after you have maintained your after-tax Roth account for five years. Distributions are subject to state taxes, if applicable. 5

Plan Details (continued) Consider stepping up your savings with Contribution Accelerator Sign up for Contribution Accelerator to have either your pre-tax or after-tax Roth contribution percentage automatically increase by as little as every year. The increase will automatically occur on the anniversary of your date of hire. Or, if you prefer, you can choose another date for the increase to take effect. To enroll in Contribution Accelerator, log in to your account at mgmresorts401k.com and click MGM Resorts 401(k) Savings Plan located above your account balance, followed by Contribution Rate in the Account Detail section. Then click Activate under Contribution Accelerator. 6

Plan Details (continued) Which contribution type is right for you? Pre-tax contributions might be right if: You may be short on time. Pre-tax contributions may enable you to afford to contribute more, so you can do more for your retirement. After-tax Roth contributions might be right if: You have lots of time. The more time you have until retirement, the bigger the potential advantage of after-tax Roth contributions, because your earnings potential could be significant over time. You think you may be in a lower tax bracket in retirement. This way, you ll enjoy immediate tax benefits. You want more take-home pay. You think you ll be in a lower tax bracket in retirement and would rather pay taxes when you start taking withdrawals. You think you may be in a higher tax bracket in retirement. This way, you won t need to pay a higher rate on the money you withdraw. You are comfortable with less take-home pay. By contributing from your net income, you ll have less in your pocket now, but the potential of having more in retirement. To determine what combination of pre-tax and/or after-tax Roth contributions may be right for you, go to the Tools and Resources section on the website to access the Roth Contribution Calculator. If you re not sure what s best for you, seek advice from a financial professional or tax advisor. 7

Borrowing You can request a loan The Plan allows you to borrow money from the vested portion of your account for any reason and repay it, with interest, through payroll deductions. These rules apply: You may have only one outstanding loan at a time. The minimum loan amount is $500. The maximum loan amount available may not exceed the lesser of: -- 50% of your total vested balance. -- $50,000 less the highest outstanding loan balance in the prior 12-month period. You will be charged a one-time loan-establishment fee of $50. Loans are repaid to your account with interest (Prime Interest Rate plus ). General purpose loans must be repaid within five years. Principal residence loans must be repaid within 15 years. (Documentation is required for verification.) Please refer to the Summary Plan Description for complete information about loans. To request a loan, or to view the Plan Loan Rules, log in to your account or call the MGM Resorts 401(k) Savings Line at (800) 995-4015. Any outstanding loan balance not paid back at termination becomes taxable in the year of default. Under the Tax Cuts and Jobs Act of 2018 for defaults related to termination of employment after 2017, the individual has until the due date of that year s return (including extensions) to roll over this amount to an IRA or qualified employer plan. Please Note: After you take a loan, it is your responsibility to make sure the loan repayments are being deducted properly from your paycheck. 8

Withdrawals You can make two types of withdrawals while you re employed 1 In-service withdrawals 2 Hardship withdrawals If you are age 59½ or older, you can withdraw all or a portion of your vested account balance (including rollover amounts) for any reason. The withdrawal may be subject to income taxes. Withdrawals from a rollover account may be taken at any time and may be subject to Federal income taxes (and state taxes, if applicable), as well as a 10% Federal tax penalty if you are under age 59½. You may withdraw all or a portion of your vested account balance at any age for certain financial hardships. You may be subject to Federal income taxes (and state taxes, if applicable). Qualifying reasons for hardship withdrawals include: Purchase of your principal residence. Prevention of foreclosure or eviction from your principal residence. Tuition and related educational fees for the next 12 months of post-secondary education for you, your spouse, children, dependents or primary beneficiary. Uninsured medical expenses incurred by you, your spouse, children, dependents, or primary beneficiary. Funeral expenses for your spouse, parents, children, dependents, or primary beneficiary. Uninsured repair expenses that result from damage to your principal residence caused by a casualty event (such as a fire, storm, or theft) and that qualify for a casualty deduction. 9

