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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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Lynch Kirsten A.
2. Issuer Name and Ticker or Trading Symbol

VAIL RESORTS INC [ MTN ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
EVP & Chief Marketing Officer
(Last)          (First)          (Middle)

C/O VAIL RESORTS, INC., 390 INTERLOCKEN CRESCENT
3. Date of Earliest Transaction (MM/DD/YYYY)

9/25/2020
(Street)

BROOMFIELD, CO 80021
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 9/25/2020  M  1152 A$0 18645 D  
Common Stock 9/25/2020  F  334 (1)D$225.26 18311 D  
Common Stock 9/27/2020  M  957 A$0 19268 D  
Common Stock 9/27/2020  F  278 (2)D$225.26 18990 D  
Common Stock 9/27/2020  M  850 A$0 19840 D  
Common Stock 9/27/2020  F  247 (3)D$225.26 19593 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Unit $0.0 9/25/2020  A   3403     (4) (4)Common Stock 3403.0 $0 3403 D  
Share Appreciation Right $225.26 9/25/2020  A   13765     (5)9/25/2030 Common Stock 13765.0 $0 13765 D  
Share Appreciation Right $247.79 9/25/2020  A   8161     (6)9/25/2030 Common Stock 8161.0 $0 8161 D  
Restricted Share Unit $0.0 9/25/2020  M     1152   (7) (7)Common Stock 1152.0 $0 2304 D  
Restricted Share Unit $0.0 9/27/2020  M     957   (8) (8)Common Stock 957.0 $0 957 D  
Restricted Share Unit $0.0 9/27/2020  M     850   (9) (9)Common Stock 850.0 $0 0 D  

Explanation of Responses:
(1) 334 shares of common stock were withheld from the issuance of common stock to Reporting Person upon vesting of Restricted Stock Units (RSUs) in order to satisfy the Reporting Person's obligations for payment of withholding and other taxes due in connection therewith.
(2) 278 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) 247 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 3,403 RSUs, which vest in three equal installments beginning on September 25, 2021.
(5) On September 25, 2020, Reporting Person was granted 13,765 Share Appreciation Rights, which vest in three equal annual installments beginning on September 25, 2021.
(6) On September 25, 2020, Reporting Person was granted 8,161 Share Appreciation Rights, which vests in one installment on September 25, 2021.
(7) On September 25, 2019, Reporting Person was granted 3,456 RSUs, which vest in three equal installments beginning on September 25, 2020.
(8) On September 27, 2018, Reporting Person was granted 2,872 RSUs, which vest in three equal annual installments beginning on September 27, 2019.
(9) On September 27, 2017, Reporting Person was granted 2,550 RSUs, which vested in three equal annual installments beginning on September 27, 2018.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Lynch Kirsten A.
C/O VAIL RESORTS, INC.
390 INTERLOCKEN CRESCENT
BROOMFIELD, CO 80021


EVP & Chief Marketing Officer

Signatures
Emily Barbara, Attorney-in-Fact for Kirsten A. Lynch9/29/2020
**Signature of Reporting PersonDate

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