0001171200-20-000535.txt : 20200821 0001171200-20-000535.hdr.sgml : 20200821 20200821163018 ACCESSION NUMBER: 0001171200-20-000535 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200821 DATE AS OF CHANGE: 20200821 GROUP MEMBERS: 1997 RRR GRANDCHILDREN'S PARTNERSHIP GROUP MEMBERS: 2007 GWR GRANDCHILDREN'S PARTNERSHIP GROUP MEMBERS: ESTATE OF R. RANDALL ROLLINS GROUP MEMBERS: LOR INVESTMENT COMPANY, LLC GROUP MEMBERS: LOR, INC. GROUP MEMBERS: RCTLOR, LLC GROUP MEMBERS: RFA MANAGEMENT COMPANY, LLC GROUP MEMBERS: RFPS INVESTMENTS I, L.P. GROUP MEMBERS: RFT INVESTMENT COMPANY, LLC GROUP MEMBERS: ROLLINS HOLDING COMPANY, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ROLLINS INC CENTRAL INDEX KEY: 0000084839 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-TO DWELLINGS & OTHER BUILDINGS [7340] IRS NUMBER: 510068479 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-03606 FILM NUMBER: 201123763 BUSINESS ADDRESS: STREET 1: 2170 PIEDMONT RD NE CITY: ATLANTA STATE: GA ZIP: 30324 BUSINESS PHONE: 4048882000 MAIL ADDRESS: STREET 1: 2170 PIEDMONT ROAD NE CITY: ATLANTA STATE: GA ZIP: 30324 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ROLLINS GARY W CENTRAL INDEX KEY: 0001005788 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 2170 PIEDMONT ROAD NE CITY: ATLANTA STATE: GA ZIP: 30324 SC 13D/A 1 i20459_rol-sc13da.htm SCHEDULE 13D AMENDMENT NO. 10

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

  

Under the Securities Exchange Act of 1934

(Amendment No. 10)*

 

Rollins, Inc.
(Name of Issuer)

  

Common Stock, $1.00 Par Value
(Title of Class of Securities)

 

775711 10 4
(CUSIP Number)

 

Stephen D. Fox

171 17th Street NW

Suite 2100

Atlanta, Georgia 30363-1031

(404) 873-8500

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

August 3, 2020 and August 17, 2020

(Date of Event which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 
 
CUSIP No. 775711 10 4 Page 2 of 23

 

1

Name of Reporting Person

Estate of 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

OO

 
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

494,585

 
8

Shared Voting Power

0

 
9

Sole Dispositive Power

494,585

 
10

Shared Dispositive Power

0

 
11

Aggregate Amount Beneficially Owned by Each Reporting Person

494,585

 
12

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares

 

o
13

Percent of Class Represented by Amount in Row (11)

0.2 percent

 
14

Type of Reporting Person

IN

 
 
 
CUSIP No. 775711 10 4 Page 3 of 23

 

1

Name of Reporting 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

OO

 
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

3,686,033

 
8

Shared Voting Power

169,487,751*

 
9

Sole Dispositive Power

3,686,033

 
10

Shared Dispositive Power

169,487,751*

11

Aggregate Amount Beneficially Owned by Each Reporting Person

173,173,784*

 
12

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares

 

o
13

Percent of Class Represented by Amount in Row (11)

52.8 percent*

 
14

Type of Reporting Person

IN

 

 