Withdrawals (continued) Please Note: If your hardship withdrawal is approved, you will NOT be able to make regular contributions (or catch-up contributions, if applicable) to your 401(k) account for six months. At the end of the six-month period, your contribution rate (and your catch-up contributions, if applicable) will be automatically reinstated unless you change your contribution rate to zero. In addition, hardship withdrawals may be subject to Federal income taxes (and state taxes, if applicable) and a 10% Federal tax penalty if you are under age 59½. To request additional information about Plan withdrawals, call the MGM Resorts 401(k) Savings Line at (800) 995-4015. Please read the Summary Plan Description for further details on the rules and tax consequences regarding Plan withdrawals. For additional tax information, please read the Special Tax Notice posted in the Forms and Documents section of the website. 10

Withdrawals (continued) Making withdrawals after you leave the Company If your vested account balance is more than $5,000 (not including rollover amounts), you have four options for your savings if you leave the Company or retire: 1. Leave your your account in in the the MGM Resorts 401(k) Savings Plan. Plan. When you leave the Company, you may continue to manage your investments in the Plan. However, you must take a required minimum distribution (RMD) by April 1 of the year following the year in which you turn 70½ and by December 31 of each subsequent year. If you are over age 70½ when you leave the Company, you must take a RMD by April 1 of the following year and by December 31 of each subsequent year. 2. Roll over your money. You can can move your money to to a a qualified Individual Retirement Account (IRA) or another qualified retirement plan when you leave the Company. This way, you can continue to defer taxes and if you are under age 59½, avoid the 10% Federal tax penalty. 3. Take a a lump-sum distribution. You You can can take either a a full full or or a a partial distribution of the value of your vested account balance when you leave the Company. However, the IRS requires that 20% be withheld from the taxable portion of your payment (and state taxes, if applicable). Funds withdrawn before age 59½ may be subject to a 10% Federal tax penalty. Read the Special Tax Notice posted in the Forms and Documents section of the website for more information. 4. Take a a combination distribution. When you leave the the Company, you may take part of your vested account balance as a lump- lump-sum distribution distribution and roll and over roll a over portion a portion to a qualified to a qualified IRA or IRA or another qualified retirement plan. plan. Applicable taxes taxes will will apply apply to the lump-sum distribution amount, and the amount may be subject to a 10% Federal tax penalty if you are under age 59½. 11

Withdrawals (continued) Please Note: If your vested account balance is equal to or less than $5,000 (not including rollover amounts) but more than $1,000, you will need to either roll over your account to a qualified IRA or another qualified retirement plan, or take a lump-sum distribution. If you do not take one of these actions, and you are under the normal retirement age of 65, your account will automatically be rolled over to an IRA chosen by the plan administrator. If you do not take one of these actions and you are 65 or older, you will automatically receive a lump-sum distribution. Applicable taxes will apply to the lump-sum distribution and may be subject to a 10% Federal tax penalty if you are under age 59½. If your vested account balance is $1,000 or less (not including rollover amounts), you will automatically receive a lump-sum distribution if you do not roll over your account to a qualified IRA or another qualified retirement plan. Applicable taxes will apply to the lump-sum distribution and may be subject to a 10% Federal tax penalty if you are under age 59½. Remember, Roth distributions are not subject to Federal tax or to the 10% penalty provided the requirements on page five are met. For more information regarding withdrawals after you leave the Company, please refer to the Summary Plan Description. For additional tax information, please read the Special Tax Notice posted in the Forms and Documents section of the website. 12

Investing in the Plan You have two ways to invest in the Plan 1 Consider investing your savings easily with GoalMaker GoalMaker is an easy-to-use, optional asset allocation program available at no additional cost that helps you choose your investments quickly and easily. Based on when you plan to retire and your comfort with investment risk (your Investor Style ), GoalMaker will guide you to a portfolio of investments for your consideration. Once you ve made your choice, GoalMaker will rebalance your portfolio quarterly to help ensure that it stays on track. And, if you elect the age adjustment feature, GoalMaker will shift your account automatically to be more conservative over time. Enrolling in GoalMaker is easy! Find your Investor Style and Investor Style code from the Investor Style Quiz at mgmresorts401k.com under Investment Center. Find your code in the GoalMaker Portfolio Model Allocations presented and choose your portfolio. Log on to your account at mgmresorts401k.com to enroll. THAT S IT! Investing has never been easier. But remember: You should monitor your investments at least annually to ensure they continue to meet your investment objectives. Keep in mind that application of asset allocation and diversification concepts does not assure a profit or protect against loss in a declining market. You can lose money by investing in securities. 13

