SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): April 22, 2004
STATION CASINOS, INC.
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(Exact name of registrant as specified in its charter)
Nevada 000-21640 88-0136443
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
2411 West Sahara Avenue, Las Vegas, Nevada 89102
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (702) 367-2411
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N/A
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(Former name or former address, if changed since last report)
ITEM 8.01. OTHER EVENTS.
Frank J. Fertitta III, Chief Executive Officer, Lorenzo J. Fertitta,
President, Glenn C. Christenson, Executive Vice President and Chief Financial
Officer, Scott M Nielson, Executive Vice President and Chief Legal Officer,
William W. Warner, Executive Vice President and Chief Development Officer and
Blake L. Sartini, Director of the Company, have entered into Rule 10b5-1 trading
plans (the "Plans") to sell up to 1,250,000, 1,559,250, 159,884, 150,000,
150,000 and 1,366,800 shares, respectively, of the Company's common stock upon
the exercise of certain options or sales of restricted shares. Portions of the
shares may be sold any time the stock achieves certain prearranged minimum
prices and may take place beginning on April 21, 2004 and ending on October 21,
2004 for Frank J. Fertitta III, Glenn C. Christenson and Scott M Nielson,
beginning on April 21, 2004 and ending on November 15, 2004 for Blake L.
Sartini, beginning on April 21, 2004 and ending on January 21, 2005 for William
W. Warner, and beginning on April 21, 2004 and ending on March 31, 2005 for
Lorenzo J. Fertitta, unless sooner terminated. The Plan participants will have
no control over the timing of any sales under the respective plans and there can
be no assurance that the shares covered by the Plans actually will be sold. The
Plan participants entered into the Plans in order to diversify their financial
holdings, although they will continue to have a significant ownership interest
in the Company.
These Plans are intended to comply with Rule 10b5-1 of the Securities
Exchange Act of 1934, as amended, and the Company's insider trading policy. Rule
10b5-1 allows corporate insiders to establish prearranged written plans to buy
or sell a specified number of shares of a company stock over a set period of
time. The specified number of shares sold may be determined pursuant to a
formula or may be at the discretion of a third party, so long as such person is
not aware of material non public information. A plan must be entered into in
good faith at a time when the insider is not in possession of material,
nonpublic information. Subsequent receipt by the insider of material, nonpublic
information will not prevent transactions under the plans from being executed.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
Station Casinos, Inc.
Date: April 22, 2004 By: /s/ Glenn C. Christenson
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Glenn C. Christenson
Executive Vice President, Chief
Financial Officer, Chief Administrative
Officer and Treasurer