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Vail Resorts director Sue Decker to exit board in 2026

Vail Resorts, Inc. (MTN) reports that director Sue Decker has informed the Board that she will not stand for reelection at the Company’s 2026 Annual Meeting of Stockholders, concluding approximately eleven years of service.

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Vail Resorts, Inc. (MTN) reports that director Sue Decker has informed the Board that she will not stand for reelection at the Company’s 2026 Annual Meeting of Stockholders, concluding approximately eleven years of service. She will continue serving, including on the Compensation Committee, until the end of her current term or until the Board determines otherwise. In connection with her decision, the Board approved a reduction in its size to nine members effective as of the 2026 Annual Meeting, and the Nominating & Governance Committee, with an independent search firm, is seeking an additional independent director, with the Board currently expecting to restore its size to ten members in early 2027.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
End of Sue Decker’s Board term 2026 Annual Meeting of Stockholders Date her current term on the Vail Resorts Board will conclude
Years of Board service 11 years Duration of Sue Decker’s service on the Vail Resorts Board
Board size after 2026 Annual Meeting 9 members Board size effective as of the 2026 Annual Meeting following Decker’s departure
Expected Board size in early 2027 10 members Target Board size after appointing an additional independent director
Announcement date September 2, 2026 Date Vail Resorts announced Sue Decker’s decision and filed the report
Compensation Committee financial
"Ms. Decker will continue to serve on the Board’s Compensation Committee"
A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.
Nominating & Governance Committee regulatory
"The Nominating & Governance Committee of the Board is currently conducting a search"
Epic Experience strategy financial
"As we embark on the next chapter of growth through our Epic Experience strategy"
independent director regulatory
"conducting a search for an additional independent director with the assistance"
An independent director is a member of a company's board of directors who is not involved in the company's day-to-day operations and has no significant relationships with the company that could influence their judgment. Their role is to provide unbiased oversight and ensure the company is managed in the best interests of all shareholders. This helps build trust and confidence among investors by promoting transparency and accountability.
forward-looking statements regulatory
"Certain statements discussed in this press release, other than statements of historical information, are forward-looking statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

FAQ

What board change did VAIL RESORTS INC (MTN) announce regarding Sue Decker?

Vail Resorts announced that director Sue Decker will not stand for reelection at the Company’s 2026 Annual Meeting of Stockholders, ending her approximately eleven years of Board service. She will serve through the end of her current term or until the Board determines otherwise.

Why is Sue Decker leaving the Vail Resorts (MTN) Board?

According to Vail Resorts, Sue Decker joined the boards of Anderson Group, Inc. and Nscale, Ltd. within the last year and chose to step down from the Vail Resorts Board to manage her total number of board commitments. The Company states her decision did not involve any disagreement.

How will the Vail Resorts (MTN) Board size change following Sue Decker’s departure?

In connection with Sue Decker’s decision, the Board approved a reduction in its size to nine members effective as of the 2026 Annual Meeting of Stockholders. The Board currently expects to increase its size to ten members in early 2027 after appointing an additional independent director.

Is there any reported disagreement between Sue Decker and Vail Resorts (MTN)?

Vail Resorts states that Sue Decker’s decision was not due to any disagreement with the Company on matters relating to operations, policies, or practices. The announcement emphasizes appreciation for her strategic insight and contributions over her eleven years of service.

How is Vail Resorts (MTN) approaching Board refreshment after Sue Decker’s exit?

The Nominating & Governance Committee is conducting a search for an additional independent director with help from an independent executive search firm. The Board expects to complete the process and increase its size back to ten members in early 2027 as part of its Board refreshment efforts.

What recent Board appointments has Vail Resorts (MTN) highlighted?

Vail Resorts notes that in July it appointed Bill Hornbuckle, CEO and President of MGM Resorts International, to the Board, and in 2024 it added Reggie Chambers and Iris Knobloch as Board members, reflecting ongoing Board refreshment.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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false000081201100008120112026-09-022026-09-02

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

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): September 2, 2026
Vail Resorts, Inc.
(Exact Name of Registrant as Specified in Charter)

Delaware001-0961451-0291762
(State or Other Jurisdiction of
Incorporation or Organization)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
390 Interlocken Crescent
Broomfield,Colorado80021
(Address of Principal Executive Offices)(Zip Code)
(303) 404-1800
(Registrant’s telephone number, including area code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting materials pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, $0.01 par valueMTNNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨




Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 2, 2026, Sue Decker communicated to the Board of Directors (the “Board”) of Vail Resorts, Inc. (the “Company”) her intention not to stand for reelection to the Board at the end of her current term, which ends on the date of the Company’s 2026 Annual Meeting of Stockholders. Ms. Decker will continue to serve on the Board’s Compensation Committee until the earlier of the Board determining otherwise, or the end of her current term.

Ms. Decker’s decision not to stand for reelection was not due to any disagreement with the Company on any matter relating to operations, policies, or practices.

