[Form 4] VAIL RESORTS INC Insider Trading Activity

Rhea-AI Filing Summary

Vail Resorts reported insider transactions for Gregory Jon Sullivan, EVP, Retail & Hospitality, showing equity awards granted as part of compensation. The filing records grants of restricted share units (RSUs) and share appreciation rights (SARs): historic RSU grants of 1,113 (2022) and 1,104 (2023) vesting over three years, a new grant of 2,642 RSUs that vest in three annual installments, and 10,514 SARs exercisable through 09/30/2035 and vesting in three installments. The Form 4 lists small non-derivative share acquisitions of 371 and 368 shares at $0 and shows resulting beneficial ownership figures for the reported items. These changes reflect routine, time-based equity compensation to an executive.

Positive

• Long-term alignment: RSUs vest in three annual installments, supporting retention and alignment with shareholder interests
• Significant upside potential for executive: 10,514 Share Appreciation Rights offer leverage to share-price appreciation through 2035

Negative

• None.

Insights

Securities Analyst

TL;DR Equity awards and SAR grants are routine executive compensation with limited immediate financial impact on the company.

The reported RSU and SAR grants align with multi-year retention incentives. The 10,514 SARs could provide upside to the executive if share price rises before expiration in 2035, while the RSUs vest over time, tying compensation to retention and performance. The nominal non-derivative share entries reflect administrative acquisitions at $0, consistent with standard plan deliveries. Overall, these transactions are expected and not materially dilutive in isolation for a company of Vail Resorts' size.

Corporate Governance Expert

TL;DR Grants reflect standard long-term incentive design focused on retention and alignment with shareholders.

The mix of time-vested RSUs and long-dated SARs follows common practice to align executives with shareholder value over multiple years. Vesting in three equal installments promotes tenure. The filing documents the mechanics clearly and discloses exercisability and expiration for the SARs. No unusual acceleration clauses or related-party complexities are disclosed in the provided text.

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

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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).

1. Name and Address of Reporting Person^*

Sullivan Gregory Jon

(Last) (First) (Middle)

C/O VAIL RESORTS, INC.

390 INTERLOCKEN CRESCENT

(Street)

BROOMFIELD CO 80021

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Retail & Hospitality

3. Date of Earliest Transaction (Month/Day/Year)
09/29/2025

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 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	09/29/2025		M		371	A	$0	3,117	D
Common Stock	09/29/2025		M		368	A	$0	3,485	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	09/29/2025		M			371	(1)	(1)	Common Stock	371	$0	0	D
Restricted Share Unit	$0	09/29/2025		M			368	(2)	(2)	Common Stock	368	$0	368	D
Restricted Share Unit	$0	09/30/2025		A		2,642		(3)	(3)	Common Stock	2,642	$0	2,642	D
Share Appreciation Right	$149.57	09/30/2025		A		10,514		(4)	09/30/2035	Common Stock	10,514	$0	10,514	D

Explanation of Responses:

1. On September 29, 2022, Reporting Person was granted 1,113 RSUs, which vest in three equal installments commencing on the first anniversary of the grant date.

2. On September 29, 2023, Reporting Person was granted 1,104 RSUs, which vest in three equal installments commencing on the first anniversary of the grant date.

3. On September 30, 2025, Reporting Person was granted 2,642 RSUs, which vest in three equal annual installments commencing on the first anniversary of the grant date.

4. On September 30, 2025, Reporting Person was granted 10,514 Share Appreciation Rights, which vest in three equal installments commencing on the first anniversary of the grant date.

Remarks:

	/s/ Lucy Jensen, Attorney-in-Fact for Gregory Jon Sullivan	10/01/2025
	** 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.

FAQ

What equity awards did Gregory Jon Sullivan receive according to the Form 4?

The Form 4 discloses grants of RSUs of 1,113 (2022), 1,104 (2023), and 2,642 (2025), plus 10,514 Share Appreciation Rights granted in 2025.

How do the RSUs vest for the reported grants?

Each RSU grant vests in three equal installments commencing on the first anniversary of the respective grant date.

What is the exercise price and expiration for the SARs reported?

The reported SARs carry an exercise price of $149.57 and have an expiration date of 09/30/2035.

Were any non-derivative shares acquired by the reporting person?

Yes. The Form 4 shows acquisitions of 371 and 368 shares at a price of $0, with resulting beneficial ownership figures shown in the filing.

Do the filings indicate any indirect ownership or unusual arrangements?

The filing lists ownership form as Direct (D) for the reported items and does not disclose any indirect or other special arrangements in the provided content.