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RPC Inc trust ends indirect hold on 85.1M shares

A large indirect shareholder associated with RPC Inc. reports restructuring-related dispositions that eliminate its reported indirect holdings through two affiliated entities.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

RPC Inc. (RES) reported that the Gary W. Rollins Voting Trust ceased to be the beneficial owner of a large indirect stake in the company due to internal restructuring transactions on September 17, 2026. The trust reported dispositions of 78,981,820 common shares held through LOR, Inc. and 6,143,360 shares held through RFT Investment Company, LLC, leaving 0 shares reported as indirectly owned through those entities. Footnotes state that these changes resulted from a distribution of certain voting shares of LOR, Inc. to the trust’s beneficiary and reference an earlier pro rata distribution on February 27, 2026 for no consideration, with the trust disclaiming beneficial ownership except to the extent of its pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Gary W. Rollins Voting Trust U/A dated September 14, 1994
Role 10% Owner
Type Security Shares Price Value
Other Common Stock F1, F2, F3 78,981,820 -- --
Other Common Stock F1, F2, F3 6,143,360 -- --
Holdings After Transaction: Common Stock — 0 shares (Indirect, Held indirectly through LOR, Inc.); Common Stock — 0 shares (Indirect, Held indirectly through RFT Investment Company, LLC)
Footnotes (3)
  1. F1. As a result of the distribution of certain voting shares of LOR, Inc. to the beneficiary of the reporting person on September 17, 2026, the reporting person is no longer the beneficial owner of the shares of the issuer held indirectly by or through LOR, Inc. or RFT Investment Company, LLC.
  2. F2. Reflects shares that were distributed to the equity holders of RCTLOR, LLC on a pro rata basis, for no consideration on February 27, 2026.
  3. F3. The reporting person disclaims for the purpose of Section 16 of the Securities and Exchange Act of 1934 the beneficial ownership of such securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission of such beneficial ownership.
Indirect shares disposed via LOR, Inc. 78,981,820 shares Common Stock indirectly held through LOR, Inc., transaction dated September 17, 2026
Indirect shares disposed via RFT Investment Company, LLC 6,143,360 shares Common Stock indirectly held through RFT Investment Company, LLC, transaction dated September 17, 2026
Total shares involved in restructuring transactions 85,125,180 shares Aggregate restructuring-related dispositions coded as “Other acquisition or disposition”
Shares indirectly owned after each transaction 0 shares Total shares following transaction for each indirect holding entry
Date of main restructuring disposition September 17, 2026 Effective date for distribution of certain voting shares of LOR, Inc. affecting beneficial ownership
Date of pro rata distribution for no consideration February 27, 2026 Shares distributed to equity holders of RCTLOR, LLC on a pro rata basis
beneficial owner regulatory
"the reporting person is no longer the beneficial owner of the shares"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
pecuniary interest regulatory
"except to the extent of its pecuniary interest therein"
Section 16 of the Securities and Exchange Act of 1934 regulatory
"disclaims for the purpose of Section 16 of the Securities and Exchange Act"
voting shares financial
"distribution of certain voting shares of LOR, Inc. to the beneficiary"
Shares that give their owners the right to vote on important company matters, such as electing the board of directors, approving mergers, or changing bylaws. Think of them as tickets that let shareholders have a say in how a company is run; investors value them not just for potential payouts but for influence over decisions that can affect strategy, risk and long-term value.
pro rata basis financial
"distributed to the equity holders of RCTLOR, LLC on a pro rata basis"
A "pro rata basis" means dividing or distributing something proportionally according to each person's share or interest. For example, if a group shares costs or profits, each person receives or pays a portion that reflects their contribution or ownership percentage. This method ensures fairness by allocating resources in line with individual stakes, which is important for investors to understand how gains, losses, or costs are fairly shared.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did the Form 4 report for RPC Inc. (RES)?

It reported that the Gary W. Rollins Voting Trust disposed of indirect ownership in 78,981,820 RPC Inc. common shares held through LOR, Inc. and 6,143,360 shares held through RFT Investment Company, LLC on September 17, 2026 as part of internal restructuring transactions.

How many RPC Inc. (RES) shares were affected in total?

The filing shows restructuring-type dispositions involving a total of 85,125,180 RPC Inc. common shares (78,981,820 via LOR, Inc. plus 6,143,360 via RFT Investment Company, LLC), all reported as indirect holdings of the Gary W. Rollins Voting Trust.

What is the reporting person’s RPC Inc. (RES) position after these transactions?

For the reported indirect holdings, the Form 4 states 0 RPC Inc. common shares following each transaction. The trust also disclaims beneficial ownership of the securities except to the extent of its pecuniary interest, as noted in a footnote.

Were these RPC Inc. (RES) transactions market sales for cash?

The entries use code J, described as “Other acquisition or disposition,” and footnotes explain that shares were affected through distributions of voting shares and related pro rata distributions, including one on February 27, 2026 for no consideration, rather than stated open-market sales.

Why is the Gary W. Rollins Voting Trust no longer a beneficial owner of certain RPC Inc. (RES) shares?

A footnote explains that, due to the distribution of certain voting shares of LOR, Inc. to the trust’s beneficiary on September 17, 2026, the trust is no longer the beneficial owner of RPC Inc. shares held indirectly by or through LOR, Inc. or RFT Investment Company, LLC.

Was a Rule 10b5-1 trading plan involved in these RPC Inc. (RES) transactions?

No. The Form 4 indicates the document-level Rule 10b5-1 checkbox is not marked as affirmative, and the footnotes do not state that the transactions were made pursuant to a Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Gary W. Rollins Voting Trust U/A dated September 14, 1994

(Last)(First)(Middle)
C/O RFA MANAGEMENT COMPANY, LLC
1908 CLIFF VALLEY WAY, NE

(Street)
ATLANTA GEORGIA 30329

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
RPC INC [ RES ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock09/17/2026J(1)78,981,820(2)(3)D(1)0IHeld indirectly through LOR, Inc.
Common Stock09/17/2026J(1)6,143,360(2)(3)D(1)0IHeld indirectly through RFT Investment Company, LLC
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. As a result of the distribution of certain voting shares of LOR, Inc. to the beneficiary of the reporting person on September 17, 2026, the reporting person is no longer the beneficial owner of the shares of the issuer held indirectly by or through LOR, Inc. or RFT Investment Company, LLC.
2. Reflects shares that were distributed to the equity holders of RCTLOR, LLC on a pro rata basis, for no consideration on February 27, 2026.
3. The reporting person disclaims for the purpose of Section 16 of the Securities and Exchange Act of 1934 the beneficial ownership of such securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission of such beneficial ownership.
/s/ W. Keith Wilkes, Jr., Attorney-in-Fact09/21/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

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