Statement of Changes in Beneficial Ownership (4)
September 29 2020 - 5:48PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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
*
KATZ ROBERT A |
2. Issuer Name and Ticker or Trading Symbol
VAIL RESORTS INC
[
MTN
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Exec.Officer & Chairman |
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(Last)
(First)
(Middle)
C/O VAIL RESORTS, INC., 390 INTERLOCKEN CRESCENT |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/25/2020 |
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(Street)
BROOMFIELD, CO 80021
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 9/25/2020 | | M | | 2074 | A | $0 | 261369 | D | |
| Common Stock | 9/25/2020 | | F | | 913 (1) | D | $225.26 | 260456 | D | |
| Common Stock | 9/27/2020 | | M | | 1494 | A | $0 | 261950 | D | |
| Common Stock | 9/27/2020 | | F | | 658 (2) | D | $225.26 | 261292 | D | |
| Common Stock | 9/27/2020 | | M | | 2201 | A | $0 | 263493 | D | |
| Common Stock | 9/27/2020 | | F | | 969 (3) | D | $225.26 | 262524 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
| Share Appreciation Right | $247.79 | 9/25/2020 | | A | | 21371 | | (4) | 9/25/2030 | Common Stock | 21371.0 | $0 | 21371 | D | |
| Share Appreciation Right | $247.79 | 9/25/2020 | | A | | 19156 | | (5) | 9/25/2030 | Common Stock | 19156.0 | $0 | 19156 | D | |
| Restricted Share Unit | $0.0 | 9/25/2020 | | A | | 4694 | | (6) | (6) | Common Stock | 4694.0 | $0 | 4694 | D | |
| Restricted Share Unit | $0.0 | 9/25/2020 | | M | | | 2074 | (7) | (7) | Common Stock | 2074.0 | $0 | 4150 | D | |
| Restricted Share Unit | $0.0 | 9/27/2020 | | M | | | 1494 | (8) | (8) | Common Stock | 1494.0 | $0 | 1494 | D | |
| Restricted Share Unit | $0.0 | 9/27/2020 | | M | | | 2201 | (9) | (9) | Common Stock | 2201.0 | $0 | 0 | D | |
| Explanation of Responses: |
| (1) | 913 shares of common stock were withheld from the issuance of common stock to Reporting Person upon vesting of Restricted Share Units (RSUs) in order to satisfy the Reporting Person's obligations for payment of withholding and other taxes due in connection therewith. |
| (2) | 658 shares of common stock were withheld from the issuance of common stock to Reporting Person upon vesting of RSUs in order to satisfy the Reporting Person's obligations for payment of withholding and other taxes due in connection therewith. |
| (3) | 969 shares of common stock were withheld from the issuance of common stock to Reporting Person upon vesting of RSUs in order to satisfy the Reporting Person's obligations for payment of withholding and other taxes due in connection therewith. |
| (4) | On September 25, 2020, Reporting Person was granted 21,371 Share Appreciation Rights, which vest in three equal annual installments beginning on September 25, 2021. |
| (5) | On September 25, 2020, Reporting Person was granted 19,156 Share Appreciation Rights, which vest in one installment on September 25, 2021. |
| (6) | On September 25, 2020, Reporting Person was granted 4,694 RSUs, which vest in three equal annual installments beginning on September 25, 2021. |
| (7) | On September 25, 2019, Reporting Person was granted 6,224 RSUs, which vest in three equal annual installments beginning on September 25, 2020. |
| (8) | On September 27, 2018, Reporting Person was granted 4,484 RSUs, which vest in three equal annual installments beginning on September 27, 2019. |
| (9) | On September 27, 2017, Reporting Person was granted 6,602 RSUs, which vested in three equal annual installments beginning on September 27, 2018. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
KATZ ROBERT A
C/O VAIL RESORTS, INC.
390 INTERLOCKEN CRESCENT
BROOMFIELD, CO 80021 | X |
| Chief Exec.Officer & Chairman |
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Signatures
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| Emily S. Barbara, Attorney-in-Fact for Robert A. Katz | | 9/29/2020 |
| **Signature of Reporting Person | Date |
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