0001209191-13-002846.txt : 20130111 0001209191-13-002846.hdr.sgml : 20130111 20130111104057 ACCESSION NUMBER: 0001209191-13-002846 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130101 FILED AS OF DATE: 20130111 DATE AS OF CHANGE: 20130111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Westbrook Bennett D CENTRAL INDEX KEY: 0001564628 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13079 FILM NUMBER: 13524541 MAIL ADDRESS: STREET 1: ONE GAYLORD DRIVE CITY: NASHVILLE STATE: TN ZIP: 37214 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Ryman Hospitality Properties, Inc. CENTRAL INDEX KEY: 0001040829 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] 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 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2013-01-01 0 0001040829 Ryman Hospitality Properties, Inc. RHP 0001564628 Westbrook Bennett D ONE GAYLORD DRIVE NASHVILLE TN 37214 0 1 0 0 SVP, Investments, D&C Common Stock 4357 D Restricted Stock Unit 0.00 Common Stock 9123 D Restricted Stock Unit 0.00 Common Stock 1363 D Restricted Stock Unit 0.00 Common Stock 3081 D Restricted Stock Unit 0.00 Common Stock 4739 D Restricted Stock Unit 0.00 Common Stock 4739 D Stock Option (Right to Buy) 16.47 2020-02-03 Common Stock 4697 D Stock Option (Right to Buy) 28.13 2021-02-02 Common Stock 9513 D Stock Option (Right to Buy) 24.40 2022-02-08 Common Stock 6098 D Restricted stock unit will vest 100% on February 3, 2014 on a one unit to one share basis. Restricted stock unit will vest 100% on a one to one share basis on February 3, 2014. Some, all or none of the restricted stock unit will vest on February 2, 2014 on a one to one share basis based upon the achievement of designated financial goals as stated in the award agreement with respect to such award. Restricted stock unit will vest 50% on a one to one share basis on February 8, 2015 and 50% on February 8, 2016. Some, all or none of the restricted stock unit will vest on February 8, 2015 on a one to one share basis based upon the achievement of designated financial goals as stated in the award agreement with respect to such award. Stock Option vests ratably for four years beginning on February 3, 2011. Stock Option vests ratably for four years beginning on February 2, 2012. Stock Option vests 50% on a one unit to one share basis on February 8, 2015 and 50% on February 8, 2016. Scott J. Lynn, Attorney-in-Fact for Bennett D. Westbrook 2013-01-11 EX-24.3_452817 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned's hereby makes, constitutes and appoints Scott J. Lynn and Caroline C. Jones,each acting individually, as the undersigned's true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to: (1) prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including any amendments thereto) with respect to the securities of Ryman Hostpitality Properties, Inc., a Delaware corporation (the "Company"), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the "Exchange Act"); (2) seek or obtain, as the undersigned's representative and on the undersigned's behalf, information on transactions in the Company's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and (3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing. The undersigned acknowledges that: (1) this Power of Attorney authorizes, but does not require, such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information; (2) any documents prepared and/or executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable; (3) neither the Company nor such attorney-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and (4) this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act. The undersigned hereby gives and grants the foregoing attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney. This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to such attorney-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 5th day of December, 2012. /s/Bennett D. Westbrook Signature Bennett D. Westbrook Print Name STATE OF TENNESSEE COUNTY OF DAVIDSON On this 5th day of December, 2012, Bennett D. Westbrook personally appeared before me, and acknowledged that s/he executed the foregoing instrument for the purposes therein contained. IN WITNESS WHEREOF, I have hereunto set my hand and official seal. /s/ Caroline C. Jones Notary Public November 4, 2013 My Commission Expires: