Every material Form 8-K Vail Resorts has filed with the SEC since January 29, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Vail Resorts and its subsidiaries signed a First Amendment to the Tenth Amended and Restated Credit Agreement with Bank of America, N.A., as administrative agent, on October 16, 2026. The amendment removes the board composition provision from the credit agreement's Change of Control Transaction definition and removes the administrative agent's approval requirement for financial hedges. The filing does not state a financial effect, and the amendment's full text will be filed later.
Agreement dated October 16, 2026, amends the credit agreement dated February 9, 2026
Change of control definition no longer counts changes in a majority of the board over any twelve-month period
Voting equity ownership and control triggers are unchanged
Financial hedges no longer need administrative agent approval
Vail Resorts reported fiscal 2026 results for the year ended July 31, 2026, with net income attributable to the company falling to $147.5 million from $280.0 million, which it attributed mainly to weather. The company also gave fiscal 2027 guidance of $158 million to $233 million in net income and $805 million to $865 million in Resort Reported EBITDA, and said season pass unit sales were down about 12% through September 18, 2026.
Fiscal 2026 net income attributable to Vail Resorts was $147.5 million, versus $280.0 million a year earlier; Resort Reported EBITDA was $745.7 million, versus $844.1 million.
Fourth-quarter net loss attributable to Vail Resorts was $190.2 million, compared with a $182.4 million loss in the prior-year quarter.
Fiscal 2027 guidance: net income attributable to Vail Resorts of $158 million to $233 million and Resort Reported EBITDA of $805 million to $865 million.
Pass product units sold through September 18, 2026 fell about 12%, and sales dollars fell about 6%; the quarterly dividend is $2.22 per share, payable October 27, 2026.
Vail Resorts board member Sue Decker told the board she will not seek reelection when her term ends at the 2026 Annual Meeting of Stockholders, after eleven years of service. The company said her decision was not due to any disagreement with the company, and the board will shrink to nine members at that meeting, with a search for a new independent director underway.
Sue Decker informed the board on September 2, 2026 that she will not stand for reelection
Her term ends at the 2026 Annual Meeting of Stockholders; she will serve on the Compensation Committee until then or until the board decides otherwise
Board size will fall to nine members effective at the 2026 Annual Meeting, with a new independent director expected in early 2027 to return it to ten
Vail Resorts appointed William Hornbuckle, CEO and President of MGM Resorts International, as a director on July 29, 2026, effective August 3, 2026. The Board expanded from nine to ten members to make room for him. As a non-employee director, he will receive the company's standard director compensation, and the filing reports no related party transactions.
Board appointment made July 29, 2026, effective August 3, 2026; Board size increased from nine to ten members
Hornbuckle, age 68, has been CEO, President and a director of MGM Resorts International since July 2020
No arrangements or understandings tied to his appointment, and no related party transactions requiring disclosure
Company press release dated July 30, 2026 is filed as Exhibit 99.1
Vail Resorts reported third-quarter fiscal 2026 net income attributable to the company of $314.4 million, down from $389.7 million a year earlier, and Resort Reported EBITDA of $586.4 million, down from $647.7 million. The company reduced its fiscal 2026 guidance to net income of $128 million to $162 million and Resort Reported EBITDA of $735 million to $755 million, citing weather that hurt visitation and demand in the western U.S.
Q3 Resort Net Revenue decreased $90.4 million, or 7.0%, to $1,205.1 million, with total skier visits down 15.5%.
Fiscal 2026 net income guidance is $128 million to $162 million, and Resort Reported EBITDA guidance is $735 million to $755 million.
Pass product units sold through May 26, 2026 for the 2026/2027 season decreased approximately 10%, and sales dollars decreased approximately 5%.
The quarterly cash dividend of $2.22 per share is payable July 9, 2026 to holders of record as of June 25, 2026.
Vail Resorts reported lower second-quarter fiscal 2026 results, with net income attributable to the company down from a year earlier, and reduced its full-year fiscal 2026 guidance. The company attributed the results to the worst Rockies winter in its history, with lowest snowfall levels in more than 30 years at its Colorado and Utah resorts, and it declared a $2.22 quarterly dividend.
Q2 fiscal 2026 net income attributable to Vail Resorts was $210.0 million, compared with $244.4 million a year earlier.