*Includes 9,526,793 shares of the Company Common Stock held in two charitable trusts of which he is a co-trustee and as to which he shares voting and investment power. Also includes shares acquired by the following entities in connection with the dissolution of RFPS Investments I, L.P.: (a) LOR, Inc., a Georgia corporation, 147,754,511 shares (Mr. Gary W. Rollins is an officer and director of LOR, Inc., and has a 50% voting interest in it.), (b) RFT Investment Company, LLC, 496,642 shares (LOR, Inc. is the manager of RFT Investment Company, LLC), (c) LOR Investment Company, LLC, a Georgia limited liability company, 51,482 shares (LOR Investment Company, LLC is member managed, and LOR, Inc. holds a majority of all voting interests in LOR Investment Company, LLC), (d) Rollins Holding Company, Inc., a Georgia corporation, 6,154,399 shares (Mr. Gary W. Rollins is an officer and director of Rollins Holding Company, Inc., and has a 50% voting interest in it.), (e) RCTLOR, LLC, a Georgia limited liability company, 2,630,023 shares (LOR, Inc. is the managing member of RCTLOR, LLC), (f) 1997 RRR Grandchildren’s Partnership, a Georgia general partnership, the partners of which are multiple trusts benefiting the grandchildren and more remote descendants of his brother, Mr. R. Randall Rollins, 118,715 shares (Mr. Gary W. Rollins is a trustee of each such trust), (g) seven trusts (the “Rollins Family Trusts”) for the benefit of the children and/or more remote descendants of his brother, Mr. R. Randall Rollins, 639,642 shares, and (h) a charitable lead trust (the “Charitable Lead Trust”), 113,897 shares. (The trustee of each of the Rollins Family Trusts and the Charitable Lead Trust is a corporation over which Mr. Gary W. Rollins has the ability to assert control within sixty days.) Also includes 15 shares held by RFPS Investments I, L.P. The general partner of RFPS Investments I, L.P. is LOR Investment Company, LLC. Also includes 494,585 shares held by the Estate of R. Randall Rollins, of which Mr. Gary W. Rollins is the designated executor. Also includes 16,506 shares of Company Common Stock held by his wife. Also includes 1,490,541 shares held by RFA Management Company, LLC, a Georgia limited liability company, the manager of which is LOR, Inc. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person’s pecuniary interest.
 
 
CUSIP No. 775711 10 4 Page 4 of 23

 

1

Name of Reporting 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

OO

 
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

1,490,541

 
8

Shared Voting Power

0

 
9

Sole Dispositive Power

1,490,541

 
10

Shared Dispositive Power

0

 
11

Aggregate Amount Beneficially Owned by Each Reporting Person

1,490,541

 
12

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares

 

o
13

Percent of Class Represented by Amount in Row (11)

0.5 percent

 
14

Type of Reporting Person

OO

 
 
 
CUSIP No. 775711 10 4 Page 5 of 23

 

1

Name of Reporting Person

RFPS Investments I, 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

OO

 
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

15

 
8

Shared Voting Power

0

 
9

Sole Dispositive Power

15

 
10

Shared Dispositive Power

0

 
11

Aggregate Amount Beneficially Owned by Each Reporting Person

15

 
12

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares

 

o
13

Percent of Class Represented by Amount in Row (11)

0.0 percent

 
14

Type of Reporting Person

PN

 
 
 
CUSIP No. 775711 10 4 Page 6 of 23

 

1

Name of Reporting 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

OO

 
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

147,754,511

 
8

Shared Voting Power

4,668,703*

 
9  

Sole Dispositive Power

147,754,511

 
10

Shared Dispositive Power

4,668,703*

 
11

Aggregate Amount Beneficially Owned by Each Reporting Person

152,423,214*

 
12

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares

 

o
13

Percent of Class Represented by Amount in Row (11)

46.5 percent*

 
14

Type of Reporting Person

CO

 
*Includes 1,490,541 shares held by RFA Management Company, LLC, a Georgia limited liability company, the manager of which is LOR, Inc. Also includes shares acquired by the following entities in connection with the dissolution of RFPS Investments I, L.P.: (a) RFT Investment Company, LLC., 496,642 shares (LOR, Inc. is the manager of RFT Investment Company, LLC), (b) LOR Investment Company, LLC, a Georgia limited liability company, 51,482 shares (LOR Investment Company, LLC is member managed, and LOR, Inc. holds a majority of all voting interests in LOR Investment Company, LLC), and (c) RCTLOR, LLC, a Georgia limited liability company, 2,630,023 shares (LOR, Inc. is the managing member of RCTLOR, LLC). Also includes 15 shares held by RFPS Investments I, L.P. The general partner of RFPS Investments I, L.P. is LOR Investment Company, LLC. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person’s pecuniary interest.
 
