Vail Resorts, Inc., together with its subsidiaries, is referred to throughout this Quarterly Report on Form 10-Q for the period ended April 30, 2026 (“Form 10-Q”) as “we,” “us,” “our” or the “Company.” The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended July 31, 2025 (“Form 10-K”) and the Consolidated Condensed Financial Statements as of April 30, 2026 and 2025 and for the three and nine months then ended, included in Part I, Item 1 of this Form 10-Q, which provide additional information regarding our financial position, results of operations and cash flows. To the extent that the following MD&A contains statements which are not of a historical nature, such statements are forward-looking statements, which involve risks and uncertainties. See “Forward-Looking Statements” below. These risks include, but are not limited to, those discussed in our filings with the Securities and Exchange Commission (“SEC”), including the risks described in Item 1A. “Risk Factors” of Part I of our Form 10-K, which was filed on September 29, 2025. The MD&A includes discussion of financial performance within each of our three segments. We have chosen to specifically include segment Reported EBITDA (defined as segment net revenue less segment operating expense, plus segment equity investment income or loss, and for the Real Estate segment, plus gain or loss on sale of real property) in the following discussion because we consider this measurement to be a significant indication of our financial performance. We utilize segment Reported EBITDA in evaluating our performance and in allocating resources to our segments. Net Debt (defined as long-term debt, net plus long-term debt due within one year less cash and cash equivalents) is included in the following discussion because we consider this measure to be a significant indication of our available capital resources. We also believe that Net Debt is an important measurement as it is an indicator of our ability to obtain additional capital resources for our future cash needs. Resort Reported EBITDA (defined as the combination of segment Reported EBITDA of our Mountain and Lodging segments), Total Reported EBITDA (which is Resort Reported EBITDA plus segment Reported EBITDA from our Real Estate segment) and Net Debt are not measures of financial performance or liquidity defined under accounting principles generally accepted in the United States (“GAAP”). Refer to the end of the Results of Operations section for a reconciliation of net income attributable to Vail Resorts, Inc. to Total Reported EBITDA and Resort Reported EBITDA, and long-term debt, net to Net Debt. Items excluded from Resort Reported EBITDA, Total Reported EBITDA and Net Debt are significant components in understanding and assessing financial performance or liquidity. Resort Reported EBITDA, Total Reported EBITDA and Net Debt should not be considered in isolation or as an alternative to, or substitute for, net income, net change in cash and cash equivalents or other financial statement data presented in the Consolidated Condensed Financial Statements as indicators of financial performance or liquidity. Because Resort Reported EBITDA, Total Reported EBITDA and Net Debt are not measurements determined in accordance with GAAP and are thus susceptible to varying calculations, Resort Reported EBITDA, Total Reported EBITDA and Net Debt, as presented herein, may not be comparable to other similarly titled measures of other companies. In addition, our segment Reported EBITDA (i.e., Mountain, Lodging and Real Estate), the measure of 23 segment profit or loss required to be disclosed in accordance with GAAP, may not be comparable to other similarly titled measures of other companies. The following discussion has been adjusted to reflect our revision of previously issued Consolidated Condensed Financial Statements to correct for prior period misstatements, which we concluded did not, either individually or in the aggregate, result in a material misstatement of our previously issued Consolidated Condensed Financial Statements. Further information regarding the revision is included in Note 2, Summary of Significant Accounting Policies and Note 11, Revision of Previously Issued Consolidated Condensed Financial Statements of the Notes to the Consolidated Condensed Financial Statements contained in this Quarterly Report on Form 10-Q. Overview Our operations are grouped into three integrated and interdependent segments: Mountain, Lodging and Real Estate. We refer to “Resort” as the combination of the Mountain and Lodging segments. Mountain Segment In the Mountain segment, the Company operates the following 42 destination mountain resorts and regional ski areas (collectively, “Resorts”). *Denotes a destination mountain resort, which generally receives a meaningful portion of skier visits from long-distance travelers, as opposed to our regional ski areas, which tend to generate skier visits predominantly from their respective local markets. Additionally, the Mountain segment includes ancillary services, primarily including ski school, dining and retail/rental operations, and for our Australian ski areas, including lodging and transportation operations. Mountain segment revenue is seasonal, with the majority of revenue earned from our North American and European ski operations occurring in our second and third fiscal quarters and the majority of revenue earned from our Australian ski operations occurring in our first and fourth fiscal quarters. Our North American and European Resorts typically experience their peak operating season for the Mountain segment from mid-December through mid-April, and our Australian ski areas typically experience their peak operating season from June to early October. Consequently, our first and fourth fiscal quarters are seasonally low periods as most of our North American and European ski operations are generally not open for business, and the activity of our Australian ski areas’ peak season and our North American and European summer operating results are not sufficient to offset the losses incurred during these seasonally low periods. Revenue of the Mountain segment during the first and fourth fiscal quarters is primarily generated from summer and group related visitation at our North American and European destination mountain resorts, retail/rental operations and peak season Australian ski operations. Our largest source of Mountain segment revenue is the sale of lift tickets and pass products, which represented approximately 65% and 64% of Mountain segment revenue for the three months ended April 30, 2026 and 2025, respectively, and approximately 60% and 59% of Mountain segment revenue for the nine months ended April 30, 2026 and 2025, respectively. 24 Lift revenue is driven by volume and pricing. Pricing is impacted by absolute pricing, as well as both the demographic and geographic mix of guests, which impacts the price points at which various products are purchased. The demographic mix of guests that visit our North American Resorts is divided into two primary categories: (i) out-of-state and international (“Destination”) guests; and (ii) in-state and local (“Local”) guests. The geographic mix depends on levels of visitation to our destination mountain resorts versus our regional ski areas. For the 2025/2026 North American ski season, Destination guests comprised approximately 58% of our North American destination mountain resort skier visits (excluding complimentary access), while Local guests comprised approximately 42% of our North American destination mountain resort skier visits (excluding complimentary access), which compares to 56% and 44%, respectively, for the 2024/2025 North American ski season. Skier visitation at our regional ski areas is largely comprised of Local guests. Destination guests generally purchase our higher-priced lift tickets (including pass products) and utilize more ancillary services such as ski school, dining and retail/rental, as well as lodging proximate to our mountain resorts. Additionally, Destination guest visitation is less likely to be impacted by changes in the weather during the current season, but may be more impacted by adverse economic conditions, the global geopolitical climate, travel disruptions or weather conditions in the immediately preceding ski season. Local guests tend to be more value-oriented and weather-sensitive. We offer a variety of pass products for all of our Resorts, marketed toward both Destination and Local guests. Our pass product offerings range from providing access to one or a combination of our Resorts for a certain number of days to our Epic Pass, which allows pass holders unlimited and unrestricted access to all of our Resorts. The Epic Day Pass is a customizable one to seven day pass product purchased in advance of the season, for those skiers and riders who expect to ski a certain number of days during the season, and which is available in three tiers of resort access offerings. Our pass products provide a compelling value proposition to our guests, which in turn assists us in developing a loyal base of customers who commit to ski at our Resorts generally in advance of the ski season and typically ski more days each season at our Resorts than those guests who do