Resort Reported EBITDA was $421.3 million, down 8.3% from $459.7 million, while resort net revenue fell 4.7% to $1.08 billion.
Fiscal 2026 guidance was cut to net income attributable of $144 million to $190 million and Resort Reported EBITDA of $745 million to $775 million.
Quarterly dividend of $2.22 per share is payable April 9, 2026, to shareholders of record as of March 26, 2026.
Vail Resorts subsidiary Vail Holdings entered into a Tenth Amended and Restated Credit Agreement on February 9, 2026, with Bank of America as administrative agent. The new $1.275 billion senior term loan replaces the existing term loan and a $275 million delayed draw term loan, extends maturities, and lowers borrowing interest rates.
New $1,275,000,000 senior term loan facility replaces existing term loan (about $885.9 million outstanding) and $275,000,000 delayed draw term loan
Revolver and term loan maturities extended to the earlier of five years from closing or 90 days before the 5.625% senior notes due 2030 mature, if those notes remain outstanding
Borrowing interest rate reduced by modifying the leverage-based pricing grid and removing the 0.10% credit spread adjustment
Vail Resorts reported a first-quarter fiscal 2026 net loss attributable to the company of $186.8 million, wider than the $173.3 million loss a year earlier, even as resort net revenue rose 4% to $270.9 million. Resort Reported EBITDA was flat at a loss of $139.7 million, and the company reaffirmed its full-year fiscal 2026 guidance while citing a slow start to the western North American ski season. Shareholders keep the $2.22 quarterly dividend, and the company repurchased about $25 million of shares in November.
Net loss attributable to Vail Resorts was $186.8 million, compared with $173.3 million a year earlier.
Resort net revenue rose $10.7 million, or 4%, to $270.9 million, mainly on improved Australian visitation.
Fiscal 2026 guidance reaffirmed: net income attributable of $201 million to $276 million and Resort Reported EBITDA of $842 million to $898 million.
Quarterly dividend of $2.22 per share payable January 12, 2026; about 0.2 million shares repurchased in November for $25 million.
Vail Resorts appointed Celeste Burgoyne, currently President, Americas and Global Guest Innovation at lululemon, as Executive Vice President and Chief Revenue Officer, effective January 26, 2026. The filing sets out her pay package, including a $900,000 base salary and a $700,000 sign-on bonus, and describes severance terms that would apply if she is terminated without cause.
Effective date of appointment is January 26, 2026; she will oversee marketing, the guest journey and digital experience, and be directly responsible for the majority of Vail Resorts' revenue.
Initial base salary of $900,000, a one-time sign-on cash bonus of $700,000, and a Sign-On Grant of RSUs valued at $2,150,000 plus $2,834,000.
Target annual incentive of 75% of base salary and a target annual long-term incentive grant of approximately $3,425,000.
Severance of the greater of policy amounts or 12 months of base salary, subject to a general release of claims.
Vail Resorts directors John Sorte and John Redmond told the board on September 25, 2025, that they will not stand for re-election when their current terms end at the 2025 Annual Meeting of Stockholders. The company said neither decision was due to a disagreement over operations, policies, or practices, and that the board will have nine directors, eight of them independent, once their terms end.
Sorte has served on the board since 1993 and Redmond since 2008; both terms end at the 2025 Annual Meeting.
Both will keep their committee seats until the board decides otherwise or their terms end.
The company said the departures were not due to any disagreement with management on operations, policies, or practices.
After the transition, the board will have nine directors, eight of whom are independent.
Vail Resorts reported fiscal 2025 net income of $280.0 million, up from $231.1 million, on total net revenue of $2,964.3 million, and gave fiscal 2026 guidance of $201 million to $276 million in net income. Season pass units through September 19, 2025 fell about 3%, and management said the results were below expectations, which bears on the company's ability to grow revenue.
Fiscal 2025 Resort Reported EBITDA was $844.1 million, up from $825.1 million in fiscal 2024.
Fiscal fourth-quarter Resort Reported EBITDA decreased 8% versus the prior year, driven mainly by $8 million of CEO transition costs.
Fiscal 2026 guidance projects Resort Reported EBITDA of $842 million to $898 million.
Quarterly dividend of $2.22 per share is payable October 27, 2025, and fiscal 2025 buybacks totaled $270 million.
