UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 7, 2018 (August 7, 2018)

RYMAN HOSPITALITY PROPERTIES, INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: (615) 316-6000

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

On August 7, 2018, Ryman Hospitality Properties, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2018 and providing updated guidance for 2018. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.

(d) Exhibits

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Exhibit 99.1

Ryman Hospitality Properties, Inc. Reports Second Quarter 2018 Results

NASHVILLE, Tenn. (August 7, 2018) – Ryman Hospitality Properties, Inc. (NYSE: RHP), a lodging real estate investment trust (“REIT”) specializing in group-oriented, destination hotel assets in urban and resort markets, today reported financial results for the second quarter ended June 30, 2018.

Colin Reed, chairman and chief executive officer of Ryman Hospitality Properties, said, “Our business delivered its strongest second-quarter performance in Company history, with impressive results across our Hospitality assets and strong revenue growth in our core Entertainment assets. Our beautiful new expansion at Gaylord Texan and our flagship Ole Red entertainment venue in the heart of downtown Nashville are both off to very good starts, and we are encouraged by the positive guest feedback we are receiving about both projects. The second half of 2018 is no less exciting for us on the development front. We anticipate opening our SoundWaves water experience at Gaylord Opryland in the fourth quarter of 2018 and expect to join our investment partners in welcoming the newest member of the Gaylord Hotels family, the magnificent Gaylord Rockies, by the end of 2018.

The first six months of 2018 will go in the record books as the strongest bookings results for the first half of any year in our Company’s history. In addition, Gaylord Rockies bookings were strong in the second quarter of 2018, with double the second quarter bookings production in 2017. The group segment continues to perform well, and we remain enthusiastic about the group demand we are seeing for future years, which gives us confidence in the capital investment projects we anticipate coming online later this year and the additional capital investments we have outlined for the next few years.”

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Second Quarter and Year-to-Date 2018 Results (As Compared to Second Quarter and Year-to-Date 2017) Included the Following:

Consolidated Results

($ in thousands, except per share amounts)

Consolidated Results

For the Company’s definitions of Operating Income Margin, Net Income Margin, Adjusted EBITDA, Adjusted EBITDA Margin, FFO, and Adjusted FFO, as well as a reconciliation of the non-GAAP financial measure Adjusted EBITDA to Net Income and a reconciliation of the non-GAAP financial measure Adjusted FFO to Net Income, see “Calculation of GAAP Margin Figures,” “Non-GAAP Financial Measures,” “Adjusted EBITDA Definition,” “Adjusted EBITDA Margin Definition,” “Adjusted FFO Definition” and “Supplemental Financial Results” below.

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Operating Results

Hospitality Segment

For the three months and six months ended June 30, 2018 and 2017, the Company reported the following:

($ in thousands, except for ADR, RevPAR and Total RevPAR)

For the Company’s definitions of Revenue Per Available Room (RevPAR) and Total Revenue Per Available Room (Total RevPAR), see “Calculation of RevPAR and Total RevPAR” below. Property-level results and operating metrics for second quarter 2018 are presented in greater detail below and under “Supplemental Financial Results—Hospitality Segment Adjusted EBITDA Reconciliations,” which includes a reconciliation of the non-GAAP financial measures Hospitality Adjusted EBITDA to Hospitality Operating Income, and property-level Adjusted EBITDA to property-level Operating Income for each of the hotel properties. Highlights for second quarter 2018 for the Hospitality segment and at each property include:

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Gaylord Opryland. On a portfolio basis, association room nights increased 17.4 percent, which was a primary driver of a solid 2.3-point increase in occupancy compared to the second quarter of 2017. Rate growth in corporate and transient primarily led to a strong 4.8 percent growth in ADR. The Easter holiday had an estimated 270 basis point favorable impact to RevPAR in the second quarter 2018 as compared to second quarter of 2017. Total RevPAR increased 8.8 percent to $378.94 in the second quarter of 2018 compared to second quarter 2017, led by the improvement in RevPAR coupled with a 9.8 percent increase in outside the room spending for food and beverage. Hospitality segment operating income for the quarter was $76.1 million, an increase of 24.2 percent over second quarter 2017. Higher attrition and cancellation fee collections aided this performance and helped to partially offset higher incentive management fees, as well as increases in sales and marketing expenses. Hospitality Adjusted EBITDA increased 18.0 percent to $107.8 million in second quarter 2018, compared to second quarter 2017.

