Material Event (Form 8-K)

Item 8.01. Other Events.

During December 2025, Boyd Gaming Corporation (the "Company"), entered into purchase agreements to reduce the economic cost of satisfying the Company's 2025 federal income tax obligations by purchasing at a discounted price certain renewable energy investment tax credits ("ITCs") generated by developers of various renewable energy and storage projects under Sections 48 and 48E of the Internal Revenue Code of 1986, as amended. Such agreements (collectively, the "ITC Purchase Agreements") involve the purchase of ITCs in aggregate amounts, not to exceed approximately $465 million.

Pursuant to the ITC Purchase Agreements, in the event, and to the extent, that the ITCs are not effectively transferred or determined to be invalid, the Company is indemnified for attributable losses, subject to certain customary limitations.

The Company's obligation to fulfill its payment obligations pursuant to the ITC Purchase Agreements is subject to customary conditions. The ITC Purchase Agreements also contain customary representations, warranties and covenants. The ITC Purchase Agreements contain certain termination rights of the parties, including if the actions necessary to effectuate the transfer of the ITCs with the Internal Revenue Service have not been consummated by September 15, 2026.

2