not buy pass products. Additionally, we enter into strategic long-term pass alliance agreements with third-party mountain resorts, which further increase the value proposition of our pass products. For the 2025/2026 ski season, our pass alliances include Telluride Ski Resort in Colorado, Hakuba Valley and Rusutsu Resort in Japan, Resorts of the Canadian Rockies in Canada, Les 3 Vallées in France, Disentis Ski Area and Verbier 4 Vallées in Switzerland, Skirama Dolomiti in Italy and Ski Arlberg, Sölden, Saalbach and Zell am See-Kaprun, Mayrhofen and Hintertux and Silvretta Montafon in Austria. Our pass program drives strong customer loyalty; mitigates exposure to more weather sensitive guests; generates additional ancillary spending; and provides cash flow in advance of winter season operations. In addition, our pass program attracts new guests to our Resorts. Our pass products, including the Epic Pass and Epic Day Pass, are predominately sold prior to the start of the ski season. Pass product revenue, although primarily collected prior to the ski season, is recognized in the Consolidated Condensed Statements of Operations throughout the ski season on a straight-line basis using the number of skiable days of the season-to-date period relative to the total estimated number of skiable days of the season. Lift revenue consists of pass product lift revenue (“pass revenue”) and non-pass product lift revenue (“non-pass revenue”). For the nine months ended April 30, 2026 and 2025, approximately 70% and 66%, respectively, of our total lift revenue recognized was derived from pass revenue. The cost structure of our mountain resort operations has a significant fixed component with variable expenses including, but not limited to, land use permit or lease fees, credit card fees, retail/rental cost of sales and labor, ski school labor and dining operations; as such, profit margins can fluctuate greatly based on the level of revenues. Lodging Segment Operations within the Lodging segment include: (i) ownership/management of a group of luxury hotels through the RockResorts brand proximate to our Colorado and Utah mountain resorts; (ii) ownership/management of non-RockResorts branded hotels and condominiums proximate to our North American Resorts; (iii) National Park Service (“NPS”) concessioner properties, including the Grand Teton Lodge Company (“GTLC”); (iv) a Colorado resort ground transportation company; and (v) mountain resort golf courses. The performance of our lodging properties (including managed condominium rooms) proximate to our Resorts, and our Colorado resort ground transportation company, are closely aligned with the performance of the Mountain segment and generally experience similar seasonal trends, particularly with respect to visitation by Destination guests. Revenues from such properties represented approximately 95% and 96% of Lodging segment net revenue (excluding Lodging segment revenue associated with the reimbursement of payroll costs) for the three months ended April 30, 2026 and 2025, respectively, and 75% and 77% of our Lodging segment revenue (excluding Lodging segment revenue associated with reimbursement of payroll costs) for the nine months ended April 30, 2026 and 2025, respectively. Management primarily focuses on Lodging net revenue excluding payroll cost reimbursements and Lodging operating expense excluding reimbursed payroll costs (which are not measures of financial performance under GAAP) as the reimbursements are made based upon the costs incurred with no added 25 margin and as such, the revenue and corresponding expense do not affect our Lodging Reported EBITDA, which we use to evaluate Lodging segment performance. Revenue of the Lodging segment during our first and fourth fiscal quarters is generated primarily by the operations of our NPS concessioner properties (as their peak operating season generally occurs during the months of June to October), as well as golf operations and seasonally low operations from our other owned and managed properties and businesses. Real Estate Segment The principal activities of our Real Estate segment include the sale of land parcels to third-party developers and planning for future real estate development projects, including zoning and acquisition of applicable permits. We continue undertaking preliminary planning and design work on future projects and are pursuing opportunities with third-party developers rather than undertaking our own significant vertical development projects. Additionally, real estate development projects by third-party developers most often result in the creation of certain resort assets that provide additional benefit to the Mountain segment. We believe that, due to our low carrying cost of real estate land investments, we are well situated to promote future projects by third-party developers while limiting our financial risk. Our revenue from the Real Estate segment and associated expense can fluctuate significantly based upon the timing of closings and the type of real estate being sold, causing volatility in the Real Estate segment’s operating results from period to period. Recent Trends, Risks and Uncertainties Together with those risk factors we have identified in our Form 10-K, we have identified the following important factors (as well as risks and uncertainties associated with such factors) that could impact our future financial performance or condition: •Weather conditions remained extremely unfavorable in the third quarter, adding to what had already been one of the most challenging winters in history across the western U.S., driving continued pressure on visitation and revenue in the quarter, particularly at our destination resorts in the Rockies. While these dynamics negatively impacted results, our advance commitment model provided considerable stability and strong cost discipline kept us on track to exceed our resource efficiency transformation plan savings for the year. At the same time, our continued investments in talent, technology and resort operations drove record guest satisfaction scores and strong employee engagement. Despite the weather challenges of the past year, our strategic focus remains unchanged, and we are pleased with the progress we made this year. The new lift ticket products and strategic shifts in our marketing approach, showed early positive results this past season, with our lift ticket visitation meaningfully outperforming the industry, including in the Rockies, and we continued to make significant strides in enhancing the guest experience. •Overall weather conditions, including the timing and amount of snowfall, can have an impact on Mountain and Lodging revenue, particularly with regard to skier visits and the duration and frequency of guest visitation. To help mitigate this impact, we sell a variety of pass products prior to the beginning of the ski season, which results in a more stabilized stream of lift revenue. Additionally, our pass products provide a compelling value proposition to our guests, which in turn create a guest commitment predominately prior to the start of the ski season. In March 2026, we began our season pass sales program for the 2026/2027 North American ski season. Pass product unit sales through May 26, 2026 for the upcoming 2026/2027 North American ski season decreased approximately 10%, days sold decreased approximately 8% and sales dollars decreased approximately 5%, including sales and admissions taxes, as compared to the prior year period through May 27, 2025. Pass product sales are adjusted to eliminate the impact of foreign currency by applying an exchange rate of $0.72 between the Canadian dollar and the U.S. dollar in both periods for Whistler Blackcomb pass sales. We cannot predict if these trends will continue through the 2026 North American pass sales campaign or the overall impact that pass sales will have on lift revenue for the 2026/2027 North American ski season. •The economies in the countries in which we operate and from which we attract our guests may be impacted by economic challenges associated with elevated inflation, tariffs and trade policies, prolonged elevated interest rates, geopolitical conflicts, political uncertainty, immigration policies, financial institution disruptions, and/or fluctuating commodity prices that could adversely impact our business, including decreased guest spending or visitation or increased costs of operations. Skiing, travel and tourism are discretionary recreational activities that can entail a relatively high cost of participation. As a result, economic downturns and other negative impacts to consumer discretionary spending may have a pronounced impact on visitation to our Resorts. We cannot predict the extent to which we may be impacted by such potential economic challenges, whether in North America or globally. •As of April 30, 2026, we had $371.4 million of cash and cash equivalents, as well as $517.8 million available under the revolver component of the Vail Holdings Credit Agreement, which represents the total commitment of $600.0 million less certain letters of credit outstanding of $82.2 million. On December 26, 2025, the Company drew the remaining $275.0 million outstanding balance of the delayed draw term loan of the Vail Holdings Credit 26 