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Ryman Hospitality (NYSE: RHP) details exec RSUs after $1.20 dividend

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Ryman Hospitality Properties, Inc. executive chairman and director Colin V. Reed filed a Form 4 reporting his holdings of several restricted stock unit (RSU) awards in the company. As of the reported date, these RSU positions represent underlying common stock amounts of 5,355, 5,848, 5,177 and 7,992 shares, all held directly.

The filing explains that these RSU awards have different vesting schedules, including one grant that vests 100% on March 15, 2026, another that vests 50% on March 15, 2026 and 50% on March 15, 2027, and others that vest in 1/4 annual increments over four years beginning March 15, 2025 and March 15, 2026. It also notes that, under the terms of his outstanding RSUs, Reed received additional RSUs as a result of a $1.20 dividend per share of outstanding common stock paid on January 15, 2026, with the number of additional units based on that dividend and the December 31, 2025 NYSE closing price.

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SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
REED COLIN V

(Last) (First) (Middle)
ONE GAYLORD DRIVE

(Street)
NASHVILLE TN 37214

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Ryman Hospitality Properties, Inc. [ RHP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Exec. Chairman of the Board
3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $0 (1) (1) Common Stock 5,355 5,355(2) D
Restricted Stock Units $0 (3) (3) Common Stock 5,848 5,848(2) D
Restricted Stock Units $0 (4) (4) Common Stock 5,177 5,177(2) D
Restricted Stock Units $0 (5) (5) Common Stock 7,992 7,992(2) D
Explanation of Responses:
1. Restricted stock unit vests 100% on March 15, 2026.
2. In accordance with the terms of the reporting person's outstanding restricted stock unit awards, as a result of the $1.20 dividend per share of outstanding common stock paid by the issuer on January 15, 2026, the reporting person received additional restricted stock units in an amount based on the amount of the dividend per share and the closing price of the issuer's common stock traded on the NYSE on December 31, 2025.
3. Restricted stock unit vests on a one-to-one share basis 50% on March 15, 2026 and 50% on March 15, 2027.
4. Restricted stock unit vests on a one-to-one share basis ratably in 1/4 increments for four years beginning on March 15, 2025.
5. Restricted stock unit vests on a one-to-one share basis ratably in 1/4 increments for four years beginning on March 15, 2026.
Scott J. Lynn, Attorney-in-Fact for Colin V. Reed 01/15/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Who is the insider in Ryman Hospitality Properties (RHP) Form 4?

The Form 4 identifies Colin V. Reed as the reporting person. He is a director and serves as Exec. Chairman of the Board of Ryman Hospitality Properties, Inc.

What type of securities are reported in this RHP Form 4?

The filing reports holdings of restricted stock units (RSUs) that are payable in Ryman Hospitality common stock. These RSUs are shown with underlying share amounts of 5,355, 5,848, 5,177 and 7,992 shares, all held directly.

How do the reported restricted stock units for RHP vest?

The RSUs have different vesting schedules. One grant vests 100% on March 15, 2026. Another vests on a one-to-one share basis 50% on March 15, 2026 and 50% on March 15, 2027. Two additional grants vest ratably in 1/4 annual increments for four years beginning on March 15, 2025 and March 15, 2026, respectively.

How did Ryman Hospitality’s $1.20 dividend affect Colin Reed’s RSUs?

The filing states that, under the terms of Colin Reed’s outstanding RSU awards, the $1.20 dividend per share of outstanding common stock paid on January 15, 2026 resulted in him receiving additional restricted stock units. The amount of additional RSUs was based on the dividend per share and the December 31, 2025 NYSE closing price of Ryman’s common stock.

Are the RHP restricted stock units held directly or indirectly by the insider?

The Form 4 shows the reported restricted stock units as held with an ownership form of Direct (D), and there is no separate nature of indirect beneficial ownership disclosed for these positions.

Does this RHP Form 4 report any option exercises or stock sales?

The information provided focuses on restricted stock unit holdings and vesting terms, including adjustments related to the $1.20 dividend. It does not list any option exercises or stock sale transactions in the excerpt shown.

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