8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): April 28, 2015

ROLLINS, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-4422	51-0068479
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

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

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (404) 888-2000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 28, 2015, Rollins, Inc. (the “Company”), the Company’s Board of Directors elected Eddie Northen as the Company’s Chief Financial Officer and Treasurer, effective May 1, 2015. Northen will replace Harry Cynkus, Senior Vice President, Chief Financial Officer and Treasurer, who, as previously reported by the Company, earlier announced his plans to retire after 17 years with the Company.

Mr. Northen, 50, joined UPS in 1985 and brings a wealth of tax, risk management and audit experience, as well as strong international knowledge to Rollins. Most recently, he was Vice President of International Finance & Accounting – Global Business Services for UPS. Previously, he was CFO of UPS' Asia Pacific Region based in Hong Kong, and he served as Vice President of Finance in UPS’ Pacific and West Regions.

Upon the commencement of his employment as CFO, Mr. Northen will receive an annual salary of $350,000 and be eligible to participate in the Company’s Performance-Based Incentive Cash Compensation Plan for Executive Officers. His target bonus for 2015 under this plan will be 47 percent of his base salary, prorated for the 11/12 portion of 2015 during which he is expected to be employed with the Company. Mr. Northen also participates in the Company’s 2008 Stock Incentive Plan, and on April 28, 2015 received an inaugural, one-time restricted stock award covering 15,000 shares. The restricted stock will vest one-fifth annually beginning on the second anniversary of the grant date. Mr. Northen will be eligible to participate in the Company’s 401(k) plan, health plans and other benefits on the same terms as all other Company employees. The Company will also provide Mr. Northen with use of a company car and other perquisites comparable to other high-level Rollins executives.

There are no family relationships between Mr. Northen and any director or executive officer of the Company and there are no transactions between Mr. Northen and the Company that would be reportable under Item 404(a) of Regulation S-K.

The full text of the press release announcing Mr. Northen’s appointment is furnished as Exhibit 99.1 to this Current Report on Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.

Item 9.01. Financial Statements and Exhibits.

Exhibit No.	Description
99.1	Press Release Dated April 28, 2015.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Rollins, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ROLLINS, INC.

Date: April 28, 2015	By:	/s/ Harry J. Cynkus
	Name:	Harry J. Cynkus
	Title:	Senior Vice President, Chief Financial Officer and Treasurer
		(Principal Financial and Accounting Officer)

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EX-99.1

 

Exhibit 99.1

For Further Information Contact

Harry J. Cynkus (404) 888-2922

Eddie Northen (404) 888-2242

FOR IMMEDIATE RELEASE

EDDIE NORTHEN APPOINTED CHIEF FINANCIAL OFFICER AND TREASURER

ATLANTA, April 28, 2015 -- Rollins, Inc., a premier global consumer and commercial services company (NYSE:ROL), announced today that the Company’s Board of Directors elected Eddie Northen as the Company’s Chief Financial Officer and Treasurer, effective May 1, 2015. Northen will replace Harry Cynkus, Senior Vice President, Chief Financial Officer and Treasurer, who previously announced his plans to retire after 17 years with the company.

“I am pleased to officially recognize Eddie as our new Chief Financial Officer and Treasurer,” said Gary W. Rollins, Vice Chairman and Chief Executive Officer of Rollins, Inc. “He is a seasoned executive who brings exceptional skills and 30 years of experience to our company. Eddie’s financial leadership and international experience will be most valuable to us as we continue to grow our business domestically and abroad.”

Northen commented, “I am very excited to assume this role and want to personally thank Harry for all of his support and guidance during the transition period. I have had the opportunity to spend time with a number of Rollins team members in Atlanta and in the field, as well as meet with numerous investors. This exposure has made me feel even more privileged to be a part of this exceptional company.”

Northen, 50, joined UPS in 1985 and brings a wealth of tax, risk management and audit experience, as well as strong international knowledge to Rollins. Most recently, he was Vice President of International Finance & Accounting – Global Business Services for UPS. Previously, he was CFO of UPS' Asia Pacific Region based in Hong Kong, and he served as Vice President of Finance in the company's Pacific and West Regions.

Northen and his wife, Mayra, have two sons and reside in Alpharetta, GA. In addition to his professional accomplishments, he serves his community as the Board Chairman of Flood Student Missions, a non-profit that helps connect students with opportunities to serve in their community.

Northen received his bachelor’s degree from North Carolina State University and MBA from Regis University in Denver, Colo. He also participated in Harvard Business School’s Executive Education Program.

2170 Piedmont Road, N.E., Atlanta, Ga. 30324 (404) 888-2000

ANOTHER ROLLINS SERVICE

About Rollins

Rollins, Inc. is a premier global consumer and commercial services company. Through its wholly owned subsidiaries, Orkin LLC, HomeTeam Pest Defense, Orkin Canada, Western Pest Services, Critter Control, Inc., The Industrial Fumigant Company, Trutech LLC, Rollins Australia, Waltham Services LLC, PermaTreat, and Crane Pest Control, the Company provides essential pest control services and protection against termite damage, rodents and insects to more than two million customers in the United States, Canada, Central America, South America, the Caribbean, the Middle East, Asia, the Mediterranean, Europe, Africa, Mexico, and Australia from more than 500 locations. You can learn more about our subsidiaries by visiting our web sites at www.orkin.com, www.pestdefense.com, www.orkincanada.ca, www.westernpest.com, www.crittercontrol.com, www.indfumco.com, www.trutechinc.com, www.allpest.com.au, www.walthamservices.com, www.permatreat.com, www.cranepestcontrol.com, and www.rollins.com. You can also find this and other news releases at www.rollins.com by accessing the news releases button.

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