Las Vegas Sands (LVS) Form 5 LAS VEGAS SANDS / Sheldon G Adelson ownership change

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

Adelson Sheldon G

(Last) (First) (Middle)

3355 LAS VEGAS BOULEVARD SOUTH

(Street)

LAS VEGAS NV 89109

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LAS VEGAS SANDS CORP [ LVS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
Chairman/Board,CEO & Treasurer

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
Common Stock	02/02/2015		G(1)	1,000,000	D	$0	2,419,200	I	By spouse's indirect ownership.
Common Stock	03/18/2015		G(1)	282,000	A	$0	2,701,200	I	By spouse's indirect ownership.
Common Stock	03/20/2015		G(1)	199,456	A	$0	2,900,656	I	By spouse's indirect ownership.
Common Stock	03/20/2015		G(1)	85,300	A	$0	2,985,956	I	By spouse's indirect ownership.
Common Stock	04/24/2015		G(1)	1,000,000	D	$0	1,985,956	I	By spouse's indirect ownership.
Common Stock	04/24/2015		G(1)	488,151	A	$0	2,474,107	I	By spouse's indirect ownership.
Common Stock	04/24/2015		G(1)	234,819	A	$0	2,708,926	I	By spouse's indirect ownership.
Common Stock	07/24/2015		G(1)	812,368	A	$0	3,521,294	I	By spouse's indirect ownership.
Common Stock	07/24/2015		G(1)	363,495	A	$0	3,884,789	I	By spouse's indirect ownership.
Common Stock	07/24/2015		G(1)	413,036	A	$0	4,297,825	I	By spouse's indirect ownership.
Common Stock	07/24/2015		G(1)	1,000,000	D	$0	3,297,825	I	By spouse's indirect ownership.
Common Stock	10/23/2015		G(1)	200,200	A	$0	3,498,025	I	By spouse's indirect ownership.
Common Stock	10/23/2015		G(1)	567,000	A	$0	4,065,025	I	By spouse's indirect ownership.
Common Stock	10/23/2015		G(1)	1,500,000	D	$0	2,565,025	I	By spouse's indirect ownership.
Common Stock	10/23/2015		G(1)	595,300	A	$0	3,160,325	I	By spouse's indirect ownership.
Common Stock							65,999,258	D
Common Stock							12,566,710	I	By an Adelson family investment vehicle.
Common Stock							313,454,139	I	By spouse's direct and indirect ownership not reported above.

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The shares were transferred for no consideration by a trust for the benefit of one or more members of the Adelson family to another trust for the benefit of one or more members of the Adelson family.

	/s/ Sheldon G. Adelson	02/12/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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