| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock, $.10 Par Value |
| (b) | Name of Issuer:
RPC INC |
| (c) | Address of Issuer's Principal Executive Offices:
2801 BUFORD HIGHWAY NE, SUITE 300, ATLANTA,
GEORGIA
, 30329. |
Item 1 Comment:
This Amendment No. 25 to Schedule 13D relates to the common stock, $0.10 par value per share (the "Common Stock"), of RPC, Inc., a Delaware corporation (the "Company"). The original Schedule 13D was filed on November 8, 1993, as amended by Amendment No. 1 filed on March 5, 1996, Amendment No. 2 filed on January 10, 2003, Amendment No. 3 filed on May 1, 2003, Amendment No. 4 filed on October 14, 2003, Amendment No. 5 filed on December 14, 2006, Amendment No. 6 filed on August 3, 2007, Amendment No. 7 filed on August 29, 2007, Amendment No. 8 filed on November 20, 2007, Amendment No. 9 filed on January 25, 2013, Amendment No. 10 filed on December 11, 2014, Amendment No. 11 filed on August 7, 2019, Amendment No. 12 filed on July 2, 2020, Amendment No. 13 filed on August 21, 2020, Amendment No. 14 filed on December 9, 2020, Amendment No. 15 filed on March 5, 2021, Amendment No. 16 filed on May 6, 2021, Amendment No. 17 filed on June 14, 2021, Amendment No. 18 filed on January 24, 2022, and Amendment No. 19 filed on April 4, 2022, Amendment No. 20 filed on June 6, 2022, Amendment No. 21 filed on November 9, 2022, Amendment No. 22 filed on December 5, 2022 and Amendment No. 23 filed on September 27, 2023 and Amendment No. 24 filed on March 3, 2025 (collectively, the "Schedule 13D, as amended"). The Schedule 13D, as amended, is incorporated by reference herein. |
| Item 2. | Identity and Background |
|
| (a) | 1. Gary W. Rollins is a reporting person filing this statement.
2. Amy R. Kreisler is a reporting person filing this statement.
3. Pamela R. Rollins is a reporting person filing this statement.
4. Timothy C. Rollins is a reporting person filing this statement.
5. The RRR Voting Trust is a reporting person filing this statement. Its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way, NE, Atlanta, Georgia 30329. It is a trust established for estate planning and investment holding purposes.
6. The GWR Voting Trust is a reporting person filing this statement. Its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way, NE, Atlanta, Georgia 30329. It is a trust established for estate planning and investment holding purposes.
7. LOR, Inc. is a reporting person filing this statement. It is a Georgia corporation, and its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. Its principal business is to serve as a private investment holding company.
8. RFT Investment Company, LLC is a reporting person filing this statement. It is a Georgia limited liability company, and its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. Its principal business is to serve as a private investment holding company.
9. RCTLOR, LLC is a reporting person filing this statement. It is a Georgia limited liability company, and its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. Its principal business is to serve as a private investment holding company.
10. Thomas H. Claiborne is a director of LOR, Inc., which is a reporting person filing this statement.
11. Paul F. Morton is a director of LOR, Inc., which is a reporting person filing this statement.
12. Ryan M. Harding is a director of LOR, Inc., which is a reporting person filing this statement.
Each of Gary W. Rollins, Amy R. Kreisler, Pamela R. Rollins and Timothy C. Rollins (together, the "Group") have agreed to act in concert with respect to shares of Common Stock beneficially owned by each of them by exercising their respective direct or indirect dispositive power and their respective direct or indirect voting power in concert with the other members of the Group. By virtue of such agreement, the Group and certain persons affiliated with the members of the Group may be deemed to be acting as a group for purposes of Rule 13d-3 under the Securities and Exchange Act of 1934, as amended (the "Exchange Act"). The reporting persons have agreed to file this Amendment jointly as a group pursuant to Rule 13d-1(k) under the Exchange Act. |
| (b) | With respect to the individuals identified by number in Item 2(a) above:
