FORM 5
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
[ ] Form 3 Holdings Reported
[ ] Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

                                                                                  

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Arrott Zane W.

2. Issuer Name and Ticker or Trading Symbol

RSP Permian, Inc. [RSPP]

5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Operating Officer

(Last)          (First)          (Middle)

3141 HOOD STREET, SUITE 500

3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY)
12/31/2015 
(Street)

DALLAS, TX 75219

(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person


Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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)
Amount (A) or (D) Price
Common Stock   1/30/2015     J   (1) 16125   A $0   (1) 474300   I   (2) By family limited partnership   (3)
Common Stock                 59198   (4) D   (2)  

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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
(MM/DD/YYYY)
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 at End of Issuer's Fiscal Year
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  In connection with its impending dissolution, Rising Star Development Co., L.L.C. ("Devco") made a pro rata distribution of all of the shares of common stock that it held to its members. Arrott Family Holdings, L.P. received 16,125 shares of common stock pursuant to this distribution from Devco.
( 2)  The Reporting Person's Form 4, filed with the Securities and Exchange Commission on November 27, 2015, inadvertently attributed to the Reporting Person's direct ownership the shares that were disposed of by Arrott Family Holdings, L.P.
( 3)  Mr. Arrott is a general partner of Arrott Family Holdings, L.P. and therefore may be deemed to indirectly beneficially own these securities. Mr. Arrott disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
( 4)  Amount reflects 4,126 shares and 1,995 shares withheld by the issuer on February 11, 2015 and March 1, 2015, respectively, each incident to the vesting of a restricted stock grant issued in accordance with Rule 16b-3.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Arrott Zane W.
3141 HOOD STREET, SUITE 500
DALLAS, TX 75219


Chief Operating Officer

Signatures
/s/ James E. Mutrie, attorney-in-fact for Zane W. Arrott 2/5/2016
** Signature of Reporting Person Date


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 control number.
RSP PERMIAN, INC. (NYSE:RSPP)
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