($ in thousands, except for ADR, RevPAR and Total RevPAR)

Gaylord Opryland

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increased by 10.2 percent and 6.4 percent, respectively, in the second quarter of 2018 compared to the second quarter of 2017, while association ADR was up 6.5 percent. This performance resulted in overall ADR increasing by $13.43 for the second quarter of 2018 compared to the second quarter of 2017. Total RevPAR increased 18.3 percent to $361.16 in the second quarter of 2018 compared to second quarter 2017, driven by strong performance across the board. Operating income increased by 40.2 percent to $28.9 million compared to second quarter 2017, and Adjusted EBITDA increased by 29.7 percent to $37.8 million compared to second quarter 2017, both supported by strong flow-through in all revenue categories. SoundWaves remains on target to open in early December 2018, and this premium ticketed amenity is part of our marketing materials for the upcoming Christmas holiday season.

($ in thousands, except for ADR, RevPAR and Total RevPAR)

Gaylord Palms

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($ in thousands, except for ADR, RevPAR and Total RevPAR)

Gaylord Texan

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($ in thousands, except for ADR, RevPAR and Total RevPAR)

Gaylord National

Reed continued, “Our portfolio of hotels achieved a record second quarter, with Gaylord Opryland delivering outstanding results. Gaylord Palms maintained its strong financial performance for the first half of 2018, and we are excited about the new expansion plans we announced for this hotel at the end of May. Gaylord Texan also delivered solid results, with the timely expansion of meeting space and room inventory now available to support the demand we are seeing for this property. We were also pleased with Gaylord National’s performance in the quarter, which delivered improved results compared to the second quarter of 2017. We believe an upcoming rooms renovation project beginning in the fourth quarter of 2018 will strengthen the hotel’s competitiveness within the market going into 2019 and 2020.”

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Entertainment Segment

For the three and six months ended June 30, 2018 and 2017, the Company reported the following:

($ in thousands)

The Company’s investment in its Entertainment segment continued during the second quarter of 2018 with the opening of the flagship Ole Red location in downtown Nashville, and its results so far are meeting the Company’s expectations. During the second quarter of 2018, the Company acquired the remaining 50 percent joint venture interest in Opry City Stage.

Entertainment segment revenue increased 19.1 percent in the second quarter of 2018 compared to the second quarter of 2017. Operating income and Adjusted EBITDA were negatively impacted during the second quarter of 2018 due to losses associated with taking over operations of Opry City Stage, as well as increased costs related to personnel changes within the segment.

Reed continued, “We opened Ole Red in downtown Nashville this past quarter and are pleased with the reception it has received so far. We remain excited about the expansion potential of our branded restaurant, retail and entertainment venues and the unique position we are in to expand our entertainment footprint. Construction is well underway on our recently-announced third Ole Red location in the heart of Gatlinburg, Tennessee, which we anticipate will open in the spring of 2019.”

Corporate and Other Segment Results

For the three months and six months ended June 30, 2018 and 2017, the Company reported the following:

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Dividend Update

The Company paid its second quarter 2018 cash dividend of $0.85 per share of common stock on July 16, 2018 to stockholders of record on June 29, 2018. It is the Company’s current plan to distribute total 2018 annual dividends of approximately $3.40 per share in cash in equal quarterly payments with the remaining payments occurring in October of 2018 and January of 2019. Any future dividend is subject to the Board of Director’s determinations as to the amount of quarterly distributions and the timing thereof.

Balance Sheet/Liquidity Update

As of June 30, 2018, the Company had total debt outstanding of $1,674.8 million, net of unamortized deferred financing costs, and unrestricted cash of $61.8 million. As of June 30, 2018, $251.5 million of borrowings were drawn under the revolving credit line of the Company’s credit facility, and the lending banks had issued $2.4 million in letters of credit, which left $446.1 million of availability for borrowing under the credit facility.

On June 26, 2018, the Company announced the completion of an amendment to its existing Term Loan B facility, which took advantage of favorable conditions in the capital markets, as well as the Company’s continued strong performance, to lower the applicable interest rate margin under the Term Loan B facility by 25 basis points and to extend the first fiscal year with respect to which excess cash flow payments apply by one year, to the year ending December 31, 2019. The cash interest expense savings is estimated to be approximately $1.2 million on an annual basis. There was no change to the maturity date of the loan or the total available borrowing capacity available to the Company provided by this facility. This facility was previously put in place to lower the Company’s average cost of capital and create additional liquidity for the Company moving forward, which we believe provides the Company with flexibility to take advantage of strategic opportunities that may develop in the future.

