Elaine Wynn has left the building

Votes are still being audited but the bottom line from Wynn Resorts‘ board election is this: Elaine Wynn is out and the company’s two preferred candidates have been reelected. “The manner in which the existing board has handled the company’s third-largest shareholder and fellow board member, Elaine P. Wynn, the resulting proxy contest, all too public dispute and the continuing multiyear decline in the company’s stock price, compel us to support the dissident,” Egan-Jones Proxy Services advised in vain.

Ms. Wynn’s lawsuit to sever control of her shares from Steve Wynn rubbed stockholder Stephen Chang the wrong way (“There’s a better way to do it.”) but investor Ellyce Elaine WynnRumick was displeased with the election results: “I really think it’s terrible. You have to have a woman’s perspective.” The losing candidate spun the outcome as a Wynn-win situation, saying, “While I am certainly disappointed by the result of today’s vote, I am hopeful that I have once again served as an agent for change and improvement … this proxy contest was a success in that it brought to light critical corporate governance concerns at Wynn Resorts … I, however, as the third-largest stockholder, remain committed to holding all accountable, and will now do so from a position of greater strength.” (How?)

While hypocritically thanking Ms. Wynn “for her service on the Wynn Resorts Board of Directors,” the company did hand her a consolation prize, announcing “We look forward to expanding the Board with one or more qualified, diverse and independent directors by the end of 2015, which is a key step in our ongoing effort to enhance the Board’s independence, broaden the skills and experience of the Board and increase its effectiveness.” (What effort?)

Investors ultimately sided with incumbent board members J. Edward Virtue and John J. Hagenbuch. The Las Vegas Sun attributed this Virtue-ous result to the board’s reiterated message that “Wynn’s personal goals had superseded her responsibility to look out for the best interests of the whole company. That message appears to have resonated with stockholders.

Steve-Wynn-201198-1-402Prior to the vote, Ms. Wynn told Fortune, “I cofounded that company. It’s like my candy store, to put it bluntly.” She later added “Sometimes you have to put a lasso around that [Wynn enthusiasm] and pull him back down to earth. Not too many people other than me are willing to do that. I’m the formidable match for Steve Wynn.” Now she has lost her last mooring cable to keep Mr. Wynn tethered to terra firma. She described her husband as “the Aquarius. He’s up in the air. He’s a high-flier, a fabulous developer, dreamer, Renaissance man and romantic. That’s the thing that makes him so charismatic.”

The latter offered her a heavily qualified endorsement, telling courtier Charlie Rose, “I’m in an impossibly embarrassing situation of either not supporting my former wife Elaine, which I am happy to do and obliged to do, or not supporting my board of directors who are all very fine highly respected independent men.”

The board was less dignified, making a bitchy remark in its annual report that  “The operational contributions Ms Wynn claims to make are more appropriately matters to be handled by the company’s highly trained and professional staff.” Meow! This created what the Financial Times called an “uncomfortable tinge of sexism.” Now the board has to convince the public and shareholders that its sudden passion for diversity is more than mere tokenism.

* Meanwhile, up in Carson City, the supine Nevada Legislature was doing Wynn’s bidding, passing a pro-SLAPP lawsuits bills, freedom of speech be damned. It’s prompted by a fit of pique (and failed lawsuit) set off by Wynn over a passing remark about Macao‘s culture of “questionable business methods.” Ohhhhhh, “questionable”! Them’s fighting words, Steve, right?

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