 
CUSIP No. 775711 10 4 Page 7 of 23

 

1

Name of Reporting 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

OO

 
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

51,482

 
8

Shared Voting Power

15*

 
9

Sole Dispositive Power

51,482

 
10

Shared Dispositive Power

15*

 
11

Aggregate Amount Beneficially Owned by Each Reporting Person

51,497*

 
12

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares

 

o
13

Percent of Class Represented by Amount in Row (11)

0.0 Percent

 
14

Type of Reporting Person

OO

 

 

*Includes 15 shares held by RFPS Investments I, L.P. The general partner of RFPS Investments I, L.P. is LOR Investment Company, LLC.
 
 
CUSIP No. 775711 10 4 Page 8 of 23

 

1

Name of Reporting 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

OO

 
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

496,642

 
8

Shared Voting Power

0

 
9

Sole Dispositive Power

496,642

 
10

Shared Dispositive Power

0

 
11

Aggregate Amount Beneficially Owned by Each Reporting Person

496,642

 
12

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares

 

o
13

Percent of Class Represented by Amount in Row (11)

0.2 Percent

 
14

Type of Reporting Person

OO

 
 
 
CUSIP No. 775711 10 4 Page 9 of 23

 

1

Name of Reporting Person

Rollins Holding Company, Inc.

 
2

Check the Appropriate Box if a Member of a Group

 

(a)x

(b)o

3

SEC Use Only

 

 
4

Source of Funds

OO

 
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

6,154,399

 
8

Shared Voting Power

0

 
9

Sole Dispositive Power

6,154,399

 
10

Shared Dispositive Power

0

 
11

Aggregate Amount Beneficially Owned by Each Reporting Person

6,154,399

 
12

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares

 

o
13

Percent of Class Represented by Amount in Row (11)

1.9 percent

 
14

Type of Reporting Person

CO

 
 
 
CUSIP No. 775711 10 4 Page 10 of 23

 

1

Name of Reporting Person

RCTLOR, LLC

 
2

Check the Appropriate Box if a Member of a Group

 

(a)x

(b)o

3

SEC Use Only

 

 
4

Source of Funds

OO

 
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

2,630,023

 
8

Shared Voting Power

0

 
9

Sole Dispositive Power

2,630,023

 
10

Shared Dispositive Power

0

 
11

Aggregate Amount Beneficially Owned by Each Reporting Person

2,630,023

 
12

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares

 

o
13

Percent of Class Represented by Amount in Row (11)

0.8 percent

 
14

Type of Reporting Person

OO

 
 
 
CUSIP No. 775711 10 4 Page 11 of 23

 

1

Name of Reporting Person

1997 RRR Grandchildren’s Partnership

 
2

Check the Appropriate Box if a Member of a Group

 

(a)x

(b)o

3

SEC Use Only

 

 
4

Source of Funds

OO

 
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

118,715

 
8

Shared Voting Power

0

 
9

Sole Dispositive Power

118,715

 
10

Shared Dispositive Power

0

 
11

Aggregate Amount Beneficially Owned by Each Reporting Person

118,715

 
12

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares

 

o
13

Percent of Class Represented by Amount in Row (11)

0.0 percent

 
14

Type of Reporting Person

PN

 
 
 
CUSIP No. 775711 10 4 Page 12 of 23

 

1

Name of Reporting Person

2007 GWR Grandchildren’s Partnership

 
2

Check the Appropriate Box if a Member of a Group

 

(a)x

(b)o

3

SEC Use Only

 

 
4

Source of Funds

OO

 
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

213,188

 
8

Shared Voting Power

0

 
9

Sole Dispositive Power

213,188

 
10

Shared Dispositive Power

0

 
11

Aggregate Amount Beneficially Owned by Each Reporting Person

213,188

 
12

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares

 

o
13

Percent of Class Represented by Amount in Row (11)

0.1 percent

 
14

Type of Reporting Person

PN

 
 
