Colin Reed granted time- and performance-based RSUs at Ryman (RHP)

Rhea-AI Filing Summary

REED COLIN V reported acquisition or exercise transactions in this Form 4 filing.

Ryman Hospitality Properties reported that Exec. Chairman of the Board Colin V. Reed received two equity awards in the form of restricted stock units on February 18, 2026. One grant covers 10,284 time-based restricted stock units that vest in equal installments over four years beginning on March 15, 2027.

The second grant covers 10,337 performance-based restricted stock units scheduled to vest on March 15, 2029. The number of units that ultimately vest will range from 0% to 150% of the target amount, depending on the company’s total stockholder return compared with the median of two peer groups selected by the compensation committee.

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

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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)
02/18/2026

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	02/18/2026		A		10,284		03/15/2027(1)	03/15/2030	Common Stock	10,284	$0	0	D
Restricted Stock Units	$0	02/18/2026		A		10,337		03/15/2029(2)	03/15/2029	Common Stock	10,337	$0	0	D

Explanation of Responses:

1. Time-based restricted stock units vest ratably over four years beginning on March 15, 2027.

2. Performance-based restricted stock units will vest on March 15, 2029 between 0% and 150% of the "target" performance level (the number of shares listed herein) based on the Company's achievement of total stockholder return relative to the median of two peer groups designated by the Company's compensation committee.

	Scott J. Lynn, Attorney-in-Fact for Colin V. Reed	02/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What equity awards did Ryman Hospitality Properties (RHP) grant to Colin V. Reed?

Ryman Hospitality Properties granted Colin V. Reed two awards of restricted stock units: 10,284 time-based RSUs and 10,337 performance-based RSUs, both dated February 18, 2026, as part of his compensation as Executive Chairman of the Board.

How do the time-based RSUs for Ryman Hospitality’s Colin V. Reed vest?

The 10,284 time-based restricted stock units vest ratably over four years, beginning on March 15, 2027. This means portions of the award vest in equal annual installments, aligning Reed’s compensation with longer-term service to the company.

What drives vesting of the performance-based RSUs at Ryman Hospitality (RHP)?

The 10,337 performance-based restricted stock units vest on March 15, 2029, between 0% and 150% of the target amount, based on Ryman Hospitality’s total stockholder return versus the median of two peer groups chosen by the compensation committee.

When will Colin V. Reed’s performance-based RSUs at Ryman Hospitality vest?

The performance-based restricted stock units are scheduled to vest on March 15, 2029. The final quantity that vests depends on how the company’s total stockholder return ranks against the median of two designated peer groups over the performance period.

Does the Form 4 for Ryman Hospitality (RHP) show insider stock sales by Colin V. Reed?

No, the Form 4 reflects grant or award acquisitions of restricted stock units to Colin V. Reed. The transactions are coded as type A, indicating awards rather than open-market purchases or sales of the company’s common stock.

What role does the compensation committee play in Ryman Hospitality’s performance RSUs?

The compensation committee designates two peer groups and measures Ryman Hospitality’s total stockholder return against their median. This relative performance determines whether 0% to 150% of Colin V. Reed’s performance-based restricted stock units will vest on March 15, 2029.