Toner Paul 4

4 · VAIL RESORTS INC · Filed Sep 23, 2010

Form 4

Period: 2010-09-21

SVP & COO RockResorts & VRHosp

Transactions

Award
Restricted Share Unit
2010-09-21+1,512→ 1,512 total
Exercise: $0.00From: 2011-09-21Exp: 2013-09-21→ Common Stock (1,512 underlying)
Exercise/Conversion
Common Stock
2010-09-22+506→ 2,056 total
Tax Payment
Common Stock
2010-09-22$36.23/sh−158$5,724→ 1,898 total
Award
Share Appreciation Right
2010-09-21$37.20/sh+14,077$523,664→ 14,077 total
Exercise: $37.20From: 2011-09-21Exp: 2020-09-21→ Common Stock (14,077 underlying)
Exercise/Conversion
Restricted Share Unit
2010-09-22−506→ 1,010 total
Exercise: $0.00From: 2010-09-22Exp: 2010-09-22→ Common Stock (506 underlying)

Footnotes (6)

[F1]Each Restricted Share Unit represents a contingent right to receive one share of common stock.
[F2]On September 21, 2010, Reporting Person was granted 1,512 Restricted Share Units which vest in three equal annual installments commencing on the first anniversary of the grant date.
[F3]Each Share Appreciation Right (each, a "SAR") represents a contingent right to receive, upon vesting, an amount of shares of Issuer's common stock equal to the positive difference (if any) between the fair market value of Issuer's common stock on the exercise date and the SAR exercise price, divided by the fair market value of Issuer's common stock on the exercise date.
[F4]On September 21, 2010, Reporting Person was granted 14,077 SAR's which vest in three equal annual installments commencing on the first anniversary of the grant date and expire 10 years from the grant date.
[F5]On September 22, 2009, Reporting Person was granted 1,516 Restricted Share Units which vest in three equal annual installments commencing on the first anniversary of the grant date.
[F6]158 shares of common stock were withheld from the issuance of common stock to Reporting Person upon vesting of Restricted Share Units in order to satisfy the Reporting Person's obligations for payment of withholding and other taxes due in connection therewith.

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