Investing in the Plan (continued) Investor Style Quiz To help you determine your investor style, meaning whether you are a Conservative, Moderate, or Aggressive investor, go to the Investment Center section of the website to access the Investor Style Quiz and answer these 10 questions by clicking a box that will add up your total points. Then, refer to the chart and write in the letter that corresponds to your investor style. Next, identify the number of years you have left to retirement and write the corresponding number. You can use this Investor Style Code to determine your GoalMaker portfolio in the Plan, or use it as a guide to build your own portfolio of investments. 14

Investor Style Code > Years to Retirement > GoalMaker portfolio allocations Conservative Moderate Aggressive C01 C02 C03 C04 M01 M02 M03 M04 R01 R02 R03 R04 0-5 Yrs 6-10 Yrs 11-15 Yrs 16+ Yrs 0-5 Yrs 6-10 Yrs 11-15 Yrs 16+ Yrs 0-5 Yrs Stable Value Prudential Stable Value Fund 4 39% 2 1 35% 2 16% 7% 2 16% 9% 0% Fixed Income JPMorgan Government Bond I* MFS Corporate Bond R3* 16% 16% 1 1 1 1 8% 8% Large Cap Stock Value JPMorgan Equity Income R5* 7% 10% 5% 7% 9% 1 8% 9% 10% 1 Large Cap Stock Blend Vanguard Institutional Index Instl Pl* 6% 8% 10% 6% 8% 10% 1 8% 10% 1 1 Large Cap Stock Growth MFS Massachusetts Inv Gr Stk R3* SA/T. Rowe Price Growth Stock Strategy** Small/Mid Cap Stock Value MFS Mid Cap Value R3* Small Cap Value/Victory Fund** Small/Mid Cap Stock Blend Vanguard Mid Cap Index Institutional* Vanguard Small Cap Index I* Small/Mid Cap Stock Growth Eaton Vance Atlanta Capital SMID-Cap A* SA/Invesco Small Cap Growth Strategy** 5% 5% International Stock Blend Lazard International Equity Open* 6% 8% 1 7% 8% 1 15% 9% 1 1 18% International Stock Growth American Funds Europacific Growth R5E* 6% 9% 1 7% 9% 1 16% 9% 1 1 18% *Registered mutual fund. **Insurance company separate account. Keep in mind that application of asset allocation and diversification concepts does not assure a profit or protect against loss in a declining market. You can lose money by investing in securities. Also remember that all investing involves various risks, such as fixed income (interest rate), default, small cap, international and sector including the possible loss of principal. These model portfolios are provided as samples and not as investment recommendations. The model portfolios are based on generally accepted investment practices and take into account the principles of modern portfolio theory, in which allocations are adjusted in an effort to achieve maximum returns for a given level of risk. You should consider other assets, income, and investments (e.g. equity in a home, Social Security benefits, individual retirement plan investments, etc.) in addition to your interest in the plan, to the extent those items are not taken into account in the model before applying these models to your individual situation. Please note that in addition to the specific investments used in the GoalMaker model portfolios, other designated investment alternatives have similar risks and return characteristics. Information regarding those designated investment alternatives can be found in your plan enrollment materials or by logging into your retirement account at Prudential. com. The GoalMaker portfolios are subject to change including, for example, the replacement of investment options and allocations within the portfolios. You will be notified in writing in advance of such changes. Past performance of investments or asset classes does not guarantee future results. 1 1 1 1 10% 9% 5% 6% 5% 1 1 6-10 Yrs 10% 9% 5% 11-15 Yrs 6% 5% 5% 5% 16+ Yrs 0% 0% 6% 6% 5% 5% 15

