VICI: Leadership change

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (d) On September 8, 2026, VICI Properties Inc. (the “ Company ”) announced that John M. Sullivan has been appointed to the Company’s Board of Directors (the “ Board ”) as an independent director on September 4, 2026, subject to and effective upon the satisfaction of certain conditions, including receipt of all applicable regulatory approvals. Once effective, Mr. Sullivan’s appointment is expected to increase the size of the Board to eight directors. Upon joining the Board, Mr. Sullivan will serve on the Board’s Compensation Committee and Nominating and Governance Committee. Mr. Sullivan will be compensated in accordance with the Company’s standard compensation policies and practices for the Board. In addition, the Company will enter into its standard form indemnification agreement with Mr. Sullivan. There are no transactions between the Company and Mr. Sullivan that would require disclosure under Item 404(a) of Regulation S-K. There are no arrangements or understandings between Mr. Sullivan and any other persons pursuant to which he was selected as director of the Company. Mr. Sullivan served as President and Chief Executive Officer of Cadillac Fairview Corporation Limited (“Cadillac Fairview”), one of North America's leading owners, operators and developers of high-quality retail and mixed-use real estate, from January 2011 until his retirement in October 2023 and in multiple prior roles at Cadillac Fairview dating back to 1998. Mr. Sullivan currently serves on the Board of Directors of Colliers International (TSX: CIGI) since January 2024 and the Board of Directors of EQ Bank (Equitable Bank) (TSX: EQB) since Apri