Agreement to fund the repayment of our 0.0% Convertible Notes. On February 9, 2026, Vail Holdings, Inc. (“VHI”) entered into an amendment and restatement of the Ninth Amended and Restated Credit Agreement, dated as of April 24, 2024 (as amended the “Tenth A&R Credit Agreement”). The Tenth A&R Credit Agreement, among other things, replaced the existing term loan facility and the existing $275.0 million delayed draw term loan facility with a new $1,275.0 million senior term loan facility. As of April 30, 2026, the term loan facility had an outstanding balance of $1,259.1 million. Additionally, we have a credit facility which supports the liquidity needs of Whistler Blackcomb (the “Whistler Credit Agreement”). As of April 30, 2026, we had C$246.6 million ($181.6 million) available under the revolver component of the Whistler Credit Agreement, which represents the total commitment of C$250.0 million ($184.1 million) less letters of credit outstanding of C$3.4 million ($2.5 million). We believe that our existing cash and cash equivalents, availability under our credit agreements and the expected positive cash flow from operating activities of our Mountain and Lodging segments less resort capital expenditures will continue to provide us with sufficient liquidity to fund our operations. RESULTS OF OPERATIONS Summary Shown below is a summary of operating results for the three and nine months ended April 30, 2026, compared to the three and nine months ended April 30, 2025 (in thousands): Three Months Ended April 30, Nine Months Ended April 30, 2026 2025 2026 2025 Net income attributable to Vail Resorts, Inc. $ 314,435 $ 389,740 $ 337,690 $ 460,861 Income before provision for income taxes $ 445,854 $ 541,389 $ 486,915 $ 643,925 Mountain Reported EBITDA $ 579,611 $ 635,437 $ 859,194 $ 948,991 Lodging Reported EBITDA 6,805 12,294 8,834 18,698 Resort Reported EBITDA $ 586,416 $ 647,731 $ 868,028 $ 967,689 Real Estate Reported EBITDA (993) 6,351 6,894 19,842 Total Reported EBITDA $ 585,423 $ 654,082 $ 874,922 $ 987,531 A discussion of segment results, including reconciliations of net income attributable to Vail Resorts, Inc. to Total Reported EBITDA, and other items can be found below. 27 Mountain Segment Three months ended April 30, 2026 compared to the three months ended April 30, 2025 Mountain segment operating results for the three months ended April 30, 2026 and 2025 are presented by category as follows (in thousands, except effective ticket price (“ETP”)). ETP is calculated as lift revenue divided by total skier visits for each applicable period presented. Three Months Ended April 30, Percentage Increase (Decrease) 2026 2025 Mountain net revenue: Lift $ 729,378 $ 770,259 (5.3) % Ski school 141,758 160,243 (11.5) % Dining 99,142 110,972 (10.7) % Retail/rental 104,211 113,678 (8.3) % Other 55,289 57,397 (3.7) % Total Mountain net revenue 1,129,778 1,212,549 (6.8) % Mountain operating expense: Labor and labor-related benefits 238,346 256,343 (7.0) % Retail cost of sales 29,744 30,617 (2.9) % Resort related fees 55,604 55,727 (0.2) % General and administrative 89,335 90,678 (1.5) % Other 137,596 144,413 (4.7) % Total Mountain operating expense 550,625 577,778 (4.7) % Mountain equity investment income, net 458 666 (31.2) % Mountain Reported EBITDA $ 579,611 $ 635,437 (8.8) % Total skier visits 7,276 8,609 (15.5) % ETP $ 100.24 $ 89.47 12.0 % Mountain Reported EBITDA includes $6.5 million and $6.1 million of stock-based compensation expense for the three months ended April 30, 2026 and 2025, respectively. Mountain Reported EBITDA decreased $55.8 million, or 8.8%, primarily due to a decrease in both Destination and Local skier visitation as a result of record low snowfall and historically warm temperatures across the western U.S., which led to earlier resort closures and particularly impacted our resorts in the Rockies and Tahoe regions. The decreased skier visitation resulted in decreased non-pass lift revenue and other ancillary revenues. These decreases were partially offset by (i) an increase in North American pass product revenue ($25.1 million), driven by an increase in pass product sales for the 2025/2026 North American ski season compared to the prior year, as well as the timing of revenue recognition due to delayed openings and early closures in the current year ($11.2 million, which largely offsets against the decrease recognized in the three months ended January 31, 2026); (ii) decreased labor and labor-related benefits from the impact of earlier resort closures and lower than expected variable compensation accruals; and (iii) decreased variable costs associated with the decreased revenue. Mountain Reported EBITDA also includes one-time operating expenses attributable to our resource efficiency transformation plan of $2.9 million and $3.9 million for the three months ended April 30, 2026 and 2025, respectively. Lift revenue decreased $40.9 million, or 5.3%, primarily due to a decrease in non-pass revenue of 22.0%, driven by a decrease in both Destination and Local skier visitation, which was impacted by record low snowfall and historically warm temperatures across the western U.S., which led to earlier resort closures. Additionally, non-pass ETP decreased 10.9%, compared to the prior year, driven by an overall shift in the mix of visitation to lower-ETP regions, including the impact of stronger visitation across our eastern U.S. resorts, as compared to our Destination resorts in the western U.S. and an overall shift in the mix of lift tickets sold, including a shift to benefit tickets with the new Epic Friends discount and introduction of super advance lift ticket discount for purchasing approximately one month in advance. These decreases were partially offset by a $25.1 million increase in pass product revenue from an increase in season pass sales for the 2025/2026 North American ski season, as well as an increase from the timing of revenue recognition from delayed openings and early closures in the current year ($11.2 million, which largely offsets against the decrease recognized in the three months ended January 31, 2026). 28 Ski school revenue decreased $18.5 million, or 11.5%, dining revenue decreased $11.8 million, or 10.7%, and retail/rental revenue decreased $9.5 million, or 8.3%, each primarily driven by decreased visitation at our North American resorts, including the impact of earlier resort closures, which negatively impacted demand for ancillary products. Other revenue mainly consists of other mountain activities revenue, employee housing revenue, guest services revenue, commercial leasing revenue, marketing revenue, private club revenue (which includes both club dues and amortization of initiation fees), municipal services revenue and other recreation activity revenue. Other revenue decreased $2.1 million, or 3.7%, primarily driven by decreased skier visitation which drove decreased demand for ancillary services, primarily parking revenue. Operating expense decreased $27.2 million, or 4.7%, which was primarily attributable to (i) cost savings attributable to the Company’s resource efficiency transformation initiatives; (ii) reduced labor hours at our North American Resorts driven by decreased visitation compared to the prior year as a result of challenging weather conditions from record low snowfall and historically warm temperatures across the western U.S.; and (iii) lower variable expenses associated with decreased revenue. Operating expense also includes one-time expenses attributable to our resource efficiency transformation plan of $2.9 million and $3.9 million for the three months ended April 30, 2026 and 2025, respectively. Labor and labor-related benefits decreased $18.0 million, or 7.0%, primarily due to a decrease in labor expense to support North American operations due to challenging weather conditions, cost savings attributable to the Company’s resource efficiency transformation initiatives and lower than expected variable compensation accruals ($5.2 million) compared to the prior year. General and administrative expense decreased $1.3 million, or 1.5%, driven by cost savings attributable to the Company’s resource efficiency transformation initiatives, partially offset by an increase in marketing expenses. Other expense decreased $6.8 million, or 4.7%, primarily driven by decreased variable costs associated with the decreased revenue, primarily supplies ($1.5 million), dining cost of sales ($1.4 million), variable rent ($0.7 million) and professional services ($0.6 million). Additionally, one-time expenses attributable to our resource efficiency plan decreased $1.0 million. 29 Nine months ended April 30, 2026 compared to the nine months ended April 30, 2025 Mountain segment operating results for the nine months ended April 30, 2026 and 2025 are presented by category as follows (in thousands, except ETP): Nine Months Ended April 30, Percentage Increase (Decrease) 2026 2025 Mountain net revenue: Lift $ 1,404,948 $ 1,455,600 (3.5) % Ski school 270,269 300,091 (9.9) % Dining 203,554 222,507 (8.5) % Retail/rental 261,014 278,363 (6.2) % Other 187,536 192,378 (2.5) % Total Mountain net revenue 2,327,321 2,448,939 (5.0) % Mountain operating expense: Labor and labor-related benefits 614,110 639,363 (3.9) % Retail cost of sales 78,851 86,121 (8.4) % Resort related fees 106,785 107,330 (0.5) % General and administrative 292,278 281,588 3.8 % Other 376,492 389,108 (3.2) % Total Mountain operating expense 1,468,516 1,503,510 (2.3) % Mountain equity investment income, net 389 3,562 (89.1) % Mountain Reported EBITDA $ 859,194 $ 948,991 (9.5) % Total skier visits 14,797 16,912 (12.5) % ETP $ 94.95 $ 86.07 10.3 % Mountain Reported EBITDA includes $18.0 million and $18.4 million of stock-based compensation expense for the nine months ended April 30, 2026 and 2025, respectively. Mountain Reported EBITDA decreased $89.8 million, or 9.5%, due to a decrease in both Destination and Local skier visitation as a result of record low snowfall and historically warm temperatures across the western U.S., which led to earlier resort closures and particularly impacted our resorts in the Rockies and Tahoe regions. The decreased skier visitation resulted in decreased non-pass revenue and other ancillary revenues. These decreases were partially offset by (i) an increase in pass product revenue ($34.0 million) from an increase in pass product sales; (ii) decreased labor and labor-related benefits, including lower than expected variable compensation accruals; (iii) decreased variable costs associated with decreased revenue; and (iv) an increase from our Australian operations compared to the prior year ($2.8 million), which experienced improved visitation, driven by improved weather conditions. Mountain segment results also include the impact of one-time operating expenses attributable to our resource efficiency transformation plan of $7.6 million and $8.6 million for the nine months ended April 30, 2026 and 2025, respectively, as well as acquisition and integration related expenses of $0.1 million and $1.1 million for the nine months ended April 30, 2026 and 2025, respectively. Lift revenue decreased $50.7 million, or 3.5%, primarily due to a decrease in non-pass revenue of 16.9%, driven by a decrease in both Destination and Local skier visitation, which was impacted by record low snowfall and historically warm temperatures across the western U.S., which drove lower demand and negatively impacted spending throughout the season. Additionally, non-pass ETP decreased 9.2%, compared to the prior year, driven by an overall shift in the mix of visitation to lower-ETP regions, including the impact of stronger visitation across our eastern U.S. resorts, as compared to our Destination resorts in the western U.S. and an overall shift in the mix of lift tickets sold, including a shift to benefit tickets with the new Epic Friends discount and introduction of super advance lift ticket discount for purchasing approximately one month in advance. These decreases were partially offset by (i) a $29.5 million increase in pass product revenue from an increase in sales for the 2025/2026 North American ski season; and (ii) an increase in pass product revenue from our Australian operations compared to prior year ($4.5 million), driven by growth in Australian pass product sales, as well as improved visitation, which was supported by improved weather conditions. 30 Ski school revenue decreased $29.8 million, or 9.9%, dining revenue decreased $19.0 million, or 8.5%, and retail/rental revenue decreased $17.3 million, or 6.2%, each primarily driven by decreased visitation at our North American resorts as a result of record low snowfall and historically warm temperatures across the western U.S., which negatively impacted demand for ancillary products. Other revenue mainly consists of revenues stemming from summer visitation, other mountain activities revenue, employee housing revenue, guest services revenue, commercial leasing revenue, marketing and internet advertising revenue, private club revenue (which includes both club dues and amortization of initiation fees), municipal services revenue and other recreation activity revenue. Other revenue also includes Australian resort lodging and transportation revenue. Other revenue decreased $4.8 million, or 2.5%, primarily driven by decreased skier visitation at our North American resorts, which resulted in decreased demand for ancillary services, partially offset by a $1.9 million increase in other on-mountain summer activities and sightseeing revenue from the impact of increased pricing at our North American resorts. Operating expense decreased $35.0 million, or 2.3%, which was primarily attributable to (i) cost savings attributable to the Company’s resource efficiency transformation initiatives; (ii) reduced labor hours at our North American resorts driven by decreased visitation compared to the prior year as a result of challenging weather conditions from record low snowfall and historically warm temperatures across the western U.S.; and (iii) lower variable expenses associated with decreased revenue. Operating expense also includes one-time expenses attributable to our resource efficiency transformation plan of $7.6 million and $8.6 million for the nine months ended April 30, 2026 and 2025, respectively, as well as acquisition and integration related expenses of $0.1 million and $1.1 million for the nine months ended April 30, 2026 and 2025, respectively. Labor and labor-related benefits decreased $25.3 million, or 3.9%, primarily due to reduced labor hours at our North American resorts as a result of challenging weather conditions which limited our ability to open terrain and negatively impacted visitation throughout the season, as well as lower than expected variable compensation accruals ($7.0 million) compared to the prior year, partially offset by an increase in labor expense to support increased Australian winter operations as a result of improved weather conditions compared to the prior year ($3.4 million). Retail cost of sales decreased $7.3 million, or 8.4%, compared to a decrease in retail sales of 9.3%. General and administrative expenses increased $10.7 million, or 3.8%, primarily due to an increase in corporate overhead costs, driven by an increase in marketing and sales expenses from investments in media spending to drive incremental pass product sales and visitation. Other expenses decreased $12.6 million, or 3.2%, primarily due to decreased variable expenses associated with decreased revenues, including dining cost of sales ($4.3 million), supplies ($2.9 million), repairs and maintenance ($1.5 million) and fuel ($1.4 million), as well as a decrease in pass partnership expense ($3.4 million). Mountain equity investment income, net primarily includes our share of income from the operations of a real estate brokerage company. 31 Lodging Segment Three months ended April 30, 2026 compared to the three months ended April 30, 2025 Lodging segment operating results for the three months ended April 30, 2026 and 2025 are presented by category as follows (in thousands, except average daily rates (“ADR”) and revenue per available room (“RevPAR”)): Three Months Ended April 30, Percentage Increase (Decrease) 2026 2025 Lodging net revenue: Owned hotel rooms $ 12,861 $ 15,104 (14.9) % Managed condominium rooms 28,345 32,634 (13.1) % Dining 13,816 14,870 (7.1) % Transportation 5,200 6,743 (22.9) % Other 9,981 9,308 7.2 % 70,203 78,659 (10.8) % Payroll cost reimbursements 5,112 4,235 20.7 % Total Lodging net revenue 75,315 82,894 (9.1) % Lodging operating expense: Labor and labor-related benefits 29,257 31,149 (6.1) % General and administrative 13,224 15,333 (13.8) % Other 20,917 19,883 5.2 % 63,398 66,365 (4.5) % Reimbursed payroll costs 5,112 4,235 20.7 % Total Lodging operating expense 68,510 70,600 (3.0) % Lodging Reported EBITDA $ 6,805 $ 12,294 (44.6) % Owned hotel statistics: ADR $ 312.54 $ 347.01 (9.9) % RevPAR $ 137.95 $ 165.54 (16.7) % Managed condominium statistics: ADR $ 502.67 $ 517.07 (2.8) % RevPAR $ 174.87 $ 206.66 (15.4) % Owned hotel and managed condominium statistics (combined): ADR $ 449.66 $ 472.36 (4.8) % RevPAR $ 166.25 $ 197.16 (15.7) % Lodging Reported EBITDA includes $0.9 million and $0.8 million of stock-based compensation expense for the three months ended April 30, 2026 and 2025, respectively. Lodging Reported EBITDA decreased $5.5 million, or 44.6%, primarily due to decreased demand, including the impact of decreased skier visitation driven by challenging weather conditions and earlier resort closures, which drove a decrease in ADR and negatively impacted ancillary revenues. Revenue from owned hotel rooms decreased $2.2 million, or 14.9%, revenue from managed condominium rooms decreased $4.3 million, or 13.1%, dining revenue decreased $1.1 million, or 7.1%, and transportation revenue decreased $1.5 million, or 22.9%, each primarily due to decreased demand from the impact of decreased skier visitation driven by challenging weather conditions. Labor and labor related benefits decreased $1.9 million, or 6.1%, primarily due to a decrease in labor hours associated with decreased visitation, earlier resort closures and a reduction in accrued variable compensation plan expense. General and administrative expenses decreased $2.1 million, or 13.8%, primarily due to a decrease in overhead costs from cost savings 32 attributable to the Company’s resource efficiency transformation initiatives. Other expenses increased $1.0 million, or 5.2%, primarily due to an increase in online travel agent commissions. Revenue from payroll cost reimbursement and the corresponding reimbursed payroll costs relate to payroll costs at managed hotel properties where we are the employer and all payroll costs are reimbursed by the owners of the properties under contractual arrangements. Since the reimbursements are made based upon the costs incurred with no added margin, the revenue and corresponding expense have no effect on our Lodging Reported EBITDA. Nine months ended April 30, 2026 compared to the nine months ended April 30, 2025 Lodging segment operating results for the nine months ended April 30, 2026 and 2025 are presented by category as follows (in thousands, except ADR and RevPAR): Nine Months Ended April 30, Percentage Increase (Decrease) 2026 2025 Lodging net revenue: Owned hotel rooms $ 54,049 $ 56,618 (4.5) % Managed condominium rooms 64,124 71,413 (10.2) % Dining 46,577 48,576 (4.1) % Transportation 11,413 13,784 (17.2) % Golf 8,468 8,131 4.1 % Other 34,661 34,109 1.6 % 219,292 232,631 (5.7) % Payroll cost reimbursements 13,319 11,139 19.6 % Total Lodging net revenue 232,611 243,770 (4.6) % Lodging operating expense: Labor and labor-related benefits 96,987 100,845 (3.8) % General and administrative 42,323 45,820 (7.6) % Other 71,148 67,268 5.8 % 210,458 213,933 (1.6) % Reimbursed payroll costs 13,319 11,139 19.6 % Total Lodging operating expense 223,777 225,072 (0.6) % Lodging Reported EBITDA $ 8,834 $ 18,698 (52.8) % Owned hotel statistics: ADR $ 315.90 $ 322.94 (2.2) % RevPAR $ 154.49 $ 164.03 (5.8) % Managed condominium statistics: ADR $ 428.06 $ 442.94 (3.4) % RevPAR $ 124.87 $ 139.09 (10.2) % Owned hotel and managed condominium statistics (combined): ADR $ 386.08 $ 399.57 (3.4) % RevPAR $ 132.66 $ 145.47 (8.8) % Lodging Reported EBITDA includes $2.4 million and $2.6 million of stock-based compensation expense for the nine months ended April 30, 2026 and 2025, respectively. Lodging Reported EBITDA decreased $9.9 million, or 52.8%, primarily due to decreased demand, including the impact of decreased skier visitation driven by challenging weather conditions and delayed openings, which drove a decrease in revenue from both our managed condominium and owned hotel rooms, as well as a decrease in dining and transportation revenue, partially offset by increased demand for lodging and park visitation at GTLC ($2.1 million) driven by favorable weather conditions. 33 Revenue from owned hotel rooms decreased $2.6 million, or 4.5%, due to decreased demand driven by decreased skier visitation from challenging weather conditions across the western U.S., which drove a decrease in ADR, as well as a decrease in demand for summer group lodging, partially offset by increased demand for lodging and park visitation at GTLC driven by favorable weather conditions ($2.1 million). Revenue from managed condominium rooms decreased $7.3 million, or 10.2%, due to decreased demand driven by decreased skier visitation from challenging weather conditions across the western U.S., which drove a decrease in ADR, as well as a decrease in demand for summer group lodging. Additionally, revenue from managed condominiums decreased from a net reduction in our inventory of available managed condominium room nights compared to the prior year. Dining revenue decreased $2.0 million, or 4.1%, due to decreased demand at our lodging properties proximate to our North American mountain resorts, including the impact of decreased demand for summer lodging. Transportation revenue decreased $2.4 million, or 17.2%, due to decreased demand driven by decreased skier visitation from challenging weather conditions across the western U.S. which drove a decrease in demand for ancillary services. Labor and labor related benefits decreased $3.9 million, or 3.8%, primarily due to a decrease in labor hours associated with decreased visitation from delayed openings and earlier resort closures and a reduction in accrued variable compensation plan expense ($1.3 million). General and administrative expense decreased $3.5 million, or 7.6%, primarily due to a decrease in overhead costs from cost savings attributable to the Company’s resource efficiency transformation initiatives. Other expense increased $3.9 million, or 5.8%, primarily due to a reduction in property tax refunds received during the nine months ended April 30, 2026 ($1.0 million), as well as increases in professional services ($0.6 million), commissions ($0.6 million) and credit card fees ($0.4 million). Revenue from payroll cost reimbursement and the corresponding reimbursed payroll costs relate to payroll costs at managed hotel properties where we are the employer and all payroll costs are reimbursed by the owners of the properties under contractual arrangements. Since the reimbursements are made based upon the costs incurred with no added margin, the revenue and corresponding expense have no effect on our Lodging Reported EBITDA. Real Estate Segment Our Real Estate net revenue is primarily determined by the timing of closings and the mix of real estate sold in any given period. Different types of projects have different revenue and profit margins; therefore, as the real estate inventory mix changes, it can greatly impact Real Estate segment net revenue, operating expense, gain or loss on sale of real property and Real Estate Reported EBITDA. Three months ended April 30, 2026 compared to the three months ended April 30, 2025 Real Estate segment operating results for the three months ended April 30, 2026 and 2025 are presented by category as follows (in thousands): Three Months Ended April 30, Percentage Increase (Decrease) 2026 2025 Total Real Estate net revenue $ 82 $ 115 (28.7) % Real Estate operating expense: Other 1,475 1,662 (11.3) % Total Real Estate operating expense 1,475 1,662 (11.3) % Gain on sale of real property 400 7,898 (94.9) % Real Estate Reported EBITDA $ (993) $ 6,351 (115.6) % During the three months ended April 30, 2026, we did not close on any significant real estate transactions. During the three months ended April 30, 2025, we recorded a gain on sale of real property for $8.5 million related to the sale of three real estate parcels in Breckenridge, Colorado for total consideration of $11.9 million, including $1.0 million net cash proceeds received at closing. One of these parcels was originally sold during the year ended July 31, 2022 but the terms of the agreement prevented transfer of control to the buyer at the time, and therefore a portion of the proceeds were deferred for recognition until control was transferred, which occurred during the three months ended April 30, 2025. Other operating expense for both the three months ended April 30, 2026 and 2025 was primarily comprised of general and administrative costs, such as labor and labor-related benefits, professional services and allocated corporate overhead costs. 34 Nine months ended April 30, 2026 compared to the nine months ended April 30, 2025 Real Estate segment operating results for the nine months ended April 30, 2026 and 2025 are presented by category as follows (in thousands): Nine Months Ended April 30, Percentage Increase (Decrease) 2026 2025 Total Real Estate net revenue $ 204 $ 349 (41.5) % Real Estate operating expense: Other 4,768 4,911 (2.9) % Total Real Estate operating expense 4,768 4,911 (2.9) % Gain on sale of real property 11,458 24,404 (53.0) % Real Estate Reported EBITDA $ 6,894 $ 19,842 (65.3) % During the nine months ended April 30, 2026, we recorded a gain on sale of real property for $13.0 million related to the sale of a real estate parcel in Breckenridge, Colorado for proceeds of $15.4 million. The proceeds were received in prior periods, but the terms of the agreement prevented transfer of control to the buyer at the time of sale; therefore, recognition of the gain was deferred until control was transferred during the nine months ended April 30, 2026. We also recorded a loss on the sale of real property of $1.8 million related to the transfer of a land parcel in Keystone, Colorado. The proceeds were received in prior periods, but the terms of the agreement prevented transfer of control to the buyer at the time of sale; therefore, recognition of the loss was deferred for recognition until control was transferred, which occurred during the nine months ended April 30, 2026. During the nine months ended April 30, 2025, we recorded a gain on sale of real property for $16.5 million related to the resolution of the October 2023 Eagle County District Court final ruling and valuation regarding the Town of Vail’s condemnation of our East Vail property, for which we received proceeds of $17.6 million. We also recorded a gain on sale of real property for $8.5 million related to the sale of three real estate parcels in Breckenridge, Colorado for total consideration of $11.9 million, including $1.0 million net cash proceeds received at closing, for which one of these parcels was originally sold during the year ended July 31, 2022 but the terms of the agreement prevented transfer of control to the buyer at the time, and therefore a portion of the proceeds were deferred for recognition until control was transferred, which occurred during the nine months ended April 30, 2025. Other operating expense for both the nine months ended April 30, 2026 and 2025 was primarily comprised of general and administrative costs, such as labor and labor-related benefits, professional services and allocated corporate overhead costs. Other Items In addition to segment operating results, fluctuations in the following items contributed to our overall financial results for the three and nine months ended April 30, 2026 and 2025 (in thousands): Three Months Ended April 30, Increase (Decrease) Nine Months Ended April 30, Increase (Decrease) 2026 2025 2026 2025 Change in estimated fair value of contingent consideration $ (13,500) $ (1,900) 610.5 % $ (14,439) $ (4,079) 254.0 % (Loss) gain on disposal of fixed assets and other, net $ (118) $ 2,323 (105.1) % $ (6,053) $ 1,087 (656.9) % Interest expense, net $ (51,318) $ (41,905) 22.5 % $ (152,081) $ (127,372) 19.4 % Provision for income taxes $ (105,631) $ (130,073) (18.8) % $ (117,303) $ (157,645) (25.6) % Effective tax rate 23.7 % 24.0 % (0.3) pts 24.1 % 24.5 % (0.4) pts Change in estimated fair value of contingent consideration. Change in estimated fair value of contingent consideration for the three and nine months ended April 30, 2026 increased $11.6 million and $10.4 million, respectively, primarily driven by updates to key market inputs, including a lower discount rate and increased volatility assumptions. 