Ryman Hospitality Form 4 — Reed reinvests dividends into 8,611 shares

Rhea-AI Filing Summary

Colin V. Reed, Executive Chairman of Ryman Hospitality Properties (RHP), reported an insider purchase on 08/13/2025. The Form 4 shows a purchase of 8,611 shares at $95.208 executed as a dividend reinvestment into Mr. Reed's SERP account. After the transaction, Mr. Reed is reported to beneficially own 879,017 shares, which includes 721,458 shares credited to his SERP account that are economically equivalent to common stock and payable solely in shares following termination of employment. The filing also lists indirect holdings through trusts and family LLCs, including specific allocations by entity.

Positive

• Insider acquisition of 8,611 shares indicates continued economic exposure via dividend reinvestment at $95.208
• Clear disclosure that 721,458 shares are credited to Mr. Reed's SERP account and are payable solely in common stock upon termination

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine insider reinvestment purchase; modest open-market exposure increase and large SERP-based economic interest reported.

The Form 4 documents a purchase of 8,611 shares at $95.208 via dividend reinvestment, a common mechanism that preserves ownership without an open-market trade signal of active buying intent. Total reported beneficial ownership of 879,017 shares includes significant SERP-account credits (721,458) that represent economic equivalence to common stock and are payable in shares after employment ends. Holdings are also held indirectly through a trust and multiple family LLCs, indicating a layered ownership structure typical for executives of this profile. Impact appears routine and non-disruptive to capital structure.

Corporate Governance Expert

TL;DR: Disclosure is complete and standard; SERP-account disclosure clarifies deferred-share economics.

The filing provides clear disclosure that the 8,611-share purchase arose from reinvested SERP dividends and that 721,458 SERP-credited shares exist that are payable only in stock upon termination. Reporting of indirect ownership by trust and family LLCs aligns with beneficial ownership rules and improves transparency about control and economic exposure. There are no departures, option exercises, or derivative transactions reported, and the filing conforms to Section 16 reporting expectations. Materiality to investors is limited given the routine nature of the transaction.

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)
08/13/2025

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
Common Stock	08/13/2025		P		8,611(1)	A	$95.208	879,017(2)	D
Common Stock								23	I	By Ed Reed Trust
Common Stock								770	I	By Samuel Reed LLC
Common Stock								185,000	I	By Family LLC 1
Common Stock								40,000	I	By Family LLC 2
Common Stock								58,171	I	By Family LLC 3
Common Stock								275,325	I	By Family LLC 4

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

Explanation of Responses:

1. Purchase represents the reinvestment of previously accrued cash dividends in Mr. Reed's SERP account.

2. Includes 721,458 shares credited to Mr. Reed's SERP account, each of which the economic equivalent of one share of common stock and payable solely in shares of common stock following termination of employment.

	Scott J. Lynn, Attorney-in-Fact for Colin V. Reed	08/13/2025
	** 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 transaction did Colin V. Reed report on Form 4 for RHP?

He reported a purchase of 8,611 shares executed as a dividend reinvestment on 08/13/2025 at a price of $95.208 per share.

How many RHP shares does Colin Reed beneficially own after this report?

The Form 4 reports total beneficial ownership of 879,017 shares following the transaction.

What is the significance of the SERP account holdings disclosed?

The filing states 721,458 shares are credited to Mr. Reed's SERP account, each economically equivalent to one share and payable solely in common stock following termination of employment.

Does the filing show indirect ownership interests for Colin Reed?

Yes; the Form 4 lists indirect holdings through the Ed Reed Trust, Samuel Reed LLC, and multiple family LLCs with specified share allocations.

Did the Form 4 report any derivative transactions or option exercises?

No. Table II for derivative securities contains no entries, indicating no derivative transactions were reported.