RPC, Inc.
|
(Name of Issuer)
|
Common Stock, $.10 Par Value
|
(Title of Class of Securities)
|
749660 10 6
|
(CUSIP Number)
|
Robert F. Dow
171 17th Street NW
Suite 2100
Atlanta, Georgia 30363-1031
(404) 873-8706
|
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
|
December 29, 2011, January 24, 2012, December 13, 2012, December 28, 2012, December 31, 2012,
January 22, 2013 |
Date of Event which Requires Filing of this Statement)
|
CUSIP No. 749660 10 6 | Page 2 of 14 |
1
|
Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
R. Randall Rollins
|
|
2
|
Check the Appropriate Box if a Member of a Group
|
(a)x
(b)o
|
3
|
SEC Use Only
|
|
4
|
Source of Funds
00
|
|
5
|
Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
o
|
6
|
Citizenship or Place of Organization
United States
|
|
7
|
Sole Voting Power
1,401,142***
|
|
8
|
Shared Voting Power
143,370,606*
|
|
9
|
Sole Dispositive Power
1,401,142***
|
|
10
|
Shared Dispositive Power
143,370,606*
|
|
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
144,771,748*
|
|
12
|
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
|
x
|
13
|
Percent of Class Represented by Amount in Row (11)
65.8 percent*
|
|
14
|
Type of Reporting Person
IN
|
*
|
Does not include 249,920** 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 (“General Partner”), a Georgia limited liability company, is the general partner, and 11,292,525** shares held by RFT Investment Company, LLC (“RFT”). The voting interests of the General Partner are held by two revocable trusts, one of which each of Gary or Randall Rollins is the grantor and sole trustee. LOR, Inc. is the manager of the General Partner and the manager of RFT. Also includes 2,617,616** shares of common stock in three trusts of which he is Co-Trustee and as to which he shares voting and investment power. 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.
|
**
|
Mr. Rollins disclaims any beneficial interest in these holdings.
|
***
|
Also includes 319,500 shares of restricted stock.
|
CUSIP No. 749660 10 6 | Page 3 of 14 |
1
|
Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
Gary W. Rollins
|
|
2
|
Check the Appropriate Box if a Member of a Group
|
(a)x
(b)o
|
3
|
SEC Use Only
|
|
4
|
Source of Funds
00
|
|
5
|
Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
o
|
6
|
Citizenship or Place of Organization
United States
|
|
7
|
Sole Voting Power
5,534,068***
|
|
8
|
Shared Voting Power
143,370,606*
|
|
9
|
Sole Dispositive Power
5,534,068***
|
|
10
|
Shared Dispositive Power
143,370,606*
|
|
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
148,904,674*
|
|
12
|
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
|
x
|
13
|
Percent of Class Represented by Amount in Row (11)
67.6 percent*
|
|
14
|
Type of Reporting Person
IN
|
*
|
Includes 129,460,465** shares of the Company held by RFPS Management Company II, L.P. of which RFA Management Company, LLC (“General Partner”), a Georgia limited liability company, is the general partner, and 11,292,525** shares held by RFT Investment Company, LLC (“RFT”). The voting interests of the General Partner are held by two revocable trusts, one of which each of Gary or Randall Rollins is the grantor and sole trustee. LOR, Inc. is the manager of the General Partner and the manager of RFT. Includes 2,617,616** shares of common stock in three trusts of which he is Co-Trustee and as to which he shares voting and investment power. 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.
|
**
|
Mr. Rollins disclaims any beneficial interest in these holdings.
|
***
|
Includes 681,527** shares of Company Common Stock held as Trustee, Guardian or Custodian.
|
CUSIP No. 749660 10 6 | Page 4 of 14 |
1
|
Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
RFPS Management Company II, L.P.
|
|
2
|
Check the Appropriate Box if a Member of a Group
|
(a)x
(b)o
|
3
|
SEC Use Only
|
|
4
|
Source of Funds
00
|
|
5
|
Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
o
|
6
|
Citizenship or Place of Organization
United States
|
|
7
|
Sole Voting Power
129,460,465*
|
|
8
|
Shared Voting Power
0
|
|
9
|
Sole Dispositive Power
129,460,465*
|
|
10
|
Shared Dispositive Power
0
|
|
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
129,460,465*
|
|
12
|
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
|
o
|
13
|
Percent of Class Represented by Amount in Row (11)
58.8 percent
|
|
14
|
Type of Reporting Person
PN
|
*
|
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.
|
CUSIP No. 749660 10 6 | Page 5 of 14 |
1
|
Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
RFA Management Company, LLC
|
|
2
|
Check the Appropriate Box if a Member of a Group
|
(a)x
(b)o
|
3
|
SEC Use Only
|
|
4
|
Source of Funds
00
|
|
5
|
Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
o
|
6
|
Citizenship or Place of Organization
United States
|
|
7
|
Sole Voting Power
0
|
|
8
|
Shared Voting Power
129,460,465*
|
|
9
|
Sole Dispositive Power
0
|
|
10
|
Shared Dispositive Power
129,460,465*
|
|
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
129,460,465*
|
|
12
|
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
|
o
|
13
|
Percent of Class Represented by Amount in Row (11)
58.8 percent
|
|
14
|
Type of Reporting Person
OO
|
*
|
Includes 129,460,465 shares owned 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.
|
CUSIP No. 749660 10 6 | Page 6 of 14 |
1
|
Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
RFPS Investments II, L.P.
