[Form 4] Ryman Hospitality Properties, Inc Insider Trading Activity

Rhea-AI Filing Summary

Ryman Hospitality Properties (RHP) – SEC Form 4 filed 07/15/2025 discloses changes in the equity holdings of Executive Chairman and Director Colin V. Reed.

As a result of the company’s $1.15 per-share cash dividend paid on 07/15/2025, Reed was automatically credited with an aggregate 23,764 additional Restricted Stock Units (RSUs). The dividend-equivalent units were calculated using RHP’s 06/30/2025 NYSE closing price, in line with the terms of existing award agreements. No shares or RSUs were sold or forfeited, and there were no open-market transactions reported.

The four RSU blocks carry different vesting schedules: (i) 5,221 units vest 100% on 03/15/2026; (ii) 5,702 units vest 50% on 03/15/2026 and 50% on 03/15/2027; (iii) 5,049 units vest in 25% annual tranches beginning 03/15/2025; and (iv) 7,792 units vest in 25% annual tranches beginning 03/15/2026. All securities are held directly by the insider.

Because the filing reflects a routine, formula-driven adjustment tied to dividends rather than new grants or share disposals, the immediate market impact is neutral. Nonetheless, the incremental increase in insider ownership modestly strengthens alignment between management and shareholders.

Insights

Securities Analyst

TL;DR: Routine dividend-equivalent RSU credit; no buying or selling – neutral market impact.

The 07/15/2025 Form 4 shows Colin Reed receiving 23,764 RSUs because his awards automatically adjust for cash dividends. Such adjustments are common among REITs that pay sizable dividends. There is no cash outlay, dilution is immaterial, and the insider did not dispose of stock. Consequently, the filing should not influence valuation models or trading sentiment, although continued accumulation signals ongoing executive commitment.

Corporate Governance Expert

TL;DR: Incremental ownership boost enhances alignment; governance significance low.

From a governance standpoint, the absence of sales and the accrual of additional RSUs under pre-existing plans demonstrate adherence to shareholder-approved incentive structures. Vesting stretches out to 2029 for some units, incentivising long-term performance. Because no new discretionary awards were granted, compensation risk remains unchanged. Overall, the disclosure is standard and not materially impactful.

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)
07/15/2025

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	5,221		5,221(2)	D
Restricted Stock Units	$0							(3)	(3)	Common Stock	5,702		5,702(2)	D
Restricted Stock Units	$0							(4)	(4)	Common Stock	5,049		5,049(2)	D
Restricted Stock Units	$0							(5)	(5)	Common Stock	7,792		7,792(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 July 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 June 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, Attorney-in-Fact for Colin V. Reed	07/15/2025
	** 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

How many RSUs did Colin V. Reed acquire in the 07/15/2025 Form 4 for RHP?

He was credited with 23,764 restricted stock units as a dividend-equivalent adjustment.

What triggered the additional RSUs reported by Ryman Hospitality (RHP)?

The company’s $1.15 per-share cash dividend paid on 07/15/2025 automatically adjusted existing RSU awards.

Did the insider sell any RHP shares in this filing?

No. The filing reports only RSU credits; there were no share disposals or open-market transactions.

When do the newly reported RSUs vest?

Vesting dates range from 03/15/2025 through 03/15/2029, with schedules of 100%, 50/50, or annual 25% increments.

Are the RSUs held directly or indirectly by Colin V. Reed?

All reported RSUs are held directly by Mr. Reed.