Guidance

The Company has raised the lower end of its guidance range for 2018 RevPAR and Total RevPAR growth to reflect strong hotel revenue performance year-to-date, as well as increased visibility into expected performance during the second half of 2018.

Reed continued, “Hospitality revenue is progressing as planned, and results for the first half of 2018 were in line with our expectations. Group room nights on the books for the remainder of 2018 are on track with the plan we had coming into the year, and we continue to believe 2018 will be another strong year for the Company. As we look to the second half of the year, we are now expecting fiscal year 2018 RevPAR growth in the range of 2.5% – 4% (from our prior guidance of 2% – 4%) and Total RevPAR growth in the range of 3.5% – 5% (from our prior guidance of 3% – 5%).

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Our net income guidance range for the full year is now $155.3 to $156.0 million (from our prior guidance of $155.3 to $157.0 million). Our Adjusted EBITDA guidance range for the Hospitality segment has been raised to a range of $371.0 to $377.0 million (from our prior guidance of $365.0 to $375.0 million), which reflects how well the hotels have performed through the first half of the year, our successful opening of the expansion at Gaylord Texan and our perspective on the back half of the year.

Our 2018 Adjusted EBITDA guidance range for the Entertainment segment has been lowered to $40.0 to $44.0 million (from our prior guidance of $44.0 to $50.0 million). Our original guidance range for this segment did not contemplate the purchase of the remaining 50 percent of the Opry City Stage joint venture, which we completed in the second quarter of 2018. We feel that it is necessary to reset the guidance range for this segment now that the Company has complete ownership of the venue, given its financial performance year-to-date as well as the continued investments we are making to appropriately position this offering.

Corporate & Other guidance range for Adjusted EBITDA is now a loss of $25.0 to $24.0 million (from our prior guidance of a loss of $26.0 to $25.0 million). As a result of these changes, our guidance for 2018 Adjusted EBITDA on a consolidated basis is now $386.0 to $397.0 million (from our prior guidance of $383.0 to $400.0 million).

We remain confident in our ability to continue capitalizing on the strength of the group market in the near-term, and we are looking forward to an expected strong year of performance in 2019 when we will begin to see the benefits of recent growth investments such as Soundwaves at Gaylord Opryland and our joint venture interest in Gaylord Rockies, which are both scheduled to open in December 2018.”

The Company does not expect to update guidance before next quarter’s earnings release. However, the Company may update its full business outlook or any portion thereof at any time for any reason.

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Institutional Investor and Analyst Day Information

As previously announced, the Company will hold its Institutional Investor and Analyst Day on Thursday, September 13 and Friday, September 14, 2018. The event will take place at Gaylord Opryland in Nashville, Tennessee. Registration information may be found at https://www.rymanhp.com/2018-investor-analyst-day/.

The presentation portion of the event will be webcast and can be accessed through Ryman Hospitality Properties’ website at www.rymanhp.com. To listen to the webcast, please visit the Investor Relations section of the website at least 15 minutes prior to the beginning of the scheduled presentation to register, download and install necessary multimedia streaming software. For those who cannot listen to the live broadcast, a replay will be available after the presentation and will run for 30 days.

Earnings Call Information

Ryman Hospitality Properties will hold a conference call to discuss this release today at 11 a.m. ET. Investors can listen to the conference call at www.rymanhp.com. To listen to the live call, please go to the Investor Relations section of the website (Investor Relations/Presentations, Earnings and Webcasts) at least 15 minutes prior to the call to register and download any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available shortly after the call and will be available for at least 30 days.

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About Ryman Hospitality Properties, Inc.