Investing in the Plan (continued) You have two ways to invest in the Plan 2 Select your own mix of investments The Plan offers investment options from aggressive to conservative, so you have enough flexibility to create a retirement portfolio to help you achieve your investment goals. Investment category Stable Value Investment option Prudential Stable Value Fund Government Bond JPMorgan Government Bond I* Intermediate Term Bond MFS Corporate Bond R3* Large Cap Stock Value JPMorgan Equity Income R5* Large Cap Stock Blend Large Cap Stock Growth Vanguard Institutional Index Instl Pl* MFS Massachusetts Inv Gr Stk R3* SA/T. Rowe Price Growth Stock Strategy** Mid Cap Stock Value MFS Mid Cap Value R3* Mid Cap Stock Blend Vanguard Mid Cap Index Institutional* Mid Cap Stock Growth Eaton Vance Atlanta Capital SMID-Cap A* Small Cap Stock Value Small Cap Value/Victory Fund** Small Cap Stock Blend Vanguard Small Cap Index I* Small Cap Stock Growth International Stock Blend International Stock Growth Specialty Real Estate SA/Invesco Small Cap Growth Strategy** Lazard International Equity Open* American Funds Europacific Growth R5E* Real Estate/Cohen & Steers Fund** *Registered mutual fund **Insurance Company Separate Account All investing involves various risks, such as: fixed income (interest rate), default, small cap, international and sector including the possible loss of principal. 16

Resources Get ready. Consider enrolling today. You can enroll two ways: Online: Visit mgmresorts401k.com and select the Access Account button at the left of the home page, then follow the registration instructions. Or in just a few taps on your mobile device, you can use the Plan s Quick Join feature at quickjoin.mgmresorts401k.com. Phone: Call (800) 995-4015. Participant service representatives are available Monday through Friday, 5 a.m. to 6 p.m. PT. Get set to learn more about retirement planning with our Plan Education Consultant The MGM Resorts 401(k) Savings Plan offers a variety of features and services to help you plan and prepare for your financial future. The Plan Education Consultant is on hand to help you: Enroll in the Plan Understand your quarterly statements Learn about the Company match (eligibility rules apply) Find ways to save more Increase your contributions Find out how vesting works Explore your investment options Review the features, benefits and tools available through the Plan To leave a message with the Plan Education Consultant, call (800) 995-4015 and choose option 2. You can also visit mgmresorts401k.com to schedule a one-on-one session by going to the Plan Education Consultant section and selecting the Schedule or Change an Onsite Appointment link. 17

Resources (continued) Have questions? Want to make changes to your account? Make sure your beneficiary designation and personal contact information reflect your life today. Visit mgmresorts401k.com or call the MGM Resorts 401(k) Savings Line at (800) 995-4015 for assistance. Mobile resources make planning for retirement convenient The Retirement Income Calculator is also available to you as a mobile app. Visit the app store for your device and download a free copy of the Prudential Retirement Income Calculator. Keep your address current In order to communicate Plan information to you, we need to keep your current address on file. If you move and you re an active employee, you can change your address on Workday through mlifeinsider.com. When your employment ends, please contact the property you worked for to request address change instructions. If it has been more than one year, please call the MGM Resorts 401(k) Savings Line at (800) 995-4015 to update your address and phone number. About 401(k) plan fees There are fees and expenses associated with operating a 401(k) savings plan, including fees charged by the mutual funds in which your Plan account is invested. For information about fees and expenses, read the Fund Fact Sheets, or call the MGM Resorts 401(k) Savings Line at (800) 995-4015 to request a fund prospectus. 18

