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Filing Details

Accession Number:: 0000899243-17-014595
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-05-26 17:25:12
Reporting Period:: 2017-05-24

Filing Date:: 2017-05-26
Accepted Time:: 2017-05-26 17:25:12
SEC Url:: Form 4 Filing

Issuer

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

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
949615	Kayne Anderson Capital Advisors Lp	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	2014-05-24	17,250,000	$38.78	10,626,089	No	4	S	Indirect	See Footnotes

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

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) The three representatives to the board of managers of SHEP II appointed by KAEF VII LP possess the majority vote of the board of managers of SHEP II. 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.
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.
KACALP disclaims beneficial ownership of the securities owned by SHEP Holdings and SHEP II in excess of its pecuniary interest therein and this statement shall not be deemed an admission that KACALP is the beneficial owner of the reported Common Stock for the purposes of Section 13(d) of the Exchange Act or any other purpose.