Ryman Hospitality Properties, Inc. (NYSE:RHP) is a REIT for federal income tax purposes, specializing in group-oriented, destination hotel assets in urban and resort markets. The Company’s owned assets include a network of four upscale, meetings-focused resorts totaling 8,114 rooms that are managed by lodging operator Marriott International, Inc. under the Gaylord Hotels brand. Other owned assets managed by Marriott International, Inc. include Gaylord Springs Golf Links, the Wildhorse Saloon, the General Jackson Showboat, The Inn at Opryland, a 303-room overflow hotel adjacent to Gaylord Opryland and AC Hotel Washington, DC at National Harbor, a 192-room hotel near Gaylord National. The Company also owns and operates media and entertainment assets, including the Grand Ole Opry (opry.com), the legendary weekly showcase of country music’s finest performers for over 90 years; the Ryman Auditorium, the storied former home of the Grand Ole Opry located in downtown Nashville; 650 AM WSM, the Opry’s radio home; Ole Red, a country lifestyle and entertainment brand; and Opry City Stage, the Opry’s first home away from home, in Times Square. For additional information about Ryman Hospitality Properties, visit www.rymanhp.com.

Cautionary Note Regarding Forward-Looking Statements

This press release contains statements as to the Company’s beliefs and expectations of the outcome of future events that are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. You can identify these statements by the fact that they do not relate strictly to historical or current facts. Examples of these statements include, but are not limited to, statements regarding the future performance of our business, estimated capital expenditures, new projects or investments, out-of-service rooms, the expected approach to making dividend payments, the board’s ability to alter the dividend policy at any time and other business or operational issues. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from the statements made. These include the risks and uncertainties associated with economic conditions affecting the hospitality business generally, the geographic concentration of the Company’s hotel properties, business levels at the Company’s hotels, the effect of the Company’s election to be taxed as a REIT for federal income tax purposes commencing with the year ended December 31, 2013, the Company’s ability to remain qualified as a REIT, the Company’s ability to execute its strategic goals as a REIT, the Company’s ability to generate cash flows to support dividends, future board determinations regarding the timing and amount of dividends and changes to the dividend policy, which could be made at any time, the determination of Adjusted FFO and REIT

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taxable income, and the Company’s ability to borrow funds pursuant to its credit agreement. Other factors that could cause operating and financial results to differ are described in the filings made from time to time by the Company with the U.S. Securities and Exchange Commission (SEC) and include the risk factors and other risks and uncertainties described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017 and its Quarterly Reports on Form 10-Q and subsequent filings. The Company does not undertake any obligation to release publicly any revisions to forward-looking statements made by it to reflect events or circumstances occurring after the date hereof or the occurrence of unanticipated events.

Additional Information

This release should be read in conjunction with the consolidated financial statements and notes thereto included in our most recent annual report on Form 10-K. Copies of our reports are available on our website at no expense at www.rymanhp.com and through the SEC’s Electronic Data Gathering Analysis and Retrieval System (“EDGAR”) at www.sec.gov.

Calculation of RevPAR and Total RevPAR

We calculate revenue per available room (“RevPAR”) for our hotels by dividing room revenue by room nights available to guests for the period. We calculate total revenue per available room (“Total RevPAR”) for our hotels by dividing the sum of room revenue, food & beverage and other ancillary services revenue by room nights available to guests for the period.

Calculation of GAAP Margin Figures

We calculate Net Income Margin by dividing GAAP consolidated Net Income by GAAP consolidated Total Revenue. We calculate consolidated, segment, or property-level Operating Income Margin by dividing consolidated, segment, or property-level GAAP Operating Income by consolidated, segment, or property-level GAAP Revenue.

Non-GAAP Financial Measures

We present the following non-GAAP financial measures we believe are useful to investors as key measures of our operating performance:

Adjusted EBITDA Definition

To calculate Adjusted EBITDA, we first determine Operating Income, which represents Net Income (loss) determined in accordance with GAAP, plus, to the extent the following adjustments occurred during the periods presented: loss (income) from discontinued operations, net; provision (benefit) for

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income taxes; other (gains) and losses, net; loss on extinguishment of debt; (gain) loss from joint ventures; and interest expense, net. Adjusted EBITDA is then calculated as Operating Income, plus, to the extent the following adjustments occurred during the periods presented: depreciation and amortization; preopening costs; non-cash ground lease expense; equity-based compensation expense; impairment charges; any closing costs of completed acquisitions; interest income on Gaylord National bonds; other gains and (losses), net; (gains) losses on warrant settlements; pension settlement charges; pro rata Adjusted EBITDA from joint ventures, (gains) losses on the disposal of assets, and any other adjustments we have identified in this release. We believe Adjusted EBITDA is useful to investors in evaluating our operating performance because this measure helps investors evaluate and compare the results of our operations from period to period by removing the impact of our capital structure (primarily interest expense) and our asset base (primarily depreciation and amortization) from our operating results. A reconciliation of Net Income (loss) to Operating Income and Adjusted EBITDA and a reconciliation of segment, and property-level Operating Income to segment and property-level Adjusted EBITDA are set forth below under “Supplemental Financial Results.”

