UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

~~CURRENT~~Current ~~REPORT~~Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 21, 2017

Station Casinos LLC ~~Red Rock Resorts, Inc.~~ (Exact name of registrant as specified in its charter) Red Rock Resorts, Inc. (Exact name of registrant as specified in its charter)

Nevada		000-54193		27-3312261		Delaware		001-37754		47-5081182
(State or other jurisdiction of incorporation)		(~~CommissionFile~~Commission File Number)		(IRS Employer Identification No.)		(State or ~~other~~otherjurisdiction ~~jurisdiction of incorporation~~ofincorporation)		(~~CommissionFile~~Commission ~~Number~~FileNumber)		(IRS ~~Employer~~EmployerIdentification ~~Identification~~ No.)

1505 South Pavilion Center Drive, Las Vegas, Nevada 89135

Las Vegas, Nevada 89135

(Address of principal executive offices)

Registrant’s telephone number, including area code: (702) 495-3000

Not Applicable.

(Former ~~name~~Name or ~~former~~Former ~~address~~Address, if ~~changed~~Changed ~~since~~Since ~~last~~Last ~~report~~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 (see General Instruction A.2. below):

☐	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))

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 15.0102. ~~Entry~~Departure ~~Into~~of aDirectors ~~Material~~or ~~Definitive~~Certain ~~Agreement~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

~~Indenture~~(e) Red Rock Resorts, Inc. and Station Casinos LLC (together, the “Company”) entered into an employment agreement with Joseph J. Hasson on September 21, 2017, effective August 16, 2017, pursuant to which Mr. Hasson will serve as Executive Vice President and Chief Operating Officer. In addition to the change in title from Executive Vice President of Operations, the employment agreement provides for a fixed five-year term, unless the agreement is otherwise terminated pursuant to its terms. The employment agreement also provides that Mr. Hasson shall be entitled to an annual base salary of not less than $600,000 and a discretionary annual bonus with a targeted amount equal to Mr. Hasson’s annual base salary with a target of not less than 100% of his base salary, with the actual amount to be based on achievement of mutually agreed goals and objectives and overall performance of the Company. Pursuant to the employment agreement, Mr. Hasson is also entitled to a discretionary annual long-term incentive award with a targeted value to be determined by the Board of Directors of the Company. In the event of termination of employment for any reason, Mr. Hasson will be entitled to accrued and unpaid obligations under his employment agreement, such as unpaid salary, any annual bonus awarded but not yet paid, and reimbursement for previously-incurred expenses. Mr. Hasson will not be entitled to any additional payments or benefits if his employment is terminated by the Company for “cause” or by Mr. Hasson, except with “good reason” following a change in control of the Company. If Mr. Hasson’s employment is terminated by the Company without “cause” or by Mr. Hasson for “good reason” following a change in control of the Company, he will be entitled to receive additional payments consisting of a pro-rated annual bonus for the year of termination and a cash payment equal to the annual base salary in effect at the time of termination (paid in 12 equal monthly installments) and continuation of group health and long-term disability insurance coverage for 12 months (or a cash payment made in lieu of continued coverage). Receipt of the additional payments is subject to the execution of a release of claims against the Company. Mr. Hasson’s employment agreement also contains certain restrictive covenant obligations, including indefinite confidentiality obligations and non-competition and non-solicitation restrictions with respect to a defined “restricted area” through the first anniversary of termination of employment.

OnSIGNATURES September 21, 2017, Station Casinos LLC (the “Company”) issued $550 million aggregate principal amount of 5.000% Senior Notes due 2025 (the “Notes”) pursuant to an indenture, dated as of September 21, 2017 (the “Indenture”), among the Company, the guarantors party thereto (the “Guarantors”) and Wells Fargo Bank, National Association, as Trustee. Interest on the Notes will be paid every six months in arrears on April 1 and October 1, commencing April 1, 2018.

~~The~~Pursuant ~~Notes~~to ~~and~~ the ~~guarantees~~requirements ~~are the Company’s and the Guarantors’ general senior unsecured obligations. The Notes and the guarantees rank equally in right~~ of ~~payment with all of~~ the ~~Company’s~~Securities ~~and~~Exchange ~~the~~Act ~~Guarantors’ existing and future senior debt and senior in right~~ of payment to all of the Company’s and the Guarantors’ future subordinated debt. The Notes and the guarantees are effectively junior to any of the Company’s and the Guarantors’ existing and future debt that is secured by senior or prior liens on the collateral1934, ~~including indebtedness under~~ the ~~Company’s~~registrant ~~existing credit~~has ~~facility~~duly ~~and~~caused ~~other~~this ~~secured~~report ~~debt permitted~~ to be ~~incurred~~signed ~~pursuant~~on toits ~~the~~behalf ~~terms of the Indenture governing the Notes, to the extent of the value of the collateral securing such obligations. The Notes and the guarantees are structurally~~by ~~subordinated to all existing and future liabilities of~~ the ~~Company’s~~undersigned ~~subsidiaries~~hereunto ~~that~~duly ~~do not guarantee the Notes~~authorized.

OnDate: ~~or after October~~September 125, ~~2020,~~2017 the Company may redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest and additional interest, if any, on the Notes redeemed, to the applicable redemption date, if redeemed during the 12-month period beginning on October 1 of the years indicated below:

Year	Percentage
2020		102.500	%
2021		101.250	%
2022 and thereafter		100.000	%


Station Casinos LLC		Red Rock Resorts, Inc.

