Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 10, 2023, Eric Breon, a member of the Board of Directors (the "Board") of Vacasa, Inc. (the "Company"), informed the Company that he does not intend to stand for re-election as a member of the Board at the Company's 2023 annual meeting of stockholders (the "Annual Meeting"). Mr. Breon's decision not to stand for re-election is not a result of any disagreement with the Company on any matter.

Pursuant to the Stockholders Agreement dated December 6, 2021, among the Company, Mossytree, Inc. and affiliates (the "EB Stockholders"), and the other stockholders party thereto, the EB Stockholders are entitled to designate one director to serve on the Board, and Mr. Breon has historically served as this designee. The EB Stockholders have designated Kimberly White, a former employee of the Company, to serve as its designee on the Board in place of Mr. Breon, subject to the election of Ms. White as a director at the Annual Meeting.

Item 7.01 Regulation FD.

On April 13, 2023, the Company issued a press release announcing Eric Breon's decision not to stand for re-election at the end of his current term. A copy of the press release is furnished as Exhibit 99.1.

The information in this Item 7.01 and in Exhibit 99.1 is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01 Financial Statements and Exhibits



(d): Exhibits:

Exhibit No.               Description
99.1                        Press release, dated April 13, 2023
                          Cover Page Interactive Data File (formatted as inline XBRL and
104                       contained in Exhibit 101)

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