Ryman Hospitality Properties (RHP) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 7, 2026, in a hybrid format, allowing both in-person and virtual attendance, with voting instructions provided for all shareholders.

• Key proposals include electing ten directors, an advisory vote on executive compensation, and ratification of Ernst & Young LLP as the independent auditor for 2026.

• 2025 financial results showed a 10.2% revenue increase to $2.58 billion, with net income of $247.3 million and Adjusted EBITDAre of $761.3 million, reflecting growth in both Hospitality and Entertainment segments.

• The company acquired JW Marriott Desert Ridge Resort & Spa in June 2025, contributing to improved performance.

Voting matters and shareholder proposals

• Shareholders will vote on electing ten director nominees for one-year terms, an advisory say-on-pay vote, and ratification of the independent auditor.

• The board recommends voting FOR all proposals.

• Shareholders may submit proposals or director nominations for the 2027 meeting by specified deadlines.

Board of directors and corporate governance

• The board consists of ten nominees with diverse backgrounds in hospitality, media, technology, and finance.

• All directors except the Executive Chairman and CEO are independent; board committees are composed solely of independent directors.

• The board maintains a majority voting standard, annual elections, and a director refreshment process to ensure diversity and effectiveness.

• Board leadership is separated between the Executive Chairman and CEO, with an Independent Lead Director role.