35 (Loss) gain on disposal of fixed assets and other, net. (Loss) gain on disposal of fixed assets and other, net for the nine months ended April 30, 2026 primarily included $2.8 million loss related to lift replacements and upgrades and $2.4 million of construction in progress write offs related to legacy planning projects the Company does not currently intend to pursue, partially offset by a $2.1 million gain on sale of trademarks. For the nine months ended April 30, 2025, a gain was recognized for $3.5 million related to the Hotham Airport sale. Interest expense, net. Interest expense, net for the three and nine months ended April 30, 2026 increased $9.4 million and $24.7 million, respectively, compared to the same periods in the prior year, primarily due to the offering of $500.0 million aggregate principal amount of 5.625% senior notes due 2030, issued under an indenture dated July 2, 2025. Provision for income taxes. The effective tax rate for the three and nine months ended April 30, 2026 was 23.7% and 24.1%, respectively, compared to 24.0% and 24.5% for the three and nine months ended April 30, 2025, respectively. The effective tax rate. For both the three and nine months ended April 30, 2026, the lower effective tax rates were primarily due to a lower annualized effective tax rate compared to prior year driven by (i) higher relative forecast in Canada resulting in a larger benefit from noncontrolling interests; and (ii) reduced state income taxes from a decrease in projected U.S. income, compared to the prior year. Reconciliation of Segment Earnings and Net Debt The following table reconciles net income attributable to Vail Resorts, Inc. to Total Reported EBITDA for the three and nine months ended April 30, 2026 and 2025 (in thousands): Three Months Ended April 30, Nine Months Ended April 30, 2026 2025 2026 2025 Net income attributable to Vail Resorts, Inc. $ 314,435 $ 389,740 $ 337,690 $ 460,861 Net income attributable to noncontrolling interests 25,788 21,576 31,922 25,419 Net income 340,223 411,316 369,612 486,280 Provision for income taxes 105,631 130,073 117,303 157,645 Income before provision for income taxes 445,854 541,389 486,915 643,925 Depreciation and amortization 77,219 76,067 224,686 221,963 Loss (gain) on disposal of fixed assets and other, net 118 (2,323) 6,053 (1,087) Change in estimated fair value of contingent consideration 13,500 1,900 14,439 4,079 Investment income and other, net (2,620) (3,154) (9,168) (8,668) Foreign currency loss (gain) on intercompany loans 34 (1,702) (84) (53) Interest expense, net 51,318 41,905 152,081 127,372 Total Reported EBITDA $ 585,423 $ 654,082 $ 874,922 $ 987,531 Mountain Reported EBITDA $ 579,611 $ 635,437 $ 859,194 $ 948,991 Lodging Reported EBITDA 6,805 12,294 8,834 18,698 Resort Reported EBITDA 586,416 647,731 868,028 967,689 Real Estate Reported EBITDA (993) 6,351 6,894 19,842 Total Reported EBITDA $ 585,423 $ 654,082 $ 874,922 $ 987,531 The following table reconciles long-term debt, net to Net Debt (in thousands): April 30, 2026 2025 Long-term debt, net $ 2,949,629 $ 2,118,911 Long-term debt due within one year 73,512 591,474 Total debt 3,023,141 2,710,385 Less: cash and cash equivalents 371,374 467,034 Net Debt $ 2,651,767 $ 2,243,351 36 LIQUIDITY AND CAPITAL RESOURCES Changes in significant sources of cash for the nine months ended April 30, 2026 and 2025 are presented by category as follows (in thousands): Nine Months Ended April 30, 2026 2025 Net cash provided by operating activities $ 582,666 $ 724,598 Net cash used in investing activities $ (178,941) $ (155,482) Net cash used in financing activities $ (487,252) $ (435,716) Nine months ended April 30, 2026 compared to the nine months ended April 30, 2025 We generated $582.7 million of net cash from operating activities during the nine months ended April 30, 2026, a decrease of $141.9 million compared to $724.6 million generated during the nine months ended April 30, 2025. The decrease in net operating cash flows was primarily a result of decreased Mountain and Lodging segment operating results for the nine months ended April 30, 2026, primarily driven by decreased Local and Destination skier visitation as a result of record low snowfall and historically warm temperatures negatively impacting visitation and spending throughout the season. These decreases were partially offset by a decrease in income tax payments of approximately $66.8 million for the nine months ended April 30, 2026 as compared to the prior year, primarily due to a difference in the timing of our estimated tax payments, which now will generally occur in higher proportions during the second half of our fiscal year as a result of a recent change in tax year-end, as well as lower taxable income. The increase in net cash used in investing activities for the nine months ended April 30, 2026 of $23.5 million was primarily due to (i) a one-time settlement of $17.6 million of cash received during the nine months ended April 30, 2025 related to the resolution of the October 2023 Eagle County District Court final ruling and valuation regarding the Town of Vail’s condemnation of our East Vail property; and (ii) $4.2 million of cash received during the nine months ended April 30, 2025 related to the Hotham Airport sale. Net cash used in financing activities increased by $51.5 million during the nine months ended April 30, 2026 compared to the nine months ended April 30, 2025, primarily driven by the repayment upon maturity of the remaining $525.0 million aggregate principal amount of the 0.0% Convertible Notes, partially offset by the proceeds received from borrowings under the Vail Holdings Credit Agreement of $389.1 million. Significant Sources of Cash We had $371.4 million of cash and cash equivalents as of April 30, 2026, compared to $467.0 million as of April 30, 2025. The decrease was primarily attributable to (i) $245.0 million of share repurchases completed during the last twelve months; and (ii) a decrease in operating cash flows from a decrease in Mountain and Lodging segment operating results from the impact of decreased skier visitation, partially offset by proceeds received from net borrowings. We currently anticipate that our Mountain and Lodging segment operating results will continue to provide a significant source of future operating cash flows for at least the next 12 months and thereafter for the foreseeable future. In addition to our $371.4 million of cash and cash equivalents at April 30, 2026, we had $517.8 million available under the revolver component of our Vail Holdings Credit Agreement as of April 30, 2026 (which represents the total commitment of $600.0 million less outstanding letters of credit of $82.2 million). On December 26, 2025, the Company drew the remaining $275.0 million outstanding balance of the delayed draw term loan. The incremental term loan borrowings were used to fund the repayment upon maturity of the 0.0% Convertible Notes. On February 9, 2026, VHI entered into the Tenth A&R Credit Agreement. The Tenth A&R Credit Agreement, among other things, (i) replaced the existing term loan facility with a new $1,275.0 million senior term loan facility; (ii) extended the maturity date of the revolver and term loan facilities to the earlier of (x) five years from the closing date and (y) the date that is ninety days prior to the maturity of the Company’s 5.625% senior notes due July 2030, so long as such notes remain outstanding; and (iii) reduced the interest rate applicable to borrowings under the Tenth A&R Credit Agreement. As of April 30, 2026, the term loan facility had an outstanding balance of $1.3 billion. Additionally, we had C$246.6 million ($181.6 million) available under the revolver component of our Whistler Credit Agreement (which represents the total commitment of C$250.0 million ($184.1 million) less certain outstanding letters of credit of C$3.4 million ($2.5 million)). We expect that our liquidity needs in