0001209191-12-058969.txt : 20121221 0001209191-12-058969.hdr.sgml : 20121221 20121221112012 ACCESSION NUMBER: 0001209191-12-058969 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121221 FILED AS OF DATE: 20121221 DATE AS OF CHANGE: 20121221 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CONNOR RODERICK F JR CENTRAL INDEX KEY: 0001269106 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13079 FILM NUMBER: 121279891 MAIL ADDRESS: STREET 1: ONE GAYLORD DR CITY: NASHVILLE STATE: TN ZIP: 37214 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Ryman Hospitality Properties, Inc. CENTRAL INDEX KEY: 0001040829 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 730664379 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE GAYLORD DR CITY: NASHVILLE STATE: TN ZIP: 37214 BUSINESS PHONE: 6153166000 MAIL ADDRESS: STREET 1: ONE GAYLORD DRIVE CITY: NASHVILLE STATE: TN ZIP: 37214 FORMER COMPANY: FORMER CONFORMED NAME: GAYLORD ENTERTAINMENT CO /DE DATE OF NAME CHANGE: 19971002 FORMER COMPANY: FORMER CONFORMED NAME: NEW GAYLORD ENTERTAINMENT CO DATE OF NAME CHANGE: 19970611 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2012-12-21 0 0001040829 Ryman Hospitality Properties, Inc. RHP 0001269106 CONNOR RODERICK F JR ONE GAYLORD DRIVE NASHVILLE TN 37214 0 1 0 0 SVP & CAO Common Stock 2012-12-21 4 J 0 640 0.00 A 5505 D Common Stock 2012-12-21 4 J 0 226 0.00 A 1453 I By 401(k) Stock Option (Right to Buy) 32.98 2015-02-09 Common Stock 14636 14636 D Stock Option (Right to Buy) 36.33 2016-02-08 Common Stock 10367 10367 D Stock Option (Right to Buy) 46.03 2017-02-07 Common Stock 8781 8781 D Stock Option (Right to Buy) 25.44 2018-02-04 Common Stock 14636 14636 D Stock Option (Right to Buy) 8.45 2019-02-04 Common Stock 6636 6636 D Stock Option (Right to Buy) 16.47 2020-02-03 Common Stock 6098 6098 D Restricted Stock Units 0.00 Common Stock 5024 5024 D Restricted Stock Units 0.00 Common Stock 6351 6351 D On December 21, 2012, the Issuer paid a special dividend to stockholders of record on November 13, 2012. As a result of the special dividend, Mr. Connor received 640 shares of common stock on December 21, 2012 with respect to shares held directly by Mr. Connor. As a result of the special dividend, Mr. Connor also received the equivalent of an additional 226 shares of common stock as a result of the special dividend paid to the Company share account included in the Company's 401k plan, of which Mr. Connor is a participant. Does not include shares of common stock issuable upon the potential vesting of restricted stock units, which are reported in Table II. Each of these stock options grants vested ratably over four years beginning on the first anniversary date of the grant. In connection with the special dividend paid on December 21, 2012, the previously reported stock options were adjusted pursuant to anti-dilution provisions contained in the Issuer's equity incentive plans, and the amounts reported reflect such adjustments. The adjustments were based on the ratio between the unadjusted closing trading price on the NYSE of a share of the Issuer's common stock on the date prior to the ex-dividend date, and the opening price on the NYSE on the ex-dividend date. The time-based restricted stock units were granted on February 2, 2011 and will vest 50% on February 2, 2014 and 50% on February 2, 2015 (subject to the terms of the applicable grant agreement). In connection with the special dividend paid on December 21, 2012, the previously reported restricted stock units were adjusted pursuant to anti-dilution provisions that applied to restricted stock units pursuant to the Issuer's equity incentive plans. For each share underlying the restricted stock units, the reporting person received additional restricted stock units equal to 0.1848316 of a share, subject to the same vesting and other restrictions as the original award. The amount listed in this column reflects the total number of shares issuable upon vesting of the award following such adjustment. The time-based restricted stock units were granted on February 8, 2012, and will vest 50% on February 8, 2015 and 50% on February 8, 2016 (subject to the terms of the applicable grant agreement). Carter R. Todd, Attorney-in-Fact for Roderick Connor Jr. 2012-12-21