|
|
2
|
Check the Appropriate Box if a Member of a Group
|
(a)x
(b)o
|
3
|
SEC Use Only
|
|
4
|
Source of Funds
00
|
|
5
|
Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
o
|
6
|
Citizenship or Place of Organization
United States
|
|
7
|
Sole Voting Power
0
|
|
8
|
Shared Voting Power
129,460,465*
|
|
9
|
Sole Dispositive Power
0
|
|
10
|
Shared Dispositive Power
129,460,465*
|
|
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
129,460,465*
|
|
12
|
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
|
o
|
13
|
Percent of Class Represented by Amount in Row (11)
58.8 percent
|
|
14
|
Type of Reporting Person
PN
|
*
|
Includes 129,460,465 shares owned 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.
|
CUSIP No. 749660 10 6 | Page 7 of 14 |
1
|
Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
LOR, Inc.
|
|
2
|
Check the Appropriate Box if a Member of a Group
|
(a)x
(b)o
|
3
|
SEC Use Only
|
|
4
|
Source of Funds
WC, 00, AF
|
|
5
|
Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
o
|
6
|
Citizenship or Place of Organization
United States
|
|
7
|
Sole Voting Power
0
|
|
8
|
Shared Voting Power
140,752,990*
|
|
9
|
Sole Dispositive Power
0
|
|
10
|
Shared Dispositive Power
140,752,990*
|
|
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
140,752,990*
|
|
12
|
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
|
o
|
13
|
Percent of Class Represented by Amount in Row (11)
63.9 percent
|
|
14
|
Type of Reporting Person
CO
|
*
|
Includes 129,460,465 shares owned by RFPS Management Company II, L.P. (the “Partnership”), and 11,292,525 shares held by RFT Investment Company LLC (“RFT”). The reporting person is the manager of 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 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.
|
CUSIP No. 749660 10 6 | Page 8 of 14 |
1
|
Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
LOR Investment Company, LLC
|
|
2
|
Check the Appropriate Box if a Member of a Group
|
(a)x
(b)o
|
3
|
SEC Use Only
|
|
4
|
Source of Funds
00
|
|
5
|
Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
o
|
6
|
Citizenship or Place of Organization
United States
|
|
7
|
Sole Voting Power
0
|
|
8
|
Shared Voting Power
129,460,465*
|
|
9
|
Sole Dispositive Power
0
|
|
10
|
Shared Dispositive Power
129,460,465*
|
|
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
129,460,465*
|
|
12
|
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
|
o
|
13
|
Percent of Class Represented by Amount in Row (11)
58.8 percent
|
|
14
|
Type of Reporting Person
OO
|
*
|
Includes 129,460,465 shares owned by RFPS Management Company II, L.P. (the “Partnership”). The reporting person is the general partner of the 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, 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.
|
CUSIP No. 749660 10 6 | Page 9 of 14 |
1
|
Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person
RFT Investment Company LLC.
|
|
2
|
Check the Appropriate Box if a Member of a Group
|
(a)x
(b)o
|
3
|
SEC Use Only
|
|
4
|
Source of Funds
WC, AF
|
|
5
|
Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
o
|
6
|
Citizenship or Place of Organization
United States
|
|
7
|
Sole Voting Power
11,292,525
|
|
8
|
Shared Voting Power
0
|
|
9
|
Sole Dispositive Power
11,292,525
|
|
10
|
Shared Dispositive Power
0
|
|
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
11,292,525
|
|
12
|
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
|
o
|
13
|
Percent of Class Represented by Amount in Row (11)
5.1 percent
|
|
14
|
Type of Reporting Person
OO
|
CUSIP No. 749660 10 6 | Page 10 of 14 |
|
1.
|
(a)
|
R. Randall Rollins is a person filing this statement.
|
|
2.
|
(a)
|
Gary W. Rollins is a person filing this statement.
|
CUSIP No. 749660 10 6 | Page 11 of 14 |
|
3.
|
(a)
|
RFPS Management Company II, L.P. is a reporting person filing this statement.
|
|
4.
|
(a)
|
RFA Management Company, LLC is a reporting person filing this statement.
|
|
5.
|
(a)
|
RFPS Investments II, L.P. is a reporting person filing this statement.
|
|
6.
|
(a)
|
LOR, Inc. is a reporting person filing this statement.
|
|
7.
|
(a)
|
LOR Investment Company, LLC is a reporting person filing this statement.
|
CUSIP No. 749660 10 6 | Page 12 of 14 |
|
8.
|
(a)
|
RFT Investment Company LLC is a reporting person filing this statement.
|
CUSIP No. 749660 10 6 | Page 13 of 14 |
CUSIP No. 749660 10 6 | Page 14 of 14 |
By: LOR, Inc., Manager |
|
||
|
|
||
By:
|
/s/ Glenn P. Grove, Jr. |
|
Date: January 24, 2013 |
Glenn P. Grove, Jr., its: Assistant Secretary | |||
LOR, INC. | |||
By:
|
/s/ Glenn P. Grove, Jr. | Date: January 24, 2013 | |
Glenn P. Grove, Jr., its: Assistant Secretary | |||
R. RANDALL ROLLINS | |||
GARY W. ROLLINS | |||
By: | /s/ Glenn P. Grove, Jr. | Date: January 24, 2013 | |
Glenn P. Grove, Jr., attorney-in fact |
By: LOR, Inc., Manager |
|
||
|
|
||
By:
|
/s/ Glenn P. Grove, Jr. |
|
|
Glenn P. Grove, Jr., its: Assistant Secretary | |||
LOR, INC. | |||
By:
|
/s/ Glenn P. Grove, Jr. | ||
Glenn P. Grove, Jr., its: Assistant Secretary | |||
R. RANDALL ROLLINS | |||
GARY W. ROLLINS | |||
By: | /s/ Glenn P. Grove, Jr. | ||
Glenn P. Grove, Jr., attorney-in fact |