Adjusted EBITDA Margin Definition

We calculate consolidated Adjusted EBITDA Margin by dividing consolidated Adjusted EBITDA by GAAP consolidated Total Revenue. We calculate segment or property-level Adjusted EBITDA Margin by dividing segment, or property-level Adjusted EBITDA by segment, or property-level GAAP Revenue. We believe Adjusted EBITDA Margin is useful to investors in evaluating our operating performance because this non-GAAP financial measure helps investors evaluate and compare the results of our operations from period to period by presenting a ratio showing the quantitative relationship between Adjusted EBITDA and GAAP consolidated Total Revenue or segment or property-level GAAP Revenue, as applicable.

Adjusted FFO Definition

We calculate Adjusted FFO to mean Net Income (loss) (computed in accordance with GAAP), excluding, to the extent the following adjustments occurred during the periods presented: non-controlling interests, and (gains) and losses from sales of property; depreciation and amortization (excluding amortization of deferred financing costs and debt discounts) and certain pro rata adjustments from joint ventures (which equals FFO). We then exclude, to the extent the following adjustments occurred during the periods presented, impairment charges; write-offs of deferred financing costs, non-cash ground lease expense, amortization of debt discounts and amortization of deferred financing cost, pension settlement charges, additional pro rata adjustments from joint ventures, (gains) losses on other assets, (gains) losses on extinguishment of debt and warrant settlements, and the impact of deferred income tax expense (benefit).

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We believe that the presentation of Adjusted FFO provides useful information to investors regarding the performance of our ongoing operations because it is a measure of our operations without regard to specified non-cash items such as real estate depreciation and amortization, gain or loss on sale of assets and certain other items which we believe are not indicative of the performance of our underlying hotel properties. We believe that these items are more representative of our asset base than our ongoing operations. We also use Adjusted FFO as one measure in determining our results after taking into account the impact of our capital structure. A reconciliation of Net Income (loss) to Adjusted FFO is set forth below under “Supplemental Financial Results.”

We caution investors that amounts presented in accordance with our definitions of Adjusted EBITDA, Adjusted EBITDA Margin, and Adjusted FFO may not be comparable to similar measures disclosed by other companies, because not all companies calculate these non-GAAP measures in the same manner. Adjusted EBITDA, Adjusted EBITDA Margin, and Adjusted FFO, and any related per share measures, should not be considered as alternative measures of our Net Income (loss), operating performance, cash flow or liquidity. Adjusted EBITDA and Adjusted FFO may include funds that may not be available for our discretionary use due to functional requirements to conserve funds for capital expenditures and property acquisitions and other commitments and uncertainties. Although we believe that Adjusted EBITDA, Adjusted EBITDA Margin, and Adjusted FFO can enhance an investor’s understanding of our results of operations, these non-GAAP financial measures, when viewed individually, are not necessarily better indicators of any trend as compared to GAAP measures such as Net Income (loss), Net Income Margin, Operating Income (loss), Operating Income Margin, or cash flow from operations. In addition, you should be aware that adverse economic and market and other conditions may harm our cash flow.

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RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Unaudited

(In thousands, except per share data)

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RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

Unaudited

(In thousands)

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RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

SUPPLEMENTAL FINANCIAL RESULTS

ADJUSTED EBITDA RECONCILIATION

Unaudited

(in thousands)

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RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

SUPPLEMENTAL FINANCIAL RESULTS

FUNDS FROM OPERATIONS (“FFO”) AND ADJUSTED FFO RECONCILIATION

Unaudited

(in thousands, except per share data)

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RYMAN HOSPITALITY PROPERTIES, INC. AND SUBSIDIARIES

SUPPLEMENTAL FINANCIAL RESULTS

HOSPITALITY SEGMENT ADJUSTED EBITDA RECONCILIATIONS AND OPERATING METRICS

Unaudited

(in thousands)