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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
TRT Holdings Inc 600 EAST LAS COLINAS BLVD SUITE 1900 IRVING, TX 75039 |
X | |||
Rowling Robert B. 600 EAST LAS COLINAS BLVD SUITE 1900 IRVING, TX 75039 |
X |
/s/ Michael G. Smith, Senior Vice President Real Estate and General Counsel of TRT Holdings, Inc. | 08/12/2011 | |
**Signature of Reporting Person | Date | |
/s/ Michael G. Smith, as Attorney-in-Fact for Robert B. Rowling | 08/12/2011 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The price reported is the weighted average price. The shares were purchased in multiple transactions at prices ranging from $23.89 to $24.885, inclusive. The reporting persons undertake to provide Gaylord Entertainment Company, any stockholder of Gaylord Entertainment Company, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. |
(2) | The shares are owned directly by TRT Holdings, Inc. |
(3) | The price reported is the weighted average price. The shares were purchased in multiple transactions at prices ranging from $23.75 to $23.88, inclusive. The reporting persons undertake to provide Gaylord Entertainment Company, any stockholder of Gaylord Entertainment Company, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. |
(4) | The price reported is the weighted average price. The shares were purchased in multiple transactions at prices ranging from $24.20 to $24.37, inclusive. The reporting persons undertake to provide Gaylord Entertainment Company, any stockholder of Gaylord Entertainment Company, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. |
(5) | The price reported is the weighted average price. The shares were purchased in multiple transactions at prices ranging from $24.50 to $25.49, inclusive. The reporting persons undertake to provide Gaylord Entertainment Company, any stockholder of Gaylord Entertainment Company, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. |
(6) | The price reported is the weighted average price. The shares were purchased in multiple transactions at prices ranging from $25.50 to $26.49, inclusive. The reporting persons undertake to provide Gaylord Entertainment Company, any stockholder of Gaylord Entertainment Company, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. |
(7) | The price reported is the weighted average price. The shares were purchased in multiple transactions at prices ranging from $26.50 to $27.50, inclusive. The reporting persons undertake to provide Gaylord Entertainment Company, any stockholder of Gaylord Entertainment Company, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. |
(8) | The price reported is the weighted average price. The shares were purchased in multiple transactions at prices ranging from $26.91 to $27.35, inclusive. The reporting persons undertake to provide Gaylord Entertainment Company, any stockholder of Gaylord Entertainment Company, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. |
(9) | Robert B. Rowling is the indirect beneficial owner of the 10,643,129 shares directly owned by TRT Holdings, Inc. due to his ownership of the Class B shares of Common Stock of TRT Holdings, Inc. and the direct beneficial owner of 4,500 shares. |