RPC, Inc.
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(Name of Issuer)
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Common Stock, $.10 Par Value
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(Title of Class of Securities)
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749660 10 6
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(CUSIP Number)
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Robert F. Dow
171 17th Street NW
Suite 2100
Atlanta, Georgia 30363-1031
(404) 873-8706
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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January 28, 2014, July 14, 2014, December 5, 2014, December 8, 2014, December 9, 2014, December 10, 2014
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Date of Event which Requires Filing of this Statement)
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1
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Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
R. Randall Rollins
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2
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Check the Appropriate Box if a Member of a Group
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(a)x
(b)¨
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3
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SEC Use Only
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4
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Source of Funds
00
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5
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Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
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¨
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6
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Citizenship or Place of Organization
United States
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7
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Sole Voting Power
1,029,569***
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8
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Shared Voting Power
145, 841,982*
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9
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Sole Dispositive Power
1,029,569***
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10
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Shared Dispositive Power
145,841,982*
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
146,871,551*
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12
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Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
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x
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13
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Percent of Class Represented by Amount in Row (11)
67.2 percent*
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14
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Type of Reporting Person
IN
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*
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Does not include 251,471** shares of the Company held by his wife. Includes 129,460,465** shares of the Company held by RFPS Management Company II, L.P. of which RFA Management Company, LLC (“RFA”) is the general partner, and 11,292,525** shares held by RFT Investment Company, LLC (“RFT”). Also includes 1,035,000** shares held by RFPS Investments II, L.P., of which LOR Investment Company, LLC (“LORIC”) is the general partner. LOR, Inc. is the manager of RFA and RFT and a voting member of LORIC. The voting interests of RFA and of LOR, Inc. are held by two revocable trusts, for one of which Mr. Rollins is the grantor and sole trustee. Also includes 3,377,514** shares of common stock in three trusts of which he is co-trustee and as to which he shares voting and investment power. Also includes 676,478** shares held indirectly on account of his role in a corporate fiduciary. Adjusted to reflect the following three-for-two stock splits: effective February 10, 2005, paid March 10, 2005; effective October 25, 2005, paid December 12, 2005; effective November 10, 2006, paid December 11, 2006; effective November 10, 2010, paid December 20, 2010; and effective February 20, 2012, paid March 9, 2012.
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**
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Mr. Rollins disclaims any beneficial interest in these holdings except to the extent of his pecuniary interest.
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***
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Also includes 272,250 shares of restricted stock.
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.
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1
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Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
Gary W. Rollins
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2
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Check the Appropriate Box if a Member of a Group
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(a)x
(b)¨
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3
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SEC Use Only
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4
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Source of Funds
00
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5
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Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
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¨
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6
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Citizenship or Place of Organization
United States
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7
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Sole Voting Power
4,465,395
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8
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Shared Voting Power
145,841,982*
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9
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Sole Dispositive Power
4,465,395
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10
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Shared Dispositive Power
145,841,982*
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
150,307,377*
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12
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Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
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¨
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13
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Percent of Class Represented by Amount in Row (11)
68.8 percent*
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14
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Type of Reporting Person
IN
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*
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Includes 129,460,465** shares of the Company held by RFPS Management Company II, L.P. of which RFA Management Company, LLC (“RFA”) is the general partner, and 11,292,525** shares held by RFT Investment Company, LLC (“RFT”). Also includes 1,035,000** shares held by RFPS Investments II, L.P. of which LOR Investment Company, LLC (“LORIC”) is the general partner. LOR, Inc. is the manager of RFA and RFT and a voting member of LORIC. The voting interests of RFA and of LOR, Inc. are held by two revocable trusts, for one of which Mr. Rollins is the grantor and sole trustee. Includes 3,377,514** shares of common stock in three trusts of which he is co-trustee and as to which he shares voting and investment power. Also includes 676,478** shares held indirectly on account of his role in a corporate fiduciary. Adjusted to reflect the following three-for-two stock splits: effective February 10, 2005, paid March 10, 2005; effective October 25, 2005, paid December 12, 2005; effective November 10, 2006, paid December 11, 2006; effective November 10, 2010, paid December 20, 2010; and effective February 20, 2012, paid March 9, 2012.
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**
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Mr. Rollins disclaims any beneficial interest in these holdings except to the extent of his pecuniary interest.
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1
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Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
RFPS Management Company II, L.P.
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2
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Check the Appropriate Box if a Member of a Group
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(a)x
(b)¨
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3
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SEC Use Only
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4
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Source of Funds
00
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5
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Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
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¨
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6
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Citizenship or Place of Organization
United States
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7
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Sole Voting Power
129,460,465*
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8
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Shared Voting Power
0
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9
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Sole Dispositive Power
129,460,465*
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10
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Shared Dispositive Power
0
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
129,460,465*
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12
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Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
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o
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13
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Percent of Class Represented by Amount in Row (11)
59.2 percent
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14
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Type of Reporting Person
PN
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*
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Adjusted to reflect the three-for-two stock splits: effective February 10, 2005, paid March 10, 2005; effective October 25, 2005, paid December 12, 2005; effective November 10, 2006, paid December 11, 2006; effective November 10, 2010, paid December 20, 2010; and effective February 20, 2012, paid March 9, 2012.
