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

Rhea-AI Filing Summary

Processa Pharmaceuticals, Inc. (Nasdaq: PCSA) has filed an 8-K to update shareholders on its 2025 Annual Meeting logistics. The meeting was originally convened on June 30, 2025 but adjourned immediately when an insufficient number of shares were present to establish a quorum. Since that date, enough proxy votes have been received to reach quorum.

Key details:

• The adjourned meeting—initially set to reconvene on July 30, 2025—will now be reconvened sooner, on July 18, 2025 at 9:00 AM EDT in Hanover, MD.
• Record date remains May 1, 2025; only holders of record on that date may vote.
• Shareholders who already submitted proxies and do not wish to change their vote need take no further action; the original proxy card and proposals remain valid and unchanged.
• No financial results, strategic transactions, or new proposals were disclosed in this filing; the 8-K is limited to meeting procedure under Item 5.07.

The filing ensures compliance with SEC rules and informs investors that normal business—including election of directors and other routine annual-meeting matters—can proceed on the new date now that quorum has been achieved.

Positive

• Quorum achieved, allowing the 2025 Annual Shareholder Meeting to proceed without further delays.

Negative

• Initial lack of quorum on June 30 suggests limited shareholder engagement, a potential governance concern, though now mitigated.

Insights

Corporate Governance Expert

TL;DR: Procedural update; earlier reconvening signals sufficient quorum, minimal direct valuation impact.

The 8-K addresses only the mechanics of reconvening the 2025 Annual Meeting. Achieving quorum eliminates the administrative risk of further delay and allows the company to finalize director elections, auditor ratification, and any compensation votes. However, these matters are standard and already disclosed in the proxy statement, so no new strategic or financial information is provided. From a governance perspective, the earlier date may improve timeliness of board authorization items but does not affect fundamentals.

Portfolio Manager

TL;DR: Neutral for share price; only meeting-date change, no operational news.

The filing carries negligible impact on valuation drivers such as revenue outlook, pipeline milestones, or financing needs. While failure to reach quorum could have hinted at shareholder disengagement, the company has since secured enough votes, reducing that reputational concern. I view the disclosure as a routine compliance step with no effect on investment thesis or risk profile.

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^*

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)
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	667		667(2)	D
Restricted Stock Units	$0							(3)	(3)	Common Stock	1,434		1,434(2)	D
Restricted Stock Units	$0							(4)	(4)	Common Stock	2,038		2,038(2)	D
Restricted Stock Units	$0							(5)	(5)	Common Stock	3,105		3,105(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	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

When will PCSA reconvene its 2025 Annual Shareholder Meeting?

The meeting will reconvene on July 18, 2025 at 9:00 AM EDT in Hanover, MD.

Does the record date for voting on PCSA proposals change?

No. Only shareholders of record on May 1, 2025 are entitled to vote.

Must PCSA shareholders who already voted take any new action?

No additional action is required unless they wish to change their vote; prior proxies remain valid.

What business will be conducted at PCSA's reconvened meeting?

The same proposals outlined in the previously filed proxy statement, such as director elections and auditor ratification.

Does the 8-K disclose any financial results or new transactions for PCSA?

No. The filing is limited to Item 5.07 procedural information regarding the annual meeting quorum and date change.