1. His principal business address is 2170 Piedmont Road, N.E., Atlanta, Georgia 30324.
2. Her business address is 1908 Cliff Valley Way NE, Atlanta, GA 30329.
3. Her business address is 1908 Cliff Valley Way NE, Atlanta, GA 30329.
4. His principal business address is 1908 Cliff Valley Way NE, Atlanta, GA 30329.
10. His address is 15 Ellensview Ct., Richmond, VA 23226.
11. His business address is 3620 Happy Valley Road, Suite 202, Lafayette, CA 94549.
12. His business address is c/o IFO Group, LLC, 2211 Woodward Avenue, Suite 101, Detroit, MI 48201. |
| (c) | With respect to the individuals identified by number in Item 2(a) above:
1. His principal occupation is Executive Chairman Emeritus of Rollins, Inc., engaged in the provision of pest and termite control services, the business address of which is 2170 Piedmont Road, N.E., Atlanta, Georgia 30324.
2. Her principal occupation is Executive Director, The O. Wayne Rollins Foundation (a private charitable trust), the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329.
3. Her principal occupation is as a member of the Board of Trustees of Young Harris College, a member of the Board of Directors of the National Monuments Foundation, and a trustee of the O. Wayne Rollins Foundation (a private charitable trust), the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329.
4. His principal occupation is Vice President of LOR, Inc., the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329.
10. His principal occupation is Managing Director, Mary Oppenheimer Daughters Holdings Limited, the business address of which is Mary Oppenheimer Daughters Holdings Limited, 2nd Floor Cycle 360 House, Isle of Man Business Park, Douglas, Isle of Man IM2 2QZ.
11. His principal occupation is Managing Director, Morton Management LLC, the business address of which is 3620 Happy Valley Road, Suite 202, Lafayette, CA 94549.
12. His principal occupation is Managing Director, IFO Group, LLC, the business address of which is 2211 Woodward Avenue, Suite 101, Detroit, MI 48201. |
| (d) | With respect to all persons identified in Item 2(a) above: None. |
| (e) | With respect to all persons identified in Item 2(a) above: None. |
| (f) | With respect to the individuals identified by number (1, 2, 3, 4, 13, 14, 16, 17 and 19) in Item 2(a) above: United States |
| Item 3. | Source and Amount of Funds or Other Consideration |
| | See the Schedule 13D, as amended, for historical information. |
| Item 4. | Purpose of Transaction |
| | Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following: As a result of the distribution of certain voting shares of LOR, Inc. to its beneficiary on September 17, 2026, the GWR Voting Trust is no longer the beneficial owner of the shares of Common Stock held indirectly by or through LOR, Inc. or RFT Investment Company, LLC. |
| Item 5. | Interest in Securities of the Issuer |
| (a) | See the cover pages to this Amendment. |
| (b) | Thomas H. Claiborne does not beneficially own any shares of Common Stock.
Paul F. Morton beneficially owns 1,750 shares of Common Stock (0.0%) as to which shares he has sole voting and dispositive power.
Ryan M. Harding does not beneficially own any shares of Common Stock.
Each of Gary W. Rollins, Amy R. Kreisler, Pamela R. Rollins and Timothy C. Rollins (together, the "Group") have agreed to act in concert with respect to shares of Common Stock beneficially owned by each of them by exercising their respective direct or indirect dispositive power and their respective direct or indirect voting power in concert with the other members of the Group. By virtue of such agreement, the Group and certain persons affiliated with the members of the Group may be deemed to be acting as a group for purposes of Rule 13d-3 under the Exchange Act. The reporting persons have agreed to file this Amendment jointly as a group pursuant to Rule 13d-1(k) under the Exchange Act. The reporting persons, acting collectively as a group, have beneficial ownership of 125,470,221 shares of Common Stock (56.6%). |
| (c) | Except as previously noted in the Schedule 13D, as amended, no transactions in Company common stock were effected by, or with respect to, the reporting persons and the other persons listed in Item 2 within 60 days of the date hereof. |
| (d) | None. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
| | See the Schedule 13D, as amended, for historical information. The information set forth in Item 4 hereof is hereby incorporated by reference into this Item 6. Except as disclosed in the Schedule 13D, as amended, there are no such contracts, arrangements, understandings, or relationships with respect to any securities of the Company, including but not limited to transfer or voting of any of such securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss or the giving or withholding of proxies. |
| Item 7. | Material to be Filed as Exhibits. |
| | (A) Agreement of filing persons relating to filing of joint statement per Rule 13d-1(k). |