Vail Resorts completed a $500 million private offering of 5.625% senior notes due July 15, 2030, priced at par. The filing shows the company adding $500 million in new long-term debt, with interest payable semiannually and redemption rights starting July 15, 2027.
Principal amount: $500 million; priced at 100% of par; matures July 15, 2030
Interest of 5.625% per year, paid January 15 and July 15, starting January 15, 2026
Notes are senior unsecured and guaranteed by certain domestic subsidiaries; Indenture with U.S. Bank Trust Company, National Association, as Trustee
Change of control triggers an offer to buy back the notes at 101% of principal plus accrued interest
Vail Resorts reported fiscal third-quarter results for the period ended April 30, 2025, with net income attributable to the company up to $392.8 million from $362.0 million a year earlier. The company also lowered its fiscal 2025 outlook, now expecting net income of $264 million to $298 million and Resort Reported EBITDA of $831 million to $851 million, citing lower-than-expected lift ticket visitation in spring and one-time costs tied to the CEO transition.
Q3 net income attributable to Vail Resorts was $392.8 million, or $10.54 per diluted share, versus $362.0 million, or $9.54 per diluted share, a year earlier.
Resort Reported EBITDA was $647.7 million, down $6.6 million, or 1.0%, from the prior year, while Resort net revenue rose $12.3 million to $1,295.4 million.
Updated fiscal 2025 guidance: net income of $264 million to $298 million and Resort Reported EBITDA of $831 million to $851 million, including an estimated $9 million of CEO transition costs.
The Board declared a quarterly dividend of $2.22 per share, payable July 9, 2025, and increased the buyback authorization by 1.5 million shares to approximately 2.8 million.
Vail Resorts' board appointed Executive Chairperson Rob Katz as CEO effective May 22, 2025, succeeding Kirsten Lynch, who also stepped down as a director. The company reaffirmed its fiscal 2025 guidance but now expects Resort Reported EBITDA in the lower half of the range issued March 10, 2025, excluding one-time CEO transition costs. Katz's CEO compensation has not yet been set and will be disclosed in a later amendment.
Katz became CEO effective May 22, 2025; Lynch's departure is treated as a termination without cause.
Fiscal 2025 Resort Reported EBITDA is expected in the lower half of the guidance range issued March 10, 2025, excluding one-time CEO transition costs.
Lynch will provide strategic advisory services through September 26, 2025, and her vested stock appreciation rights must be exercised within 90 days after that date.
Early season pass sales through the May 26, 2025 deadline are consistent with trends given in the April 24, 2025 metrics release.
Vail Resorts reported fiscal 2025 second-quarter results for the three months ended January 31, 2025, with net income attributable to the company of $245.5 million, up from $219.3 million a year earlier. The company also updated fiscal 2025 guidance, now expecting net income of $257 million to $309 million, and said Resort Reported EBITDA midpoint is unchanged excluding a $7 million foreign currency impact.
Q2 net income attributable to Vail Resorts was $245.5 million, or $6.56 per diluted share, versus $219.3 million, or $5.76 per diluted share, a year earlier
Resort Reported EBITDA was $459.7 million, up 8.1% from the prior year period
Fiscal 2025 guidance: net income of $257 million to $309 million and Resort Reported EBITDA of $841 million to $877 million, including a $7 million foreign currency impact
Season-to-date skier visits through March 2, 2025 were down 2.5% compared to the prior year period
Vail Resorts amended its credit agreement on January 27, 2025, raising its revolving credit commitments by $100.0 million to $600.0 million and adding a $450.0 million delayed draw term loan that can be drawn at the company's option, with undrawn capacity expiring in January 2026. The company also agreed on January 28, 2025 to repurchase about $50 million of its 0.0% convertible notes due January 2026 for about $48 million in cash, leaving about $525 million outstanding; the company says the new borrowing capacity can be used to refinance the notes.
First Amendment to credit agreement signed January 27, 2025, with Bank of America, N.A. as administrative agent
Revolving commitments increased $100.0 million to $600.0 million; $450.0 million delayed draw term loan added
Repurchase of about $50 million of convertible notes for about $48 million cash, a roughly 4% discount to par, expected to close January 30, 2025
About $525 million of the 0.0% convertible notes due January 2026 to remain outstanding after closing
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