 
CUSIP No. 775711 10 4 Page 13 of 23

 

Item 1.   Security and Issuer

 

This Amendment No. 10 to Schedule 13D relates to the Common Stock, $1.00 par value, of Rollins, Inc., a Delaware corporation (the “Company”). The original Schedule 13D was filed on November 8, 1993 and was amended by Amendment No. 1 filed on March 5, 1996, Amendment No. 2 filed on January 10, 2003, Amendment No. 3 filed on May 2, 2003, Amendment No. 4 filed on October 10, 2003, Amendment No. 5 filed on March 16 2004, Amendment No. 6 filed on January 28, 2009, Amendment No. 7 filed on January 12, 2010, Amendment No. 8 filed on November 15, 2010, and Amendment No. 9 filed on July 2, 2020 (collectively the “Schedule 13D, as amended”). The principal executive office of the Company is located at:

 

    2170 Piedmont Road, N.E.
    Atlanta, Georgia 30324

 

Item 2.   Identity and Background

 

1.

The Estate of R. Randall Rollins 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.

  

 (d)          None.

 

 (e)          None.

 

2.(a)          Gary W. Rollins is a reporting person filing this statement.

 

 (b)          His principal business address is 2170 Piedmont Road, N.E., Atlanta, Georgia 30324.

 

 (c)          His principal occupation is Vice Chairman and Chief Executive Officer of the Company, engaged in the provision of pest and termite control services, the business address of which is 2170 Piedmont Road, N.E., Atlanta, Georgia 30324.

 

 (d)          None.

 

 (e)          None.

 

 (f)          United States.
 
 
CUSIP No. 775711 10 4 Page 14 of 23

 

3.RFA Management Company, LLC is a reporting person filing this statement. It is a Georgia limited liability company, and its principal business address is 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. Its principal business is to serve as a family office investment manager.

 

 (d)          None.

 

 (e)          None.

 

4.RFPS Investments I, L.P. is a reporting person filing this statement. It is a Georgia limited partnership, 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.

 

 (d)          None.

 

 (e)          None.

 

5.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.

 

 (d)          None.

 

 (e)          None.

 

6.LOR 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.

 

 (d)          None.

 

 (e)          None.

 

7.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.

 

 (d)          None.

 

 (e)          None.
 
 
CUSIP No. 775711 10 4 Page 15 of 23

 

8.Rollins Holding Company, 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.

 

 (d)          None.

 

 (e)          None.

 

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.

 

 (d)          None.

 

 (e)          None.

 

10.1997 RRR Grandchildren’s Partnership is a reporting person filing this statement. It is a Georgia general partnership, and its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. It is a family investment entity.

 

 (d)          None.

 

 (e)          None.

 

11.2007 GWR Grandchildren’s Partnership is a reporting person filing this statement. It is a Georgia general partnership, and its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. It is a family investment entity.

 

 (d)          None.

 

 (e)          None.

 

12.(a)          Thomas Hamilton Claiborne is a director of LOR, Inc., which is a reporting person filing this statement.

 

 (b)          His address is 15 Ellensview Ct., Richmond, VA 23226.

 

 (c)          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.

 

 (d)          None.

 

 (e)          None.

 

 (f)          United States.
 
 
CUSIP No. 775711 10 4 Page 16 of 23

 

13.(a)          Amy R. Kreisler is a director of LOR, Inc., which is a reporting person filing this statement.

 

 (b)          Her business address is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

 

 (c)          Her principal occupation is Executive Director—The O. Wayne Rollins Foundation and The Ma-Ran Foundation (private charitable entities), the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

 

 (d)          None.

 

 (e)          None.

 

 (f)          United States.

 

14.(a)          Paul Morton is a director of LOR, Inc., which is a reporting person filing this statement.

 

 (b)          His business address is 3620 Happy Valley Road, Suite 202, Lafayette, CA 94549.

 

 (c)          His principal occupation is Managing Director, Morton Management LLC, the business address of which is 3620 Happy Valley Road, Suite 202, Lafayette, CA 94549.