On September 2, 2026, the Company issued a press release regarding Ms. Decker’s decision not to stand for reelection to the Board, which is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.Description
99.1
Press Release, dated September 2, 2026, announcing Sue Decker will transition off of Board.
104Cover Page Interactive Data File (embedded within the Inline XBRL document).





SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Vail Resorts, Inc.
Date: September 2, 2026
By:/s/ Julie A. DeCecco
Julie A. DeCecco
Executive Vice President and General Counsel




Exhibit 99.1
vail.jpg

Vail Resorts Contacts:
Investor Relations: Connie Wang, InvestorRelations@vailresorts.com    
Media: Sara Olson, News@vailresorts.com
Vail Resorts Announces Sue Decker Will Transition Off of Board After Eleven Years of Service
Board Is Undertaking an Active Search in its Ongoing Commitment to Board Refreshment

BROOMFIELD, Colo. - September 2, 2026 - Vail Resorts, Inc. (NYSE: MTN) announced today that Board of Directors member Sue Decker has informed the Company she will not stand for reelection at the Company's 2026 Annual Meeting of Stockholders. Ms. Decker joined the boards of Anderson Group, Inc. and Nscale, Ltd. within the last year, and made the decision to step down from the Vail Resorts Board in order to manage her total number of board commitments. Her current term will conclude on the date of the Company's 2026 Annual Meeting of Stockholders.

"On behalf of the entire Board and management team, I want to thank Sue for her service to Vail Resorts," said Rob Katz, Chairperson and Chief Executive Officer of Vail Resorts. "Her strategic insight, sound judgment, financial acumen, and deep expertise across technology, consumer insights, and corporate governance have benefitted the Company and its shareholders throughout her tenure. As we embark on the next chapter of growth through our Epic Experience strategy, we will use this opportunity to continue enhancing our Board with experience and perspective to help guide the Company into the future.”

“It has been a privilege and a pleasure to serve on the Vail Resorts Board for the past eleven years,” said Ms. Decker. I am very proud of what the Company has accomplished during that time and of the role Vail Resorts has played in transforming the guest experience and shaping the future of the snowsports industry. I have tremendous respect for Rob, the management team and my fellow directors, and I look forward to watching the Company continue to build on that foundation.”

In connection with Ms. Decker’s decision, the Board approved a reduction in the size of the Board to nine members, effective as of the 2026 Annual Meeting of Stockholders.

The Nominating & Governance Committee of the Board is currently conducting a search for an additional independent director with the assistance of a leading independent executive search firm. The Board currently expects to complete that process and a corresponding increase in the size of the Board to ten members in early 2027. In July, the Company announced the appointment of Bill Hornbuckle, Chief Executive Officer and President of MGM Resorts International, to the Board and in 2024 the Company added Reggie Chambers and Iris Knobloch as Board Members.

About Vail Resorts, Inc. (NYSE: MTN)
Vail Resorts is a network of the best destination and close-to-home ski resorts in the world including Vail Mountain, Breckenridge, Park City Mountain, Whistler Blackcomb, Stowe, and 32 additional resorts across North America; Andermatt-Sedrun and Crans-Montana Mountain Resort in Switzerland; and Perisher, Hotham, and Falls Creek in Australia – all available on the company's industry-changing Epic Pass. We are passionate about providing an Experience of a Lifetime to our team members and guests, and our EpicPromise is to reach a zero net operating footprint by 2030, support our employees and communities, and broaden engagement in our sport. Our company owns and/or manages a collection of elegant hotels under the RockResorts brand, a portfolio of vacation rentals, condominiums and branded hotels located in close proximity to our mountain destinations, as well as the Grand Teton Lodge Company in Jackson Hole, Wyo. Vail Resorts Retail operates more than 250 retail and rental locations across North America. Learn more about our company at www.VailResorts.com, or discover our resorts and pass options at www.EpicPass.com.




Forward-Looking Statements
Certain statements discussed in this press release, other than statements of historical information, are forward-looking statements within the meaning of federal securities laws, including the statements regarding our expected growth through our Epic Experience strategy; and the anticipated search for, and timing and impacts of, an additional independent director. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. All forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties include, but are not limited to, risks related to a prolonged weakness in general economic conditions, including adverse effects on the overall travel and leisure related industries and our business and results of operations; unfavorable weather conditions or the impact of natural disasters or other unexpected events; the willingness or ability of our guests to travel due to terrorism, the uncertainty of military conflicts or public health emergencies, and the cost and availability of travel options and changing consumer preferences or discretionary spending habits; the seasonality of our business combined with adverse events that may occur during our peak operating periods; and the other risks and uncertainties described in the Company's filings with the Securities and Exchange Commission, including our most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q. Except as required by law, we undertake no obligation to update any forward-looking statements.

Filing Exhibits & Attachments

4 documents