Departing Vail CEO Kirsten Lynch Will Receive More Than $2.2 Million in Severance Pay

Kirsten Lynch, who recently stepped down as Chief Executive Officer of Vail Resorts, is set to receive a severance package valued at more than $2.2 million, according to company filings. The news comes as Rob Katz, her predecessor, returns to helm the ski resort giant.

Lynch, who served as CEO from November 2021 until her departure in May 2025, will receive a lump sum payment of $2,249,108, equivalent to two years of her annual base salary. In addition to the cash payment, all of Lynch's unvested stock holdings in Vail Resorts will be vested at the time of her termination. Her official separation date is September 26, 2025, and she will continue in a "strategic advisor" role to Katz until then, receiving her current salary during this period.

The company has stated that Lynch's departure will be treated as a "termination without cause." Her tenure was marked by significant challenges, including navigating the post-pandemic landscape, declining stock prices, and public scrutiny over operational issues and labor disputes, such as the Park City ski patrol strike. Shareholder dissatisfaction had also become apparent, with some investors publicly calling for a leadership change.

The announcement of Lynch's exit and Katz's return saw Vail Resorts' stock price experience an uptick, signaling a degree of investor optimism for the leadership transition. Katz previously led Vail Resorts from 2006 to 2021, a period of significant expansion and stock growth for the company.

Lynch's severance package has drawn some attention, particularly when juxtaposed with the company's negotiations with employee unions. During her time as CEO, Vail Resorts also implemented a $20 per hour minimum wage for employees at its larger resorts and oversaw expansion into Europe.

In a statement, Lynch described her 14 years with the Vail Resorts executive team, including her time as CEO, as "an experience of a lifetime" and expressed gratitude to the team. The board, in turn, acknowledged her contributions, including the growth of the Epic Pass and navigating the company through unprecedented challenges.

The agreement in part states:

"This Severance Agreement and General Release (“Letter Agreement”) confirms our discussion concerning the separation of your employment as Chief Executive Officer for The Vail Corporation d/b/a Vail Resorts Management Company, together with its affiliates, shareholders, directors, officers, employees, representatives, predecessors, successors, and assigns (the “Company”) (You and the Company, collectively the “Parties”). This Letter Agreement, the Strategic Advisor Agreement attached hereto as Exhibit A (the “Advisor Agreement”) and the Reaffirmation of the Letter Agreement attached hereto as Exhibit B (the “Reaffirmation”) sets forth the terms of your separation from the Company, which is a termination without Cause pursuant to the Executive Employment Agreement between you and the Company, dated November 1, 2021 (the “Employment Agreement”), and the separation benefits you will be eligible for if you sign, do not revoke, and comply with the terms and conditions set forth in this Letter Agreement, Advisor Agreement and the Reaffirmation.

"1.Resignation Date; Transition Services; and Separation Date: Effective May 22, 2025 (the “Resignation Date”), you have resigned from your role as Chief Executive Officer of the Company and any other officer and director positions you have with the Company. During the period from your Resignation Date through September 26, 2025, you will continue to be employed by the Company as a strategic advisor and you will continue to receive your regular salary, pursuant to the terms of the Advisor Agreement. Your last day as an employee of the Company will be September 26, 2025, which will be referred to as your “Separation Date.” On your Separation Date, you will be provided a check in the amount of your final compensation through your Separation Date, which you acknowledge is all regular compensation owed to you by the Company.

"2.Separation Benefits: In consideration for your execution of this Letter Agreement, which includes a full and final release of any claims against the Company and Releasees (as defined below), and consistent with the Employment Agreement, provided you have complied with all of the requirements in this Letter Agreement and you have not revoked this Letter Agreement (as further explained in Section 12 below), the Company will provide you with the following Separation Benefits:

• Fiscal Year 2025 Bonus: a prorated portion of your Bonus for fiscal year 2025 for the period of employment before the Resignation Date based on actual performance in a one-time, lump-sum payment, less all legally required withholdings and deductions, which will be paid at the same time bonuses are generally paid to the Company’s senior executives. For purposes of this Section, your Bonus means the fiscal year 2025 incentive payment set forth in the Company’s Management Incentive Plan, calculated based on the Company’s actual full-year performance for fiscal year 2025 against the Resort EBITDA target defined in the Management Incentive Plan.
• Fiscal Year 2026 Compensation: for the avoidance of doubt, you will not receive a fiscal year 2026 annual bonus or any awards under the Vail Resorts, Inc. 2015 Omnibus Incentive Plan (the “OIP”) for fiscal year 2026.
• Severance Payment: a one-time lump-sum payment of $2,249,108, which is the equivalent to two (2) years of pay based on your annualized base salary as of the Resignation Date (“Severance Payment”). A check for the Severance Payment will be issued and mailed to the address noted above, less applicable deductions and withholdings, no later than fifteen (15) days following your execution of the Letter Agreement.
• OIP Awards: full vesting for all your unvested equity awards under the OIP as of your Resignation Date.
• Perquisite Programs: your participation in Company-sponsored executive perquisite programs will end as of your Resignation Date.

"You agree and acknowledge that you have received all wages, compensation, bonuses, commissions, benefits, or other payments due to you from the Company. You further agree and acknowledge that the Separation Benefits described in this paragraph exceed any earned wages or anything else of value otherwise owed to you by the Company. Additionally, you agree and acknowledge that the Severance Payment represents the full amount to which you are entitled under the Employment Agreement and you are not entitled to any other severance benefits."