 

 (d)          None.

 

 (e)          None.

 

 (f)          United States.

 

15.(a)          Pamela R. Rollins is a director of LOR, Inc., which is a reporting person filing this statement.

 

 (b)          Her business address is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

 

 (c)          Her principal occupation is as Board member for Young Harris College, and Board member of National Monuments Foundation and the O. Wayne Rollins Foundation, the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

 

 (d)          None.

 

 (e)          None.

 

 (f)          United States.
 
 
CUSIP No. 775711 10 4 Page 17 of 23

 

16.(a)          Timothy C. Rollins is a director of LOR, Inc., which is a reporting person filing this statement.

 

 (b)          1908 Cliff Valley Way NE, Atlanta, GA 30329.

 

 (c)          His principal occupation is Vice President of Rollins Investment Company (management services), the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

 

 (d)          None.

 

 (e)          None.

 

 (f)          United States.

 

17.Nine family trusts (the “1976 RRR Trusts”) are the general partners of 1997 RRR Grandchildren’s Partnership, which is a reporting person filing this statement. The 1976 RRR Trusts are irrevocable trusts established by R. Randall Rollins for the benefit of his grandchildren and more remote descendants. Gary W. Rollins is a trustee of the 1976 RRR Trusts and exercises de facto control over them. The principal business address of the 1976 RRR Trusts is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329.

 

 (d)          None.

 

 (e)          None.

 

18.

Four family trusts (the “1976 GWR Trusts”) are the general partners of 2007 GWR Grandchildren’s Partnership, which is a reporting person filing this statement. The 1976 GWR Trusts are irrevocable trusts established by Gary W. Rollins for the benefit of his grandchildren and more remote descendants. The principal business address of the 1976 GWR Trusts is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329.

 

 (d)          None.

 

 (e)          None.

 

19.(a)          Donald P. Carson is a director and the Secretary and Treasurer of LOR, Inc., which is a reporting person filing this statement. He is also a director and the Secretary and Treasurer of Rollins Holding Company, Inc., which is a reporting person filing this statement.

 

 (b)          His business address is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

 

 (c)          His principal occupation is President, RFA Management Company, LLC, the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

 

 (d)          None.

 

 (e)          None.

 

 (f)          United States.
 
 
CUSIP No. 775711 10 4 Page 18 of 23

 

Item 3.   Source and Amount of Funds or Other Consideration

 

See the Schedule 13D, as amended for historical information. Shares distributed pursuant to the Dissolution, as defined in Item 5 below, were distributed for no consideration. Mr. Gary W. Rollins generally receives annual grants of restricted stock from the Company as compensation for his services as Vice Chairman and Chief Executive Officer of the Company. Mr. R. Randall Rollins died on August 17, 2020, and 494,585 shares became property of his estate.

 

Item 4.   Purpose of Transaction

 

See the Schedule 13D, as amended.

 
 
CUSIP No. 775711 10 4 Page 19 of 23

 

Item 5.   Interest in Securities of the Issuer

 

(a)-(b)          See the cover pages to this Amendment.

 

Mr. Thomas Claiborne does not beneficially own any shares of Company Common Stock.

 

Ms. Amy R. Kreisler beneficially owns 9,970,076 shares of Company Common Stock (3.0%), as to which she shares voting and dispositive power. She has sole voting and dispositive power with respect to 261,074 shares and shared voting and dispositive power with respect to 9,709,002 shares. These shares include 9,526,793 shares of Company Common Stock held in two charitable trusts of which she is a co-trustee or Executive Director. Also includes 62,702 shares held by the 2002 Amy R. Kreisler Trust, as to which she currently has the power to designate the members of the Investment Committee of the trustee. Also includes 86,491 shares of Company Common Stock held in two family trusts (the “JPR Trusts”) of which she is the sole trustee. Also includes 33,016 shares held by her spouse. Excludes 498,809 shares of Company Common Stock held indirectly through a family limited partnership of which Ms. Kreisler is a general partner.

 

Mr. Paul Morton beneficially owns 1,750 shares of Company Common Stock (0.0%) as to which shares he has sole voting and dispositive power.

