VAIL RESORTS INC — Director's Dealing 2020

Oct 1, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VAIL RESORTS INC (MTN)
CIK: 0000812011
Period of Report: 2020-09-29

Reporting Person: O'Donnell James C. (EVP, Hospitality, Retail & RE)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-09-29	Common Stock	M	1328	$70.09	Acquired	8590	Direct
2020-09-29	Common Stock	F	820	$221.23	Disposed	7770	Direct
2020-09-29	Common Stock	M	3645	$160.56	Acquired	11415	Direct
2020-09-29	Common Stock	F	3086	$221.23	Disposed	8329	Direct
2020-09-29	Common Stock	S	500	$210.07	Disposed	7829	Direct
2020-09-29	Common Stock	S	500	$211.44	Disposed	7329	Direct
2020-09-29	Common Stock	S	67	$212.21	Disposed	7262	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-09-29	Share Appreciation Right	$70.09	M	1328	Disposed	2024-04-01	Common Stock (1328.0)	Direct
2020-09-29	Share Appreciation Right	$160.56	M	3645	Disposed	2026-09-23	Common Stock (3645.0)	Direct

Footnotes

F1: Shares of common stock were withheld from the issuance of common stock to the Reporting Person upon exercise in order to satisfy the Reporting Person's obligations for payment of the exercise price andwithholding and other taxes due in connection therewith.

F2: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $209.92 to $210.48, inclusive. The Reporting Person undertakes to provide Vail Resorts,Inc., any security holder of Vail Resorts, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F3: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $210.98 to $211.87, inclusive. The Reporting Person undertakes to provide Vail Resorts,Inc., any security holder of Vail Resorts, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F4: On April 1, 2014, Reporting Person was granted 1,328 Share Appreciation Rights, which vested in three annual equal installments beginning on April 1, 2015.

F5: On September 23, 2016, Reporting Person was granted 3,645 Share Appreciation Rights, which vested in three annual equal installments beginning on September 23, 2017.