the near term will be met by continued use of our existing cash and cash equivalents, operating cash flows and borrowings under both the Vail Holdings Credit Agreement and Whistler Credit Agreement, if needed. The Tenth A&R Credit Agreement and the Whistler Credit Agreement provide adequate 37 flexibility and are priced favorably with any new borrowings currently priced at the Secured Overnight Financing Rate plus 1.50% and Canadian Overnight Repo Rate Average plus 1.75%, respectively. Significant Uses of Cash Capital Expenditures We have historically invested significant amounts of cash in capital expenditures for our resort operations, and we expect to continue to do so, subject to operating performance particularly as it relates to discretionary projects. Currently planned capital expenditures primarily include investments that will allow us to maintain our high-quality standards for the guest experience, as well as certain incremental discretionary improvements at our Resorts, throughout our owned hotels and in technology that can impact the full network. We evaluate additional discretionary capital improvements based on an expected level of return on investment. We expect our capital plan for calendar year 2026 will be approximately $215.0 million to $220.0 million, excluding $12.0 million of growth capital investments at our European resorts, $5.0 million of Resource Efficiency Transformation projects and $2.0 million in real estate planning capital. Including these investments, our total capital plan for calendar year 2026 is expected to be approximately $234.0 million to $239.0 million. Our 2026 capital plan is focused on resort-specific investments across our destination and regional resorts, technology investments and investments that enhance sustainability, efficiency and the overall guest experience. Key resort investments include lift replacements and capacity enhancements at Park City Mountain, Whistler Blackcomb and Seven Springs, significant guest experience upgrades including dining and lodging renovations across multiple resorts, and continued planning investments to support the development of the West Lionshead area into a fourth base village at Vail Mountain. Technology investments are focused on expanding digital capabilities through the My Epic app, modernizing e-commerce and marketing platforms, and enhancing Ski & Ride School and rental operations to improve guest engagement and operational efficiency. Efficiency and sustainability investments include expanded implementation of remote avalanche control systems and targeted snowmaking and system upgrades to support the Company’s Resource Efficiency Transformation Plan and Commitment to Zero goals. We currently plan to utilize cash on hand, borrowings available under our credit agreements and/or cash flow generated from future operations to provide the cash necessary to complete our capital plans. Debt As of April 30, 2026, principal payments on the majority of our long-term debt ($2.8 billion of the total $3.0 billion debt outstanding as of April 30, 2026) are not due until fiscal year 2030 and beyond. As of April 30, 2026 and 2025, total long-term debt, net (including long-term debt due within one year) was $3.0 billion and $2.7 billion, respectively. Net Debt (defined as long-term debt, net plus long-term debt due within one year less cash and cash equivalents) increased from $2.2 billion as of April 30, 2025 to $2.7 billion as of April 30, 2026. On December 26, 2025, the Company drew the remaining $275.0 million outstanding balance of the delayed term loan. The incremental term loan borrowings and cash on hand were used to fund the repayment of the remaining $525.0 million aggregate principal amount of the 0.0% Convertible Notes as the notes were not in the money on the maturity date and had to be settled in cash. On February 9, 2026, VHI entered into the Tenth A&R Credit Agreement. The Tenth A&R Credit Agreement, among other things, (i) replaced the existing term loan facility with a new $1,275.0 million senior term loan facility; (ii) extended the maturity date of the revolver and term loan facilities to the earlier of (x) five years from the closing date and (y) the date that is ninety days prior to the maturity of the Company’s 5.625% senior notes due July 2030, so long as such notes remain outstanding; and (iii) reduced the interest rate applicable to borrowings under the Tenth A&R Credit Agreement. As of April 30, 2026, the term loan facility had an outstanding balance of $1.3 billion. On September 24, 2025, we amended the Whistler Credit Agreement primarily to extend the maturity date to September 24, 2030, and to reduce the total size of the credit facility from C$300.0 million to C$250.0 million. We expect that our liquidity needs in the near term will be met by continued use of our existing cash and cash equivalents, operating cash flows and borrowings under both the Vail Holdings Credit Agreement and Whistler Credit Agreement, if needed. Our debt service requirements can be impacted by changing interest rates as we had approximately $1.3 billion of variable-rate debt outstanding as of April 30, 2026. A 100-basis point change in our borrowing rates would cause our annual interest payments to change by approximately $13.1 million. Additionally, the annual payments associated with the financing of the Canyons Resort transaction increase by the greater of CPI less 1%, or 2%. The fluctuation in our debt service requirements, in addition to interest rate and inflation changes, may be impacted by future borrowings under our credit agreements or other alternative financing arrangements we may enter into. Our long-term liquidity needs depend upon operating results that impact the borrowing capacity under our credit agreements. We can respond to liquidity impacts of changes in the business and 38 economic environment by managing our capital expenditures, variable operating expenses, the timing of new real estate development activity and the payment of cash dividends on our common stock. Dividend Payments On June 4, 2026, the Company’s Board of Directors approved a cash dividend of $2.22 per share payable on July 9, 2026 to stockholders of record as of June 25, 2026. During the nine months ended April 30, 2026 and April 30, 2025, we paid cash dividends of $6.66 per share, which amounted to $238.0 million and $248.5 million, respectively. We funded these dividends with available cash on hand. The amount, if any, of dividends to be paid in the future will depend on our available cash on hand, anticipated cash needs, overall financial condition, restrictions contained in our Vail Holdings Credit Agreement, future prospects for earnings and cash flows, as well as other factors considered relevant by our Board of Directors. Share Repurchase Program On March 9, 2006, the Company’s Board of Directors approved a share repurchase program, authorizing the Company to repurchase up to 3,000,000 Vail Shares. On July 16, 2008, December 4, 2015, March 7, 2023, September 25, 2024 and June 4, 2025, the Company’s Board of Directors increased the authorization by an additional 3,000,000, 1,500,000, 2,500,000, 1,100,000 and 1,500,000 Vail Shares, respectively, for a total authorization to repurchase up to 12,600,000 Vail Shares. During the nine months ended April 30, 2026 and 2025, the Company repurchased 322,709 and 403,883 Vail Shares, respectively (at a total cost of $45.0 million and $70.0 million, respectively, excluding accrued excise tax). We funded the share repurchases with available cash on hand. Since inception of this stock repurchase program through April 30, 2026, we have repurchased 11,382,892 Vail Shares at a cost of approximately $1,444.4 million. As of April 30, 2026, 1,217,108 Vail Shares remained available to repurchase under the existing repurchase authorization. Vail Shares purchased pursuant to the repurchase program will be held as treasury shares and may be used for the issuance of shares under our share award plan. Repurchases under the program may be made from time to time at prevailing prices as permitted by applicable laws, and subject to market conditions and other factors. The timing as well as the number of Vail Shares that may be repurchased under the program will depend on several factors, including our future financial performance, our available cash resources and competing uses for cash that may arise in the future, the restrictions in our Vail Holdings Credit Agreement, prevailing prices of Vail Shares and the number of Vail Shares that become available for repurchase at prices that we believe are attractive. The share repurchase program has no expiration date. Covenants and Limitations We must abide by certain restrictive financial covenants under our credit agreements. The most restrictive of those covenants include the following covenants: for the Vail Holdings Credit Agreement, Net Funded Debt to Adjusted EBITDA ratio, Secured Net Funded Debt to Adjusted EBITDA ratio and the Interest Coverage ratio (each as defined in the Vail Holdings Credit Agreement); for the Whistler Credit Agreement, Consolidated Total Leverage Ratio and Consolidated Interest Coverage Ratio (each as defined in the Whistler Credit Agreement); and for the EPR Secured Notes, Maximum