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1
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Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
RFA Management Company, LLC
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2
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Check the Appropriate Box if a Member of a Group
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(a)x
(b)¨
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3
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SEC Use Only
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4
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Source of Funds
00
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5
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Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
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¨
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6
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Citizenship or Place of Organization
United States
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7
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Sole Voting Power
0
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8
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Shared Voting Power
129,460,465*
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9
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Sole Dispositive Power
0
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10
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Shared Dispositive Power
129,460,465*
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
129,460,465*
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12
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Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
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o
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13
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Percent of Class Represented by Amount in Row (11)
59.2 percent
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14
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Type of Reporting Person
OO
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*
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Includes 129,460,465 shares held by RFPS Management Company II, L.P. (the “Partnership”). The reporting person is the general partner of the Partnership. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person’s pecuniary interest. Adjusted to reflect the three-for-two stock split(s): effective February 10, 2005, paid March 10, 2005; effective October 25, 2005, paid December 12, 2005; effective November 10, 2006, paid December 11, 2006; effective November 10, 2010, paid December 20, 2010; and effective February 20, 2012, paid March 9, 2012.
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1
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Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
RFPS Investments II, L.P.
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2
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Check the Appropriate Box if a Member of a Group
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(a)x
(b)¨
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3
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SEC Use Only
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4
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Source of Funds
00
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5
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Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
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¨
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6
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Citizenship or Place of Organization
United States
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7
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Sole Voting Power
1,035,000
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8
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Shared Voting Power
129,460,465*
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9
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Sole Dispositive Power
1,035,000
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10
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Shared Dispositive Power
129,460,465*
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
130,495,465*
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12
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Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
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o
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13
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Percent of Class Represented by Amount in Row (11)
59.7 percent
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14
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Type of Reporting Person
PN
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*
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Includes 129,460,465 shares held by RFPS Management Company II, L.P. (the “Partnership”). The reporting person is a limited partner of the Partnership. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person’s pecuniary interest. Adjusted to reflect the following three-for-two stock splits: effective February 10, 2005, paid March 10, 2005, October 25, 2005, paid December 12, 2005; effective November 10, 2006, paid December 11, 2006; effective November 10, 2010, paid December 20, 2010; and effective February 20, 2012, paid March 9, 2012.
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1
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Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
LOR, Inc.
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2
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Check the Appropriate Box if a Member of a Group
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(a)x
(b)¨
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3
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SEC Use Only
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4
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Source of Funds
WC, 00, AF
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5
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Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
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¨
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6
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Citizenship or Place of Organization
United States
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7
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Sole Voting Power
0
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8
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Shared Voting Power
141,787,990*
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9
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Sole Dispositive Power
0
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10
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Shared Dispositive Power
141,787,990*
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
141,787,990*
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12
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Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
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o
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13
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Percent of Class Represented by Amount in Row (11)
64.9 percent
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14
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Type of Reporting Person
CO
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*
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Includes 129,460,465 shares held by RFPS Management Company II, L.P. (the “Partnership”) and 11,292,525 shares held by RFT Investment Company, LLC (“RFT”). Also includes 1,035,000 shares held by RFPS Investments II, L.P., of which LOR Investment Company, LLC (“LORIC”) is the general partner. The reporting person is the manager of the general partner of the Partnership, the manager of RFT and a voting member of LORIC. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person’s pecuniary interest. Adjusted to reflect the following three-for-two stock splits: effective February 10, 2005, paid March 10, 2005; effective October 25, 2005, paid December 12, 2005; effective November 10, 2006, paid December 11, 2006; effective November 10, 2010, paid December 20, 2010; and effective February 20, 2012, paid March 9, 2012.
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1
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Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
LOR Investment Company, LLC
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2
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Check the Appropriate Box if a Member of a Group
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(a)x
(b)¨
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3
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SEC Use Only
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4
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Source of Funds
00
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5
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Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
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¨
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6
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Citizenship or Place of Organization
United States
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7
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Sole Voting Power
0
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8
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Shared Voting Power
130,495,465*
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9
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Sole Dispositive Power
0
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10
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Shared Dispositive Power
130,495,465*
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
130,495,465*
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|
12
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Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
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o
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13
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Percent of Class Represented by Amount in Row (11)
59.7 percent
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14
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Type of Reporting Person
OO
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*
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Includes 129,460,465 shares held by RFPS Management Company II, L.P. (the “Partnership”). The reporting person is the general partner of the limited partner of the Partnership. Also includes 1,035,000 shares held by RFPS Investments II, L.P. of which the reporting person is the general partner. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person’s pecuniary interest. Adjusted to reflect the following three-for-two stock splits: effective February 10, 2005, paid March 10, 2005, effective October 25, 2005, paid December 12, 2005; effective November 10, 2006, paid December 11, 2006; effective November 10, 2010, paid December 20, 2010; and effective February 20, 2012, paid March 9, 2012.
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1
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Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
RFT Investment Company, LLC
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2
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Check the Appropriate Box if a Member of a Group
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(a)x
(b)¨
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3
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SEC Use Only
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4
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Source of Funds
WC, AF
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5
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Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
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¨
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6
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Citizenship or Place of Organization
United States
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7
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Sole Voting Power
11,292,525
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8
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Shared Voting Power
0
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9
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Sole Dispositive Power
11,292,525
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10
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Shared Dispositive Power
0
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|
11
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Aggregate Amount Beneficially Owned by Each Reporting Person
11,292,525
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|
12
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Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
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o
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13
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Percent of Class Represented by Amount in Row (11)
5.2 percent
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14
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Type of Reporting Person
OO
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1.
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(a) R. Randall Rollins is a person filing this statement.
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2.
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(a) Gary W. Rollins is a person filing this statement.
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3.
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(a) RFPS Management Company II, L.P. is a reporting person filing this statement.
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4.
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(a) RFA Management Company, LLC is a reporting person filing this statement.
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6.
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(a) LOR, Inc. is a reporting person filing this statement.
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7.
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(a) LOR Investment Company, LLC is a reporting person filing this statement.
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Item 6.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
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