RHP insider filing shows RSU changes tied to cash dividend

Rhea-AI Filing Summary

Ryman Hospitality Properties (RHP) executive Scott J. Lynn (EVP, Secretary and GC) filed a Form 4 for transactions on 10/15/2025. The filing reports adjustments to restricted stock units (RSUs) tied to the company’s $1.15 per‑share dividend paid on October 15, 2025. Under the award terms, the dividend resulted in additional RSUs based on the dividend amount and the September 30, 2025 NYSE closing price.

Following the adjustment, the filing lists RSU holdings referencing underlying common stock amounts of 675, 1,452, 2,064, and 3,144, all held directly at a stated price of $0 per unit. Vesting schedules include: 100% on March 15, 2026; 50% on March 15, 2026 and 50% on March 15, 2027; and ratably in 1/4 increments over four years beginning March 15, 2025 and March 15, 2026.

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).

1. Name and Address of Reporting Person^*

Lynn Scott J

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Secretary and GC

3. Date of Earliest Transaction (Month/Day/Year)
10/15/2025

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	675		675(2)	D
Restricted Stock Units	$0							(3)	(3)	Common Stock	1,452		1,452(2)	D
Restricted Stock Units	$0							(4)	(4)	Common Stock	2,064		2,064(2)	D
Restricted Stock Units	$0							(5)	(5)	Common Stock	3,144		3,144(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 $1.15 dividend per share of outstanding common stock paid by the issuer on October 15, 2025, 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 September 30, 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	10/15/2025
	** 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

What did RHP’s Form 4 report for officer Scott J. Lynn?

It reported RSU adjustments resulting from RHP’s $1.15 per‑share dividend paid on October 15, 2025, with updated RSU amounts and vesting schedules.

How many RSUs were referenced in the RHP (RHP) filing?

The filing lists underlying common stock amounts of 675, 1,452, 2,064, and 3,144 tied to RSU awards, held directly.

What caused the RSU change disclosed by RHP (RHP)?

Per award terms, the $1.15 dividend per share triggered additional RSUs based on the dividend and the September 30, 2025 NYSE closing price.

What are the RSU vesting terms in the RHP filing?

Vesting includes 100% on March 15, 2026; 50% on March 15, 2026 and 50% on March 15, 2027; and 1/4 yearly over four years starting March 15, 2025 and March 15, 2026.

What was the transaction price for the RSUs in the RHP Form 4?

The RSUs are reported at a price of $0 per unit.