Ryman Hospitality Properties, Inc.
For the period ended May 7, 2026. Filed Apr 2, 2026.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 7, 2026 · Filed Apr 2, 2026
RHP$132.05+0.3%Stored close · as of Nov 6, 2026
Contents
Our Compensation Program
The key elements of the compensation program for our executive officers are:
| Compensation Element | Key Characteristics | Why We Pay This Element | Considerations in Determiningthe Amount of Pay | 2025 Decisions |
| Base Salary | • Fixed compensation.• Payable in cash. • Reviewed annually and adjusted when appropriate. | • To attract and retain qualified executives.• Compensate for roles and responsibilities. | • Level of responsibility.• Individual skills, experience and performance. | Mr. Fioravanti received a 5.6% increase in base salary in 2024. Mr. Reed received a 5.0% increase in base salary in 2024. Each of our other NEOs received a 3.5% increase in base salary in 2025. See page 43. |
| Short-Term Cash Incentive Compensation | • Variable compensation.• Payable in cash based on performance against annually established performance objectives.• Reviewed annually and adjusted from year to year when appropriate. | • Motivate and reward executives.• Incentivizes the executives to meet our short-term financial and operational objectives. | • Goals were based on the achievement of designated financial goals, as described below. | Based on performance relative to the financial goals, an award to each NEO was paid at 107.2% of the target payout level for 2025, with a discretionary cash bonus paid to each NEO in recognition of their respective individual contributions in 2025. See page 45. |
| Long-Term EquityIncentive Compensation | • Variable compensation.• Time-based RSUs vesting ratably over four years.• Performance-based RSUs vesting over a three-year performance period based on a designated performance metric. | • Motivate and reward executives.• Aligns the interests of executives and stockholders and focuses the executives on long-term objectives over a multi-year period.• Encourages retention through long-term vesting. | Time-Based Awards• RSUs vest in 25% increments over 4 yearsPerformance-Based Awards• RSUs vest based on TSR relative to a designated peer group of comparable companies over a 3-year performance period.• Awards pay out at a range from 0% to 150% of target with no shares earned for performance below 50% of financial target. | The mix of long-term equity incentive awards granted pursuant to our annual long-term equity incentive compensation program in 2025 was approximately 50% in the form of performance-based RSUs and approximately 50% in the form of time-based RSUs. See page 46. |
| Other Benefits | • Fixed compensation.• Participation in broad-based plans at same cost as other employees.• Certain executive-level perquisites not paid generally to our other employees. | • Allow senior executives to participate in broad-based benefit programs.• Provide competitive benefits to our executive officers. | • Level of benefits provided to all employees.• Executive benefits provided by similarly-positioned companies. | Our NEOs received only modest executive-level perquisites. See page 48. |
2026 NOTICE OF MEETING AND PROXY STATEMENT
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.