Investors should consider the fund s investment objectives, risks, charges and expenses before investing. The prospectus and the summary prospectus (if available) contain complete information about the investment options available through your Plan. Please call (800) 995-4015 for a free prospectus and, if available, a summary prospectus that contain this and other information about our mutual funds. You should read the prospectus and the summary prospectus (if available) carefully before investing. You can lose money when investing in securities. This material is intended to provide information only. This material is not intended as advice or recommendation about investing or managing your retirement savings. By sharing this information, Prudential Retirement is not acting as your fiduciary as defined by the Department of Labor or otherwise. If you need investment advice, please consult with a qualified professional. Shares of the registered mutual funds are offered by Prudential Investment Management Services LLC (PIMS), Newark, NJ, a Prudential Financial company. Prudential Retirement is a Prudential Financial business. Plan Education Consultants are registered representatives of PIMS. The Stable Value Fund is a combination of a group annuity contract issued by The Prudential Insurance Company of America (PICA), Newark, NJ 07102 and an investment in the Prudential Core Conservative Intermediate Bond Fund of Prudential Trust Company s Collective Trust (the Fund ) as described below. Payment obligations and the fulfillment of any guarantees specified in the group annuity contract are insurance claims supported by the Plan s investment in the Fund and, if such investment is not sufficient, by the full faith and credit of PICA. The obligations of PICA and the Plan s investment in the Fund are not insured by the FDIC or any other federal governmental agency. The interest rate credited on contract balances is reset pursuant to a formula contained in the group annuity contract. Past interest rates are not indicative of future rates. This product is not a mutual fund. Contract form #GPA-200-WRAP-2004 or state variation thereof. Prudential Retirement is compensated in connection with this product by collecting a fee, which provides payment for risk, recordkeeping and distribution services from the Plan s investment in the Fund. We may also collect fees on behalf of Prudential Trust Company. Prudential Retirement may use a portion of its aggregate compensation to satisfy the Plan s request for allowances and for payments to defray plan expenses or to compensate unaffiliated third party plan service providers. If Prudential Retirement s aggregate compensation from this product and from other plan investment products exceeds the costs of servicing your Plan, Prudential Retirement earns a profit; otherwise, we incur a loss. Frequent exchanging between plan investment options may harm long-term investors. Your Plan or the Plan s investment funds may have provisions to deter exchanges that may be abusive. These policies may require us to modify, restrict or suspend purchase or exchange privileges and/or impose redemption fees. Participants using the Retirement Income Calculator should consider other assets, income and investments (e.g. equity in a home, Social Security benefits, individual retirement plan investments, etc.) when assessing the adequacy of the estimated income stream as provided by this tool. The Retirement Income Calculator is hypothetical and for illustrative purposes only and is not intended to represent performance of any specific investment, which may fluctuate. There is no assurance that retirement income objectives will be met. You can lose money by investing in securities.

GoalMaker s model allocations are based on generally accepted financial theories that take into account the historic returns of different asset classes. But of course, past performance of any investment does not guarantee future results. Participants should consider their other assets, income and investments (e.g. equity in a home, Social Security benefits, individual retirement plan investments, etc.), in addition to their interest in the Plan, to the extent those items are not taken into account in the model. Participants should also periodically reassess their GoalMaker investments to make sure their model portfolio continues to correspond to their changing attitudes and retirement time horizon. The Fund is the Prudential Core Conservative Intermediate Bond Fund. This commingled fund is for qualified investors and is part of the Prudential Trust Company Collective Trust. The Collective Trust was formed to invest collectively and manage the assets of pension, profit-sharing, defined benefit or other qualified retirement plans exempt from taxation under the Internal Revenue Code of 1986, as amended. The Collective Trust has separate investment funds. Prudential Trust Company is the trustee and manager of these funds. Prudential Trust Company, a Pennsylvania banking corporation, is located in Scranton, PA, and is an indirect subsidiary of Prudential Financial, Inc. Prudential Trust Company has employed Prudential Investment Management, Inc. (PIM) to advise the Fund. PIM is a registered investment adviser and a Prudential Financial company. Funds in the Prudential Trust Company Collective Trust may only be offered and sold by a Prudential Trust Company sales officer. Under the declaration of trust establishing the Collective Trust, Prudential Trust Company may limit the maximum withdrawal as of any fund valuation date to the greater of $2,000,000 or five percent (5%) of the value of the assets in a fund as of that valuation date (unless otherwise described in a fund s investment guidelines), depending on several factors, including market conditions and Prudential Trust Company s fiduciary obligation to all the investors in a fund. Prudential Trust Company may require five business days written notice of a withdrawal and, although withdrawal amounts are paid promptly, Prudential Trust Company can take up to 10 business days to pay such withdrawal amounts. In addition, Prudential Trust Company may impose any restrictions on any transfers to or withdrawals from a fund as it, in its sole discretion, deems necessary or advisable in connection with the investment objectives of any such fund. Withdrawals, except for qualified withdrawals from a Roth 401(k), are generally taxed at ordinary income tax rates. Amounts withdrawn before age 59½ may be subject to a 10% federal income tax penalty, applicable taxes and plan restrictions. Neither Prudential Financial nor any of its affiliates provide tax or legal advice for which you should consult your qualified professional. The Retirement Income Calculator is for illustrative purposes and does not represent performance of any specific investment. Retirement income objectives may not be met. You can lose money by investing in securities. Retirement products and services are provided by Prudential Retirement Insurance and Annuity Company (PRIAC), Hartford, CT or its affiliates. PRIAC is a Prudential Financial company. 2018 Prudential Financial, Inc. and its related entities. 1006412-00001-00 MGRI01GDRE5_0003 08/2018