	/s/ Stephen L. Cootey		/s/ Stephen L. Cootey
By:	Stephen L. Cootey	By:	Stephen L. Cootey
	Executive Vice President, Chief Financial Officer & Treasurer		Executive Vice President, Chief Financial Officer & Treasurer

If the Company experiences certain change of control events (as defined in the Indenture governing the Notes), it must offer to repurchase the Notes at 101% of their principal amount, plus accrued and unpaid interest to the applicable repurchase date.

If the Company sells assets under certain circumstances and does not use the proceeds for specified purposes, the Company must offer to repurchase the Notes at 100% of their principal amount, plus accrued and unpaid interest to the applicable repurchase date.

The Indenture governing the Notes contains certain covenants limiting, among other things, the Company’s and its restricted subsidiaries’ ability and the ability of its subsidiaries (other than its unrestricted subsidiaries) to:

• pay dividends or distributions (other than customary tax distributions) or make certain other restricted payments or investments;

• incur or guarantee additional indebtedness or issue disqualified stock or create subordinated indebtedness that is not subordinated to the Notes or the guarantees;

• create liens;

• transfer and sell assets;

• merge, consolidate, or sell, transfer or otherwise dispose of all or substantially all of our assets;

• enter into certain transactions with affiliates;

• engage in lines of business other than its core business and related businesses; and

• create restrictions on dividends or other payments by our restricted subsidiaries.

These covenants are subject to a number of exceptions and qualifications as set forth in the Indenture governing the Notes. The Indenture governing the Notes also provides for events of default which, if any of them occurs, would permit or require the principal of and accrued interest on such Notes to be declared due and payable.

The foregoing description is qualified in its entirety by reference to the full text of the Indenture governing the Notes, filed as Exhibit 4.1 hereto and incorporated by reference herein.

Credit Facility Amendment

On September 21, 2017 (the “Fourth Amendment Effective Date”), the Company, Red Rock Resorts, Inc., Station Holdco LLC, the guarantor subsidiaries of the Company, Deutsche Bank AG Cayman Islands Branch, as administrative agent, and lenders party to that certain Credit Agreement dated as of June 8, 2016 (the “Credit Agreement”) entered into the Incremental Joinder Agreement No. 4 and Fourth Amendment to Credit Agreement (the “Amendment”) pursuant to which the Credit Agreement was amended to, among other things, (a) extend the maturity date under each of the term A loan facility and the revolving credit facility by one year to June 8, 2022; (b) set the Company’s required quarterly principal payments on the term A-3 facility loan in an amount equal to approximately $3.4 million, payable on the last day of each fiscal quarter beginning on December 31, 2017; (c) increase the outstanding amount of the term A-3 facility loans to approximately $272.5 million, (d) increase the outstanding borrowing availability of the revolving credit facility to approximately $781.0 million and (e) modify the requirements that the Company maintain throughout the term of the Credit Agreement and measured at the end of each fiscal quarter, a maximum consolidated total leverage ratio of not more than (i) 6.50 to 1.00 for the first fiscal quarter ending after the Fourth Amendment Effective Date through the fiscal quarter ending December 31, 2018, (ii) 6.25 to 1.00 for the fiscal quarter ending March 31, 2019, (iii) 6.00 to 1.00 for the fiscal quarter ending June 30, 2019 through the fiscal quarter ending September 30, 2019, (iv) 5.75 to 1.00 for the fiscal quarter ending December 31, 2019 through the fiscal quarter ending March 31, 2020, (v) 5.50 to 1.00 for the fiscal quarter ending June 30, 2020 through the fiscal quarter ending September 30, 2020 and (vi) 5.25 to 1.00 the fiscal quarter ending December 31, 2020 and each fiscal quarter thereafter.

The Company intends to use the net proceeds from the issuance of the Notes and the Incremental Term A-3 Facility Loans to (a) repay the Company’s outstanding 7.50% Senior Notes due 2021, (b) repay outstanding revolving loans under the Revolving Facility to the extent of available proceeds, (c) pay fees and expenses in connection with the offering and the credit facility amendment and (d) for general corporate purposes.

The foregoing description is qualified in its entirety by reference to the full text of the Amendment, filed as Exhibit 10.1 hereto and incorporated by reference herein.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The in Item 1.01 is incorporated by reference into this Item 2.03.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

The following material is being furnished as an exhibit to this Current Report on Form 8-K.

Exhibit Number		Description
4.1		Indenture dated as of September 21, 2017 among Station Casinos LLC, the guarantors party thereto and Wells Fargo Bank, National Association, as trustee.
10.1		Incremental Joinder Agreement No. 4 and Fourth Amendment to Credit Agreement dated as of September 21, 2017 among Station Casinos LLC, the guarantor subsidiaries party thereto, Red Rock Resorts, Inc. Station Holdco LLC, Deutsche Bank AG Cayman Islands Branch, as administrative agent, and the lenders party thereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Station Casinos LLC
Date: September 21, 2017	By:	/s/ Stephen L. Cootey
		Stephen L. Cootey Executive Vice President, Chief Financial Officer and Treasurer

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