 

Ms. Pamela R. Rollins beneficially owns 6,253,907 shares of Company Common Stock (1.9%). She has sole voting and dispositive power with respect to 323,504 shares, and shared voting and dispositive power with respect to 5,930,403 shares. These shares include 5,867,701 shares of Company Common Stock held in a charitable trust of which she is a co-trustee. Also includes 62,702 shares held by the 2002 Pamela R. Rollins Trust, as to which she currently has the power to designate the members of the Investment Committee of the trustee. Excludes 498,809 shares of Company Common Stock held indirectly through a family limited partnership of which Ms. Rollins is a general partner.

 

Mr. Timothy C. Rollins beneficially owns 427,533 shares of Company Common Stock (0.1%). He has sole voting and dispositive power with respect to 260,200 shares, and shared voting and dispositive power with respect to 167,333 shares. These shares include 104,631 shares of Company Common Stock held by his spouse. Also includes 62,702 shares held by the 2002 Timothy C. Rollins Trust, as to which he currently has the power to designate the members of the Investment Committee of the trustee. Excludes 498,809 shares of Company Common Stock held indirectly through a family limited partnership of which Mr. Rollins is a general partner.

 

The 1976 RRR Trusts beneficially own 118,715 shares of Company Common Stock (0.0%). They have sole voting and dispositive power with respect to zero shares, and shared voting and dispositive power with respect to 118,715 shares. These shares include 118,715 shares of Company Common Stock held by 1997 RRR Grandchildren’s Partnership.

 

The 1976 GWR Trusts beneficially own 213,188 shares of Company Common Stock (0.1%). They have sole voting and dispositive power with respect to zero shares, and shared voting and dispositive power with respect to 213,188 shares. These shares include 213,188 shares of Company Common Stock held by 2007 GWR Grandchildren’s Partnership.

 

Mr. Donald P. Carson beneficially owns zero shares of Company Common Stock (0.0%).

 
 
CUSIP No. 775711 10 4 Page 20 of 23

 

(c)

 

The following transactions 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:

 

·On June 30, 2020, pursuant to an Agreement for Dissolution of Partnership dated June 30, 2020, RFPS Management Company I, L.P. dissolved, and distributed 159,734,464 shares of Company Common Stock to RFPS Investments I, L.P., and 1,490,541 shares to RFA Management Company, LLC, for no consideration.

 

·On June 30, 2020, pursuant to an Agreement for Dissolution of Partnership dated June 30, 2020, RFPS Investments I, L.P. dissolved, and on August 3, 2020, it distributed 159,734,449 shares of Company Common Stock to its equity holders, for no consideration (the “Dissolution”).

 

·In connection with the distribution of shares by RFPS Investments I , L.P. in connection with its Dissolution on June 30, 2020 described above, the following persons received shares of Company Common Stock, for no consideration:

 

oLOR, Inc. –147,754,511 shares
oLOR Investment Company, LLC—51,482 shares
oRollins Holding Company, Inc. –6,154,399 shares
oRFT Investment Company, LLC—496,642 shares
oRCTLOR, LLC—2,630,023 shares
o1997 RRR Grandchildren’s Partnership—118,715 shares
o2007 GWR Grandchildren’s Partnership—213,188 shares
oAmy R. Kreisler—259,074 shares
oPamela R. Rollins—248,874 shares
oTimothy C. Rollins—258,200 shares
o2002 Amy R. Kreisler Trust—62,702 shares
o2002 Pamela R. Rollins Trust—62,702 shares
o2002 Timothy C. Rollins Trust—62,702 shares
oOther Rollins Family Trusts—451,536 shares
oThe JPR Trusts—86,491 shares
oCharitable Lead Trust—113,897 shares

 

·Mr. R. Randall Rollins died on August 17, 2020, and 494,585 shares became property of his estate.

 

 (d)          None.

 

 (e)          Following the death of R. Randall Rollins on August 17, 2020, the 2007 GWR Grandchildren’s Partnership ceased to be a part of the reporting group and therefore ceased to beneficially own in excess of 5% of outstanding Company common stock.
 
