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): ~~October 9~~January 14, ~~2015~~2016 ~~(October 6, 2015)~~

NEVADA PROPERTY 1 LLC

(Exact ~~Name~~name of registrant as specified in its charter)

Delaware	000-53938	27-1695189
(State or other jurisdiction ofincorporation or organization)	(CommissionFile Number)	(I.R.S. EmployerIdentification No.)
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)
3708 Las Vegas Boulevard South Las Vegas, Nevada		89109
(Address of principal executive offices)		(Zip Code)

3708 Las Vegas Boulevard SouthLas Vegas, Nevada		89,109
(Address of principal executive offices)		(Zip Code)

(702) 698-7000

(Registrant’s telephone number, including area code)

Not Applicable

(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))

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On ~~October 6~~January 14, ~~2015~~2016, ~~Nevada Property 1 LLC (the “Company”) entered into an employment agreement (the “Agreement”) with~~ Lisa Marchese, ~~which~~voluntarily ~~became~~resigned ~~effective~~from ~~as of September 2, 2015 and superseded and replaced~~ her ~~employment~~position ~~agreement~~as ~~previously~~Nevada inProperty ~~effect.~~1 ~~Under~~LLC’s (the ~~terms of the Agreement, Ms. Marchese, will continue to serve as the~~ “Company’s”) Chief Marketing Officer. ~~The~~effective ~~Agreement provides for a three-year term, following which Ms~~immediately. ~~Marchese will be employed at-will unless the parties otherwise agree.~~

~~Under~~In ~~the~~connection ~~terms~~with ~~of the Agreement,~~ Ms. Marchese’s isresignation, ~~entitled~~on toJanuary 18, ~~receive~~2016, anthe ~~annual~~Company entered ~~base~~into ~~salary~~a ofFull atand ~~least~~Final ~~$400,000~~Release ~~and~~Agreement ~~will~~with beMs. Marchese ~~eligible~~(the to“Separation ~~receive~~Agreement”), ansuperseding ~~annual~~her ~~performance-based~~existing ~~cash~~compensation ~~incentive~~arrangements. ~~award~~Pursuant ~~equal~~ to ~~50%~~the ofSeparation ~~her base salary then in effect~~Agreement, subject to ~~her~~non-revocation ~~not~~of ~~having~~a ~~given~~general ~~notice~~release and waiver of ~~her~~claims ~~intent~~in tofavor ~~resign~~of ~~and~~the ~~her~~Company, ~~continued~~Ms. Marchese ~~employment~~will ~~through~~be ~~the~~entitled ~~payment~~to ~~date.~~a ~~Under~~prorated bonus in the ~~terms~~amount of ~~the Agreement~~$203,726 ~~Ms.~~in ~~Marchese~~respect isof ~~entitled~~her toservices ~~participate~~rendered induring ~~the~~2015 ~~Company’s~~and ~~benefit~~will ~~plans~~receive asno ~~are~~further ~~generally~~benefits ~~made~~or ~~available~~payments. ~~from~~The ~~time~~Company toalso ~~time~~ agreed to ~~similarly~~waive ~~situated~~Mr. Marchese’s ~~Company~~post-termination ~~executives~~non-competition obligations.

InPursuant to the ~~event~~terms of ~~a termination of Ms. Marchese’s employment by~~ the ~~Company~~Separation ~~without “cause” (as defined in the~~ Agreement~~) or by her for “good reason” (as defined in the Agreement)~~, ~~subject to her execution of a general release of claims in favor of the Company,~~ Ms. Marchese is ~~entitled~~subject to ~~receive~~non-solicitation ~~(a)~~covenants ~~any~~that ~~earned~~apply ~~but unpaid salary, (b) severance in the amount of her base salary then in effect~~ for a period of 12 months immediately following ~~her~~a termination, ~~(c)~~of ~~any~~her ~~discretionary~~employment ~~bonus~~for ~~awarded~~any ~~but~~reason. ~~not~~Ms. Marchese ~~yet~~is ~~paid~~also ~~and~~subject ~~(d)~~to ~~COBRA~~indefinite ~~coverage~~confidentiality, ~~under~~and the Company’s and ~~health~~Ms. Marchese ~~insurance~~are ~~programs~~subject ~~for~~to aindefinite ~~period~~mutual ofnon-disparagement ~~12 months following her termination or until she earlier becomes eligible for health insurance~~covenants.

Pursuant to the terms of the Agreement, Ms. Marchese is subject to non-competition and non-solicitation covenants that apply for a period of 12 months immediately following a termination of her employment for any reason. Ms. Marchese is also subject to indefinite confidentiality, and the Company and Ms. Marchese are subject to indefinite mutual non-disparagement covenants.

The foregoing summary of the Agreement is qualified in its entirety by the terms of the Agreement, a copy of which is filed herewith as Exhibit 10.1

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

ExhibitNumber		Description
10.1		Employment Agreement, dated October 5, 2015, between Nevada Property 1 LLC and Lisa Marchese

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.

	~~NEVADA PROPERTY 1 LLC~~	NEVADA PROPERTY 1 LLC
~~By:~~	~~/s/ Michelle F. Adams~~	By:	/s/ William P. McBeath
~~Name:~~	~~Michelle F. Adams~~	Name:	William P. McBeath
~~Title:~~	~~Chief Financial Officer~~	Title:	President and Chief Executive Officer

Date: ~~October~~January 919, ~~2015~~2016

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