[Form 4] VICI PROPERTIES INC. Insider Trading Activity

Rhea-AI Filing Summary

Elizabeth I. Holland, a director of VICI Properties Inc. (VICI), was granted 251 shares of common stock on 10/01/2025 under the VICI Properties Inc. 2017 Stock Incentive Plan as payment for a portion of her annual committee retainer. The grant is reported as a non‑derivative acquisition with a reported price of $0 (issuance of shares in lieu of cash). After this transaction, Ms. Holland beneficially owns 58,038 shares. The Form 4 was signed by an attorney‑in‑fact on behalf of the reporting person and filed on 10/03/2025.

Insights

Corporate Governance Analyst

Director received compensation in equity rather than cash.

This filing shows a routine director compensation grant: 251 shares issued under the company’s 2017 Stock Incentive Plan as part of an annual committee retainer. Equity payment aligns director incentives with shareholder interests by increasing ownership without immediate cash outflow for the company.

The transaction was reported as acquired at $0, reflecting shares issued in lieu of cash rather than an open‑market purchase. No change in control or unusual option activity is disclosed.

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).

1. Name and Address of Reporting Person^*

Holland Elizabeth I

(Last) (First) (Middle)

C/O VICI PROPERTIES INC.

535 MADISON AVENUE, 28TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VICI PROPERTIES INC. [ VICI ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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	10/01/2025		A		251(1)	A	$0	58,038	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

Explanation of Responses:

1. On October 1, 2025, the Reporting Person was granted 251 shares of common stock under the VICI Properties Inc. 2017 Stock Incentive Plan, consisting of shares issuable in respect of a portion of the Reporting Person's annual committee retainer fee.

Remarks:

	/s/ Samantha Sacks Gallagher, as attorney-in-fact for Elizabeth I. Holland	10/03/2025
	** 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 transaction did Elizabeth I. Holland report on Form 4 for VICI (VICI)?

The Form 4 reports a grant of 251 shares of VICI common stock on 10/01/2025 under the 2017 Stock Incentive Plan as part of her annual committee retainer.

How many VICI shares does Elizabeth I. Holland beneficially own after the transaction?

After the reported grant, she beneficially owns 58,038 shares.

What price was reported for the shares issued to Elizabeth I. Holland?

The shares were reported with a price of $0, reflecting issuance in lieu of cash payment.

When was the Form 4 transaction dated and when was the form signed?

The transaction date is 10/01/2025 and the Form 4 was signed by an attorney‑in‑fact on 10/03/2025.

Under which plan were the shares issued?

The shares were issued under the VICI Properties Inc. 2017 Stock Incentive Plan.