RHP insider Form 4 lists RSU awards and 2025 dividend adjustment

Rhea-AI Filing Summary

Ryman Hospitality Properties (RHP) reported insider equity changes on Form 4 for Executive Chairman and Director Colin V. Reed. The filing details restricted stock units (RSUs) and dividend-driven adjustments tied to the company’s common stock dividend.

RSU positions shown include 5,288, 5,775, 5,113, and 7,892 units, all held directly. Vesting terms vary: one grant vests 100% on March 15, 2026; another vests 50% on March 15, 2026 and 50% on March 15, 2027; others vest in 1/4 annual increments beginning March 15, 2025 and March 15, 2026.

The award counts reflect an adjustment after the issuer paid a $1.15 per‑share dividend on October 15, 2025, with additional RSUs calculated using the dividend per share and the NYSE closing price on September 30, 2025.

Insights

Equity compensation analyst

Administrative Form 4 detailing RSU adjustments; neutral impact.

The filing lists multiple RSU awards held directly by Colin V. Reed, with counts of 5,288; 5,775; 5,113; and 7,892 units. These instruments are non-cash equity awards that convert to common stock per their vesting schedules.

An issuer dividend of $1.15 per share on October 15, 2025 triggered additional RSUs under plan terms, using the September 30, 2025 NYSE closing price to determine the quantity. This maintains award value after dividends without immediate cash flow effects.

Key mechanics are vesting dates—100% on March 15, 2026, split vesting in 2026–2027, and annual 1/4 tranches beginning March 15, 2025 and March 15, 2026. Actual realized shares depend on future vesting and any applicable conditions.

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

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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).

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)
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	5,288		5,288(2)	D
Restricted Stock Units	$0							(3)	(3)	Common Stock	5,775		5,775(2)	D
Restricted Stock Units	$0							(4)	(4)	Common Stock	5,113		5,113(2)	D
Restricted Stock Units	$0							(5)	(5)	Common Stock	7,892		7,892(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, Attorney-in-Fact for Colin V. Reed	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).
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FAQ

What did Ryman Hospitality (RHP) disclose in this Form 4?

Changes in Colin V. Reed’s derivative holdings, including RSU counts and vesting schedules, with adjustments tied to a company dividend.

Which RSU amounts are shown for RHP’s insider?

The filing lists 5,288, 5,775, 5,113, and 7,892 RSUs, all held directly.

Why were RSUs adjusted for RHP?

A $1.15 per‑share dividend paid on October 15, 2025 resulted in additional RSUs based on the dividend per share and the September 30, 2025 NYSE closing price.

What are the key vesting dates for the RSUs?

One award vests 100% on March 15, 2026; another vests 50% on March 15, 2026 and 50% on March 15, 2027; others vest in 1/4 annual increments starting March 15, 2025 and March 15, 2026.

What is Colin V. Reed’s role at Ryman Hospitality (RHP)?

He is the Executive Chairman of the Board and a Director.

When is the earliest transaction date in this Form 4?

The earliest transaction date shown is October 15, 2025.