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Filing Details

Accession Number:: 0000899243-17-014594
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-05-26 17:23:03
Reporting Period:: 2017-05-24

Filing Date:: 2017-05-26
Accepted Time:: 2017-05-26 17:23:03
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1588216	Rsp Permian Inc.	RSPP	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
884413	A Richard Kayne	1800 Avenue Of The Stars, 3Rd Floor Los Angeles CA 90067		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2017-05-24	17,250,000	$38.78	10,626,089	No	4	S	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Footnote

Footnotes

Includes 5,134,925 shares of common stock, par value $0.01 per share (the "Common Stock"), of RSP Permian, Inc. (the "Issuer") owned directly by Silver Hill Energy Partners Holdings, LLC ("SHEP Holdings") and 5,491,164 shares of the Common Stock owned directly by Silver Hill Energy Partners II, LLC ("SHEP II"). Kayne Anderson Capital Advisors, L.P. ("KACALP") is the managing member of the general partner of Kayne Anderson Energy Fund VI LP ("KAEF VI LP"), and Kayne Anderson Energy Fund VII LP ("KAEF VII LP"). KAEF VI LP is a member of SHEP Holdings that holds the right to appoint five of the nine representatives to the board of managers of SHEP Holdings. The five representatives to the board of managers of SHEP Holdings appointed by KAEF VI LP possess the majority vote of the board of managers of SHEP Holdings. KAEF VII LP is a member of SHEP II that holds the right to appoint three of the five representatives to the board of managers of SHEP II.
(continued from Footnote 1) As a result, KACALP may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the shares owned by SHEP Holdings and by SHEP II. Richard A. Kayne ("Mr. Kayne") is the controlling shareholder of Kayne Anderson Investment Management, Inc., the general partner of KACALP. Mr. Kayne is also a limited partner of KAEF VI LP and KAEF VII LP.
On May 18, 2017, the Issuer and SHEP Holdings and SHEP II (the "Selling Stockholders"), entered into an Underwriting Agreement (the "Underwriting Agreement") with Merrill Lynch, Pierce, Fenner & Smith Incorporated (the "Underwriter") relating to the offer and sale (the "Offering") of 15,000,000 shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") by the Selling Stockholders at a price to the Underwriter of $38.78 per share, to be resold by the Underwriter to the public at variable prices. Pursuant to the Underwriting Agreement, the Selling Stockholders granted the Underwriter a 30-day option to purchase up to an additional 2,250,000 shares of the Common Stock (the "Upsize"), which option was exercised in full by the Underwriter on May 23, 2017. The Offering and Upsize were settled on May 24, 2017.
Mr. Kayne disclaims beneficial ownership of the shares reported, except those shares held by him or attributable to him by virtue of his limited partnership interests in KAEF VI LP and KAEF VII LP and his indirect interest in the interest of KACALP in the limited partnerships.