Leverage Ratio and Consolidated Fixed Charge Ratio (each as defined in the EPR Agreements). Additionally, the New Regional Policy loan between Andermatt-Sedrun and the Canton of Uri and Canton of Graubünden dated June 24, 2016 includes restrictive covenants requiring certain minimum financial results (as defined in the agreement). In addition, our financing arrangements limit our ability to make certain restricted payments, pay dividends on or redeem or repurchase stock, make certain investments and make certain affiliate transfers, and may limit our ability to enter into certain mergers, consolidations or sales of assets and incur certain indebtedness. Our borrowing availability under the Vail Holdings Credit Agreement is primarily determined by the Net Funded Debt to Adjusted EBITDA ratio, which is based on our segment operating performance, as defined in the Vail Holdings Credit Agreement. Our borrowing availability under the Whistler Credit Agreement is primarily determined based on the commitment size of the credit facility and our compliance with the terms of the Whistler Credit Agreement. We were in compliance with all restrictive financial covenants in our debt instruments as of April 30, 2026. We expect that we will meet all applicable financial maintenance covenants in effect in our credit agreements through the next twelve months. However, there can be no assurance we will meet such financial covenants. If such covenants are not met, we would be required to seek a waiver or amendment from the banks participating in the credit agreements. There can be no assurance that such waivers or amendments would be granted, which could have a material adverse impact on our liquidity. OFF BALANCE SHEET ARRANGEMENTS We do not have off balance sheet transactions that are expected to have a material effect on our financial condition, revenue, expenses, results of operations, liquidity, capital expenditures or capital resources. 39 CRITICAL ACCOUNTING POLICIES AND ESTIMATES Preparation of the Company’s financial statements in accordance with GAAP requires management to make estimates and assumptions that affect reported amounts and related disclosures. The Company disclosed those policies and estimates that are critical and require the use of complex judgment in their application in our Annual Report filed on Form 10-K for the fiscal year ended July 31, 2025. There have been no significant changes to those policies or the methods, assumptions and estimates during the interim period. FORWARD-LOOKING STATEMENTS Except for any historical information contained herein, the matters discussed or incorporated by reference in this Form 10-Q contain certain forward-looking statements within the meaning of the federal securities laws. These statements relate to analyses and other information available as of the date hereof, which are based on forecasts of future results and estimates of amounts not yet determinable. These statements also relate to our contemplated future prospects, developments and business strategies. These forward-looking statements are identified by their use of terms and phrases such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “will” and similar terms and phrases, including references to assumptions. Although we believe that our plans, intentions and expectations reflected in or suggested by such forward-looking statements are reasonable, we cannot assure you that such plans, intentions or expectations will be achieved. Important factors that could cause actual results to differ materially from our forward-looking statements include, but are not limited to: •prolonged weakness in general economic conditions, including adverse effects on the overall travel and leisure related industries and our business and results of operations, including a result of changes in trade and tariff policy; •risks associated with the effects of high or prolonged inflation, elevated interest rates and financial institution disruptions; •unfavorable weather conditions or the impact of climate change, natural disasters or other events; •the ultimate amount of refunds that we could be required to refund to our pass product holders for qualifying circumstances under our Epic Coverage program; •the willingness or ability of our guests to travel due to terrorism, the uncertainty of geopolitical conflicts or public health emergencies, and the cost and availability of travel options and changing consumer preferences or discretionary spending habits; •risks related to travel and airline disruptions, and other adverse impacts on the ability of our guests to travel; •risks related to interruptions or disruptions of our information technology systems, data security or cyberattacks; •risks related to our reliance on information technology, including our failure to maintain the integrity of our customer or employee data and our ability to adapt to technological developments or industry trends; •our ability to acquire, develop and implement relevant technology offerings for customers and partners; •the seasonality of our business combined with adverse events that may occur during our peak operating periods; •competition in our mountain and lodging businesses or with other recreational and leisure activities; •risks related to the high fixed cost structure of our business; •our ability to fund resort capital expenditures, or accurately identify the need for, or anticipate the timing of certain capital expenditures; •risks related to a disruption in our water supply that would impact our snowmaking capabilities and operations; •our reliance on government permits or approvals for our use of public land or to make operational and capital improvements; •risks related to resource efficiency transformation initiatives; •risks related to federal, state, local and foreign government laws, rules and regulations, including environmental and health and safety laws and regulations; •risks related to changes in security and privacy laws and regulations which could increase our operating costs and adversely affect our ability to market our products, properties and services effectively; •potential failure to adapt to technological developments or industry trends regarding information technology; •our ability to successfully launch and promote adoption of new products, technology, services and programs; •risks related to our workforce, including increased labor costs, loss of key personnel and our ability to maintain adequate staffing, including hiring and retaining a sufficient seasonal workforce; •risks related to labor disruptions or strikes from labor unions representing certain employees; •our ability to successfully integrate acquired businesses, including their integration into our internal controls and infrastructure; our ability to successfully navigate new markets, including Europe; or that acquired businesses may fail to perform in accordance with expectations; •a deterioration in the quality or reputation of our brands, including our ability to protect our intellectual property and the risk of accidents at our mountain resorts; •risks related to scrutiny and changing expectations regarding our sustainability practices and reporting; 40 •risks associated with international operations, including fluctuations in foreign currency exchange rates where the Company has foreign currency exposure, primarily the Canadian and Australian dollars and the Swiss franc, as compared to the U.S. dollar; •changes in tax laws, regulations or interpretations, or adverse determinations by taxing authorities; •risks related to our indebtedness and our ability to satisfy our debt service requirements under our outstanding debt including our unsecured senior notes, which could reduce our ability to use our cash flow to fund our operations, capital expenditures, future business opportunities and other purposes; •a materially adverse change in our financial condition; •adverse consequences of current or future litigation and legal claims; •changes in accounting judgments and estimates, accounting principles, policies or guidelines; and •other risks and uncertainties included under Part 1. Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended July 31, 2025. All forward-looking statements attributable to us or any persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. If one or more of these risks or uncertainties materialize, or if underlying assumptions prove incorrect, our actual results may vary materially from those expected, estimated or projected. Given these uncertainties, users of the information included or incorporated by reference in this Form 10-Q, including investors and prospective investors, are cautioned not to place undue reliance on such forward-looking statements. Actual results may differ materially from those suggested by the forward-looking statements that we make for a number of reasons including those described above and in Part I, Item 1A. “Risk Factors” of our Form 10-K for the fiscal year ended July 31, 2025. All forward-looking statements are made only as of the date hereof. Except as may be required by law, we do not intend to update these forward-looking statements, even if new information, future events or other circumstances have made them incorrect or misleading.