 
CUSIP No. 775711 10 4 Page 21 of 23

 

Item 6.   Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

Other than as referenced above in Items 4 and 5, the content of which is incorporated herein by reference, 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).

 

(B)          Letter dated June 30, 2020. (incorporated by reference to Item 7(B) contained in Amendment No. 9 to Schedule 13D filed on July 2, 2020.) 

 
 
CUSIP No. 775711 10 4 Page 22 of 23

 

Signature.

 

After reasonable inquiry each of the undersigned certifies that to the best of his knowledge and belief the information set forth in this statement is true, complete and correct.

        
RFT INVESTMENT COMPANY, LLC   
  By:  LOR, INC., Manager   
    
By: /s/ Gary W. Rollins    

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
RFA MANAGEMENT COMPANY, LLC   
  By:  LOR, INC., Manager   
    
By: /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
RFPS INVESTMENTS I, L.P.   
  By:  LOR INVESTMENT COMPANY, LLC, General Partner  
    By:  LOR, INC., Class A Member   
    
By: /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
LOR INVESTMENT COMPANY, LLC   
  By:  LOR, INC., Class A Member   
    
By: /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
ROLLINS HOLDING COMPANY, INC.   
    
By: /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
RCTLOR, LLC   
  By:  LOR, INC., Manager   
    
By: /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
LOR, INC.   
    
By: /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
1997 RRR GRANDCHILDREN’S PARTNERSHIP 
    
By:  /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, as co-trustee of the   
   1976 RRR Trusts, each a General Partner   
      
/s/ Gary W. Rollins  

Date: August 20, 2020

GARY W. ROLLINS   
    
2007 GWR GRANDCHILDREN’S PARTNERSHIP 
    
By:  /s/ Donald P. Carson  

Date: August 20, 2020

   Donald P. Carson, as co-trustee of the 
   1976 GWR Trusts, each a General Partner
  

ESTATE OF R. RANDALL ROLLINS

 
    
By:  /s/ Gary W. Rollins                                    

Date: August 20, 2020

   Gary W. Rollins, Designated Executor 

 
 
CUSIP No. 775711 10 4 Page 23 of 23

 

EXHIBIT A

 

The undersigned each hereby certifies and agrees that the above Amendment to Schedule 13D concerning securities issued by Rollins, Inc. is being filed on behalf of each of the undersigned.

        
RFT INVESTMENT COMPANY, LLC   
  By:  LOR, INC., Manager   
    
By: /s/ Gary W. Rollins    

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
RFA MANAGEMENT COMPANY, LLC   
  By:  LOR, INC., Manager   
    
By: /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
RFPS INVESTMENTS I, L.P.   
  By:  LOR INVESTMENT COMPANY, LLC, General Partner  
    By:  LOR, INC., Class A Member   
    
By: /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
LOR INVESTMENT COMPANY, LLC   
  By:  LOR, INC., Class A Member   
    
By: /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
ROLLINS HOLDING COMPANY, INC.   
    
By: /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
RCTLOR, LLC   
  By:  LOR, INC., Manager   
    
By: /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
LOR, INC.   
    
By: /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, Vice President   
      
1997 RRR GRANDCHILDREN’S PARTNERSHIP 
    
By:  /s/ Gary W. Rollins  

Date: August 20, 2020

   Gary W. Rollins, as co-trustee of the   
   1976 RRR Trusts, each a General Partner   
      
/s/ Gary W. Rollins   

Date: August 20, 2020

GARY W. ROLLINS   
    
2007 GWR GRANDCHILDREN’S PARTNERSHIP 
    
By:  /s/ Donald P. Carson  

Date: August 20, 2020

   Donald P. Carson, as co-trustee of the 
   1976 GWR Trusts, each a General Partner
    

ESTATE OF R. RANDALL ROLLINS

 
    
By:  /s/ Gary W. Rollins                                    

Date: August 20, 2020

Gary W. Rollins, Designated Executor