SEC Form 4 · accession 0001588216-18-000018
RSP Permian, Inc. · RSPP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Wallace Family Partnership, LP
10% Owner · Other
Michael W. Wallace
Director · 10% Owner
Leslyn M. Wallace
10% Owner
Michael Wallace Management, LLC
10% Owner
Period of report
Jan 11, 2018
Accepted (ET)
Jan 12, 2018 · 7:22 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001588216
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Jan 11, 2018 | S | 32,523 | $42.52 | D | 8,156,603 | I | See Note |
| Common StockF2,F4,F3 | Jan 12, 2018 | S | 100 | $42.45 | D | 8,156,503 | I | See Note |
| Common StockF5 | holding | — | — | — | 22,438 | I | See Note | |
| Common StockF6 | holding | — | — | — | 82,109 | I | See Note | |
| Common StockF7 | holding | — | — | — | 2,166,152 | I | See Note | |
| Common StockF8 | holding | — | — | — | 500 | I | See Note | |
| Common StockF9 | holding | — | — | — | 300 | I | See Note |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On January 11, 2018, pursuant to a plan of disposition adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934 (the "10b5-1 Plan"), Wallace Family Partnership, LP ("Wallace LP") sold 32,523 shares in multiple trades at prices ranging from $42.45 to $42.74. The price reported above reflects the weighted average sale price. Wallace LP hereby undertakes to provide to the Securities and Exchange Commission staff (the "Staff"), the issuer or any security holder of the issuer, upon request, full information regarding the number of shares and prices at which the transaction was effected.
- F2The first sale under the 10b5-1 Plan was on January 11, 2018. No more than 250,000 shares may be sold in the aggregate under the 10b5-1 Plan. The 10b5-1 Plan terminates no later than July 3, 2018, regardless of whether the maximum of 250,000 shares in the aggregate have been sold.
- F3These securities are held by Wallace LP. Michael Wallace Management, LLC ("Wallace Management") is the general partner of Wallace LP, and Mr. Wallace and Mrs. Wallace are the managers of Wallace Management. Accordingly, each of Mr. and Mrs. Wallace may be deemed to share voting and dispositive power over the reported securities of Wallace LP, and as a result may be deemed to beneficially own the reported securities of Wallace LP. Each of Mr. and Mrs. Wallace disclaim beneficial ownership of the reported securities of Wallace LP except to the extent of his or her pecuniary interest therein.
- F4On January 12, 2018, pursuant to the 10b5-1 Plan, Wallace LP sold 100 shares at a price of $42.45 per share. The price reported above reflects the weighted average sale price. Wallace LP hereby undertakes to provide to the Staff, the issuer or any security holder of the issuer, upon request, full information regarding the number of shares and prices at which the transaction was effected.
- F5These securities are held of record by Michael W. Wallace. Leslyn M. Wallace, Mr. Wallace's spouse, disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein.
- F6These securities are held of record by Mrs. Wallace. Mr. Wallace disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
- F7These securities are held of record by Collins & Wallace Holdings, LLC. Ted Collins, Jr. and Wallace LP are the members of Collins & Wallace Holdings, LLC. Wallace Management is the general partner of Wallace LP, and Mr. and Mrs. Wallace are the managers of Wallace Management. Accordingly, Mr. Collins and Mr. and Mrs. Wallace may be deemed to share voting and dispositive power over the reported securities of Collins & Wallace Holdings, LLC, and as a result may be deemed to beneficially own the reported securities of Collins & Wallace Holdings, LLC. Each of Mr. and Mrs. Wallace disclaim beneficial ownership of the reported securities except to the extent of his or her pecuniary interest therein.
- F8These securities were purchased by Mr. Wallace as custodian for a minor child under the Uniform Transfer to Minors Act. Mr. Wallace disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
- F9These securities are held by a member of Mr. and Mrs. Wallace's immediate family sharing the same household. Mr. and Mrs. Wallace disclaim beneficial ownership of these securities except to the extent of their pecuniary interest therein.