SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person* DeCecco Julie A. (Last) (First) (Middle) C/O VAIL RESORTS, INC. 390 INTERLOCKEN CRESCENT (Street) BROOMFIELD CO 80021 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/15/2024	3. Issuer Name and Ticker or Trading Symbol VAIL RESORTS INC [ MTN ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) General Counsel	5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Share Appreciation Right	(1)	09/27/2028	Common Stock	774	$286.13	D
Share Appreciation Right	(2)	09/25/2029	Common Stock	445	$236.15	D
Share Appreciation Right	(3)	09/25/2030	Common Stock	991	$225.26	D
Share Appreciation Right	(4)	05/01/2031	Common Stock	446	$325.16	D
Share Appreciation Right	(5)	09/24/2031	Common Stock	1,262	$351.85	D
Share Appreciation Right	(6)	09/29/2032	Common Stock	2,337	$213.55	D
Share Appreciation Right	(7)	09/29/2033	Common Stock	2,208	$221.89	D
Restricted Share Unit	(8)	(8)	Common Stock	245	$0.00	D
Restricted Share Unit	(9)	(9)	Common Stock	617	$0.00	D
Restricted Share Unit	(10)	(10)	Common Stock	1,206	$0.00	D

Explanation of Responses:

1. On September 27, 2018, Reporting Person was granted 774 Share Appreciation Rights, which vest in three equal annual installments commencing on the first anniversary of the grant date.

2. On September 25, 2019, Reporting Person was granted 1,335 Share Appreciation Rights, which vest in three equal annual installments commencing on the first anniversary of the grant date. Of the 1,335 Share Appreciation Rights, 445 remain outstanding and exercisable.

3. On September 25, 2020, Reporting Person was granted 1,486 Share Appreciation Rights, which vest in three equal annual installments commencing on the first anniversary of the grant date. Of the 1,486 Share Appreciation Rights, 991 remain outstanding and exercisable.

4. On May 1, 2021, Reporting Person was granted 446 Share Appreciation Rights, which vest in three equal annual installments commencing on the first anniversary of the grant date.

5. On September 24, 2021, Reporting Person was granted 1,262 Share Appreciation Rights, which vest in three equal annual installments commencing on the first anniversary of the grant date.

6. On September 29, 2022, Reporting Person was granted 2,337 Share Appreciation Rights, which vest in three equal annual installments commencing on the first anniversary of the grant date.

7. On September 29, 2023, Reporting Person was granted 2,208 Share Appreciation Rights, which vest in three equal annual installments commencing on the first anniversary of the grant date.

8. On September 24, 2021, Reporting Person was granted 734 Restricted Share Units, which vest in three equal annual installments commencing on the first anniversary of the grant date. On September 24, 2022, 244 shares vested of which 72 shares were withheld in order to satisfy the Reporting Person's obligations for payment of withholding and other taxes due in connection therewith and 172 shares were issued. On September 24, 2023, 245 shares vested of which 72 shares were withheld in order to satisfy the Reporting Person's obligations for payment of withholding and other taxes due in connection therewith and 173 shares were issued.

9. On September 29, 2022, Reporting Person was granted 924 Restricted Share Units, which vest in three equal annual installments commencing on the first anniversary of the grant date. On September 29, 2023, 307 shares vested of which 90 shares were withheld in order to satisfy the Reporting Person's obligations for payment of withholding and other taxes due in connection therewith and 217 shares were issued.

10. On September 29, 2023, Reporting Person was granted 1,206 Restricted Share Units, which vest in three equal annual installments commencing on the first anniversary of the grant date.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Lucy Jensen, Attorney-in-Fact for Julie A. DeCecco	02/26/2024
	** 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 5 (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.
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