Vail Resorts (NYSE: MTN) CEO exercises 2,048 RSUs; 589 shares withheld for taxes

Rhea-AI Filing Summary

Vail Resorts CEO Robert A. Katz reported routine equity compensation activity. He exercised 2,048 Restricted Share Units (RSUs) into common stock, then had 589 shares withheld to cover tax obligations at $134.40 per share. After these non-market transactions, he directly holds 286,771 shares of Vail Resorts common stock.

Insights

Equity Compensation Analyst

Routine RSU vesting and tax withholding; no open-market trading signal.

Robert A. Katz, CEO and Chair of Vail Resorts, exercised 2,048 RSUs into common stock. This is standard equity compensation, not an open-market purchase, with the exercise reflected at a $0.00 exercise price.

To cover withholding and other taxes on the vesting, 589 shares were withheld at $134.40 per share. Such F-code dispositions are accounting for tax payments and do not represent discretionary selling. There were no open-market buy or sell transactions.

Following these transactions, Katz directly holds 286,771 common shares. With derivativeSummary empty, this filing suggests no remaining RSU derivative position from this specific grant, and the activity appears to be routine compensation-related rather than a change in investment outlook.

Insider Trade Summary

2,048 shares exercised/converted

Mixed 3 txns

Insider KATZ ROBERT A

Role CEO & Chairperson of the Board

Type	Security	Shares	Price	Value
Exercise	Restricted Share Unit	2,048	$0.00	--
Exercise	Common Stock	2,048	$0.00	--
Tax Withholding	Common Stock	589	$134.40	$79K

Holdings After Transaction: Restricted Share Unit — 4,096 shares (Direct, null); Common Stock — 287,360 shares (Direct, null)

Footnotes (1)

1. These shares of common stock were withheld from the issuance of common stock to Reporting Person upon vesting of Restricted Share Units ("RSUs") in order to satisfy the Reporting Person's obligations for payment of withholding and other taxes due in connection therewith. On June 4, 2025, Reporting Person was granted 6,144 RSUs, which vest in three equal annual installments beginning on June 4, 2026.

Key Figures

RSUs exercised: 2,048 shares Shares withheld for taxes: 589 shares Withholding price: $134.40 per share +2 more

5 metrics

RSUs exercised 2,048 shares Restricted Share Units converted into common stock on June 4, 2026

Shares withheld for taxes 589 shares Withheld from issuance to cover tax obligations

Withholding price $134.40 per share Value used for tax-withholding disposition

Post-transaction holdings 286,771 shares Common stock held directly after reported transactions

Tax-withholding shares in filing 589 shares F-code non-derivative transaction

Key Terms

Restricted Share Unit, tax-withholding disposition, derivative exercise/conversion, Exercise or conversion of derivative security

4 terms

Restricted Share Unit financial

"These shares of common stock were withheld from the issuance of common stock to Reporting Person upon vesting of Restricted Share Units"

A restricted share unit (RSU) is a promise by a company to give an employee a set number of company shares at a future date, typically after meeting time or performance conditions. For investors, RSUs matter because when they convert into actual shares they increase the number of shares outstanding (like unlocking more tickets in a game), which can dilute existing holders, and they align employee incentives with company performance, influencing behavior and long-term value.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

Exercise or conversion of derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security""

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

KATZ ROBERT A

(Last) (First) (Middle)

C/O VAIL RESORTS, INC.

390 INTERLOCKEN CRESCENT

(Street)

BROOMFIELD COLORADO 80021

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
VAIL RESORTS INC [ MTN ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO & Chairperson of the Board

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/04/2026

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

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

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

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 Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/04/2026		M		2,048	A	$0	287,360	D
Common Stock	06/04/2026		F		589(1)	D	$134.4	286,771	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Share Unit	$0	06/04/2026		M			2,048	(2)	(2)	Common Stock	2,048	$0	4,096	D

Explanation of Responses:

1. These shares of common stock were withheld from the issuance of common stock to Reporting Person upon vesting of Restricted Share Units ("RSUs") in order to satisfy the Reporting Person's obligations for payment of withholding and other taxes due in connection therewith.

2. On June 4, 2025, Reporting Person was granted 6,144 RSUs, which vest in three equal annual installments beginning on June 4, 2026.

Remarks:

	/s/ Lucy Jensen, Attorney-in-Fact for Robert A. Katz	06/05/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Vail Resorts (MTN) CEO Robert Katz report in this Form 4?

Robert A. Katz reported routine equity compensation activity. He exercised 2,048 Restricted Share Units into common stock and had 589 shares withheld to cover tax obligations, with no open-market buying or selling involved in these transactions.

How many Vail Resorts (MTN) shares did Robert Katz acquire through RSU vesting?

Katz acquired 2,048 shares of Vail Resorts common stock through the vesting and exercise of Restricted Share Units. These shares originated from an RSU grant and were not purchased on the open market, reflecting standard equity compensation practices.

Were any of Robert Katz’s Vail Resorts (MTN) transactions open-market sales?

No, the filing shows no open-market sales. The only disposition was an F-code transaction where 589 shares were withheld from issuance to satisfy withholding and other tax obligations related to the RSU vesting event on the same date.

How many Vail Resorts (MTN) shares does Robert Katz hold after these transactions?

After these transactions, Robert Katz directly holds 286,771 shares of Vail Resorts common stock. This total reflects both the RSU conversion into shares and the subsequent tax-withholding share reduction reported in the Form 4 filing data.

What are Restricted Share Units (RSUs) in the context of Vail Resorts (MTN)?

Restricted Share Units are stock-based awards that convert into common shares upon vesting. For Vail Resorts, Katz’s RSUs vested and converted into 2,048 common shares, illustrating how executive compensation can increase share ownership without open-market purchases.

Why were 589 Vail Resorts (MTN) shares withheld from Robert Katz?

The 589 shares were withheld to satisfy Katz’s withholding and other tax liabilities from the RSU vesting. Instead of paying taxes in cash, a portion of the newly issued shares was retained, a common mechanism reflected by an F-code Form 4 transaction.