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): November 8, 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.
Blake L. Sartini, a Director of the Company, and William W. Warner,
Executive Vice President and Chief Operating Officer of the Company, have
entered into Rule 10b5-1 trading plans (the "Plans") to sell up to 250,000 and
117,500 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 November 9, 2004 and ending on May 6, 2005 for Mr. Sartini,
and beginning on November 9, 2004 and ending on April 30, 2005 for Mr. Warner,
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: November 8, 2004 By: /s/ Glenn C. Christenson
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Glenn C. Christenson
Executive Vice President,
Chief Financial Officer,
Chief Administrative Officer
and Treasurer