Vail Resorts SEC Filings

Gregory Jon Sullivan, EVP, Retail & Hospitality at Vail Resorts Inc. (MTN), reported changes in his beneficial ownership. The Form 4 shows a transaction dated 09/27/2025 recording the acquisition of 695 shares through a vesting event tied to Restricted Share Units (RSUs) at a reported price of $0 per share, increasing his direct holdings to 2,746 shares. Table II indicates 695 underlying shares from RSUs became exercisable on 09/27/2025, leaving 1,391 RSU-linked shares still reported as beneficially owned. The filing includes an explanatory note that on 09/27/2024 the reporting person was granted 2,086 RSUs that vest in three equal installments beginning 09/27/2025.

Reginald Chambers, a director of Vail Resorts Inc. (MTN), reported a grant and acquisition of restricted share units. The Form 4 shows 1,281 Restricted Share Units granted on 09/27/2024 that vest in one installment on 09/27/2025. The reporting entry dated 09/27/2025 is coded M and shows 1,281 shares acquired at $0, recorded as direct ownership. After the reported transaction, the filing shows 1,845 shares beneficially owned. The form was signed by an attorney-in-fact on 09/30/2025.

Vail Resorts, Inc. reported that directors John F. Sorte and John T. Redmond informed the company's Board on September 25, 2025 that they will not stand for re-election at the end of their current terms at the 2025 Annual Meeting of Stockholders. Until their terms end (or earlier if the Board decides otherwise), Mr. Sorte will continue serving on the Audit Committee, Executive Committee, and Nominating & Governance Committee, and Mr. Redmond will continue serving on the Audit Committee. The filing states their decisions were not due to any disagreement with the company on operations, policies, or practices. A press release dated September 29, 2025 is attached as Exhibit 99.1.

Vail Resorts amended its prior report to disclose an Executive Employment Agreement with CEO Robert A. Katz effective September 26, 2025. The agreement has an initial three-year term with automatic one-year renewals, an initial $1,000,000 base salary, and participation in the Management Incentive Plan with a target cash bonus equal to 100% of base salary. Earlier June 4, 2025 equity awards totaled $1,686,831 (6,144 RSUs and 25,086 premium SARs at a $169.64 exercise price). Termination protections include two years' base salary, prorated bonus, one year COBRA, full vesting on certain terminations, and two-year non-compete/non-solicit restrictions.

Vail Resorts, Inc. operates as a holding company across three segments: Mountain (approx. 89% of Fiscal 2025 net revenue), Lodging (11%) and Real Estate (0%). The Company runs 42 destination and regional resorts and sold pass products that drive a majority of lift revenue. For Fiscal 2025, Resort Reported EBITDA grew 2% despite a 3% decline in North American skier visits; lift revenue rose $60.4 million (4.2%). Operating expense increased $69.1 million (4.0%), including one-time transformation and CEO transition costs.

The Company held $440.3 million cash and cash equivalents and meaningful undrawn credit availability ($507.9 million under the Vail Holdings revolver and C$296.6 million under the Whistler revolver). Planned calendar year 2025 capital expenditures total approximately $198–203 million (about $249–254 million including European growth and real estate projects). The report highlights high fixed-cost resort economics, debt covenants and international/permit-related risks, and notes ongoing sustainability and community programs.

Capital International Investors is reported as the beneficial owner of 4,984,025 shares of Vail Resorts common stock, representing 13.4% of the 37,152,403 shares believed outstanding. The filing states CII is a division of Capital Research and Management Company and related investment management entities and is deemed the beneficial owner of these shares.

The submission shows sole voting power of 4,946,585 shares and sole dispositive power of 4,984,025, with no shared voting or dispositive power reported. The reporting person is classified as an investment adviser (IA), and the filing includes a certification that the securities are held in the ordinary course of business and not for the purpose of changing or influencing the issuer's control.