Statement of Changes in Beneficial Ownership (4)
March 17 2020 - 4:26PM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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1. Name and Address of Reporting Person
*
Chaffin Patrick S |
2. Issuer Name and Ticker or Trading Symbol
Ryman Hospitality Properties, Inc.
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RHP
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP & COO |
(Last)
(First)
(Middle)
ONE GAYLORD DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/15/2020 |
(Street)
NASHVILLE, TN 37214
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 3/15/2020 | | M | | 917 | A | $0.00 | 15676 | D | |
Common Stock | 3/15/2020 | | F | | 361 (1) | D | $0.00 | 15315 | D | |
Common Stock | 3/15/2020 | | M | | 699 | A | $0.00 | 16014 | D | |
Common Stock | 3/15/2020 | | F | | 276 (2) | D | $0.00 | 15738 | D | |
Common Stock | 3/15/2020 | | M | | 3668 | A | $0.00 | 19406 | D | |
Common Stock | 3/15/2020 | | F | | 1444 (3) | D | $0.00 | 17962 | D | |
Common Stock | 3/15/2020 | | M | | 659 | A | $0.00 | 18621 | D | |
Common Stock | 3/15/2020 | | F | | 260 (4) | D | $0.00 | 18361 | D | |
Common Stock | 3/15/2020 | | M | | 655 | A | $0.00 | 19016 | D | |
Common Stock | 3/15/2020 | | F | | 258 (5) | D | $0.00 | 18758 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 | $0.00 | 3/15/2020 | | M | | | 917 | 3/15/2020 | 3/15/2020 | Common Stock | 917 | $0.00 | 0 | D | |
Restricted Stock Unit | $0.00 | 3/15/2020 | | M | | | 699 | 3/15/2020 | 3/15/2021 | Common Stock | 699 | $0.00 | 689 | D | |
Restricted Stock Units | $0.00 | 3/15/2020 | | M | | | 3668 | 3/15/2020 | 3/15/2020 | Common Stock | 3668 | $0.00 | 0 | D | |
Restrictd Stock | $0.00 | 3/15/2020 | | M | | | 659 | 3/15/2020 | 3/15/2022 | Common Stock | 659 | $0.00 | 1301 | D | |
Restricted Stock | $0.00 | 3/15/2020 | | M | | | 655 | 3/15/2020 | 3/15/2023 | Common Stock | 655 | $0.00 | 1954 | D | |
Explanation of Responses: |
(1) | Represents shares withheld to satisfy Mr. Chaffin's tax withholding obligation with respect to the 917 shares of common stock issued upon the vesting of time-based restricted stock units (including accrued dividend equivalent units payable in additional shares of common stock) on 03/15/2020. Mr. Chaffin retained the remaining 556 shares. |
(2) | Represents shares withheld to satisfy Mr. Chaffin's tax withholding obligation with respect to the 699 shares of common stock issued upon the vesting of time-based restricted stock units (including accrued dividend equivalent units payable in additional shares of common stock) on 03/15/2020. Mr. Chaffin retained the remaining 423 shares. |
(3) | Represents shares withheld to satisfy Mr. Chaffin's tax withholding obligation with respect to the 3,668 shares of common stock issued upon the vesting of performance-based restricted stock units on 3/15/20. Mr. Chaffin retained the remaining 2,224 shares. |
(4) | Represents shares withheld to satisfy Mr. Chaffin's tax withholding obligation with respect to the 659 shares of common stock issued upon the vesting of time-based restricted stock units (including accrued dividend equivalent units payable in additional shares of common stock) on 03/15/2020. Mr. Chaffin retained the remaining 399 shares. |
(5) | Represents shares withheld to satisfy Mr. Chaffin's tax withholding obligation with respect to the 655 shares of common stock issued upon the vesting of time-based restricted stock units (including accrued dividend equivalent units payable in additional shares of common stock) on 03/15/2020. Mr. Chaffin retained the remaining 397 shares. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Chaffin Patrick S ONE GAYLORD DRIVE NASHVILLE, TN 37214 |
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| EVP & COO |
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Signatures
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Scott J. Lynn, Attorney-in-Fact for Patrick S. Chaffin | | 3/17/2020 |
**Signature of Reporting Person | Date |
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