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SCHEDULE 13D/A 0001005788 XXXXXXXX LIVE 11 Common Stock, $.10 Par Value 02/27/2025 false 0001129155 568427108 Marine Products Corporation 2801 Buford Highway NE Suite 300 Atlanta GA 30329 W. Keith Wilkes, Jr. (404) 486-4628 c/o RFA Management Company, LLC 1908 Cliff Valley Way N.E. Atlanta GA 30329 Eric Orsic (312) 372-2000 McDermott Will & Emery LLP 444 West Lake Street, Suite 4000 Chicago IL 60606 0001005788 N Gary W. Rollins a OO N X1 731150.00 2280533.00 731150.00 2280533.00 3011683.00 N 8.6 IN Rows 8, 10, 11, 13: Includes the following shares of Company common stock: (a) 327,258 shares held by WNEG Investments, L.P., a Georgia limited partnership, (Mr. Gary Rollins is the sole member of the sole general partner of WNEG Investments, L.P.); (b) 219,149 shares held by The Gary W. Rollins Revocable Trust, as to which he is the sole trustee; (c) 1,729,621 shares held by three trusts (the "Rollins Family Trusts") for the benefit of the surviving spouse, children and/or more remote descendants of his deceased brother, Mr. R. Randall Rollins; and (d) 4,505 shares held by his spouse. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person's pecuniary interest. 0001820491 N Gary W. Rollins Voting Trust U/A dated September 14, 1994 a OO N X1 0.00 21001939.00 0.00 21001939.00 21001939.00 N 60.1 OO Rows 8, 10, 11, 13: Includes the following shares of Common Stock: (a) 19,138,233 shares held by LOR, Inc., a Georgia corporation (the Gary W. Rollins Voting Trust U/A dated September 14, 1994 (the "GWR Voting Trust") has a 50% voting interest in LOR, Inc.); (b) 156,838 shares held by RFA Management Company, LLC, a Georgia limited liability company, the manager of which is LOR, Inc.; (c) 1,065,476 shares held by RCTLOR, LLC, a Georgia limited liability company, (LOR, Inc. is the manager of RCTLOR, LLC); (d) 297,913 shares held by RFT Investment Company, LLC, of which LOR, Inc. is the manager; and (e) 343,479 shares held by Rollins Holding Company, Inc., a Georgia corporation, (the GWR Voting Trust has a 50% voting interest in Rollins Holding Company, Inc.). The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person's pecuniary interest. 0001820515 N R. Randall Rollins Voting Trust U/A dated August 25, 1994 a OO N X1 79.00 21001939.00 79.00 21001939.00 21002018.00 N 60.1 OO Rows 8, 10, 11, 13: Includes the following shares of Common Stock: (a) 19,138,233 shares held by LOR, Inc., a Georgia corporation (the R. Randall Rollins Voting Trust U/A dated August 25, 1994 (the "RRR Voting Trust") has a 50% voting interest in LOR, Inc.); (b) 156,838 shares held by RFA Management Company, LLC, a Georgia limited liability company, the manager of which is LOR, Inc.; (c) 1,065,476 shares held by RCTLOR, LLC, a Georgia limited liability company, (LOR, Inc. is the manager of RCTLOR, LLC); (d) 297,913 shares held by RFT Investment Company, LLC, of which LOR, Inc. is the manager; and (e) 343,479 shares held by Rollins Holding Company, Inc., a Georgia corporation, (the RRR Voting Trust has a 50% voting interest in Rollins Holding Company, Inc.). The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person's pecuniary interest. 0001212243 N LOR, Inc. a OO N X1 19138233.00 1520227.00 19138233.00 1520227.00 20658460.00 N 59.1 CO Rows 8, 10, 11, 13: Includes the following shares of Company common stock: (a) 156,838 shares held by RFA Management Company, LLC, a Georgia limited liability company, the manager of which is LOR, Inc.; (b) 1,065,476 shares held by RCTLOR, LLC, a Georgia limited liability company, (LOR, Inc. is the manager of RCTLOR, LLC); and (c) 297,913 shares held by RFT Investment Company, LLC, of which LOR, Inc. is the manager. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person's pecuniary interest. 0001810975 N RCTLOR, LLC a OO N X1 1065476.00 0.00 1065476.00 0.00 1065476.00 N 3.0 OO 0001228949 N Rollins Holding Company, Inc. a OO N X1 343479.00 0.00 343479.00 0.00 343479.00 N 1.0 CO 0001820068 N WNEG Investments, L.P. a OO N X1 327258.00 0.00 327258.00 0.00 327258.00 N 0.9 PN 0001383397 N RFT Investment Company, LLC a OO N X1 297913.00 0.00 297913.00 0.00 297913.00 N 0.9 OO 0001688726 N Amy R. Kreisler a OO N X1 84257.00 13066.00 84257.00 13066.00 97323.00 N 0.3 IN Rows 8, 10, 11, 13: Includes 13,066 shares of Common Stock held by six trusts benefitting the grandchildren and more remote descendants of her deceased father, R. Randall Rollins (Ms. Kreisler is a trustee of each such trust; these six trusts, along with five other similar trusts, the "1976 RRR Trusts"). 0001820059 N The Gary W. Rollins Revocable Trust a OO N X1 219149.00 0.00 219149.00 0.00 219149.00 N 0.6 OO 0001632522 N Pamela R. Rollins a OO N X1 126542.00 29757.00 126542.00 29757.00 156299.00 N 0.4 IN Rows 8, 10, 11, 13: Includes 29,757 shares of Common Stock held by nine of the 1976 RRR Trusts (Ms. Rollins is a trustee of each such trust). 0001689063 N Timothy C. Rollins a OO N X1 62034.00 27920.00 62034.00 27920.00 89954.00 N 0.3 IN Rows 8, 10, 11, 13: Includes the following shares of Common Stock: (a) 284 shares of Common Stock held by his spouse, (b) 1,291 shares held of record by a minor child under a Uniform Transfers to Minors Act account, over which he possesses voting and dispositive power as custodian of the account and (c) 26,345 shares held by seven of the 1976 RRR Trusts (Mr. Rollins is a trustee of each such trust). The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person's pecuniary interest. 0001228256 N RFA Management Company, LLC a OO N X1 156838.00 0.00 156838.00 0.00 156838.00 N 0.4 OO Y The Margaret H. Rollins 2014 Trust a OO N X1 20247.00 0.00 20247.00 0.00 20247.00 N 0.1 OO Common Stock, $.10 Par Value Marine Products Corporation 2801 Buford Highway NE Suite 300 Atlanta GA 30329 This Amendment No. 11 to Schedule 13D relates to the common stock, $0.10 par value per share (the "Common Stock"), of Marine Products Corporation, a Delaware corporation (the "Company"). The original Schedule 13D was filed on January 10, 2003 and was amended by Amendment No. 1 filed on May 1, 2003, Amendment No. 2 filed on January 31, 2013, Amendment No. 3 filed on August 17, 2016, Amendment No. 4 filed on November 15, 2016, Amendment No. 5 filed on August 7, 2019, Amendment No. 6 filed on July 2, 2020, Amendment No. 7 filed on August 21, 2020, Amendment No. 8 filed on December 9, 2020, Amendment No. 9 filed on June 8, 2021 and Amendment No. 10 filed on December 5, 2022 (collectively the "Schedule 13D, as amended"). The Schedule 13D, as amended, is incorporated by reference herein. The principal executive office of the Company is located at 2801 Buford Highway NE, Suite 300, Atlanta, Georgia 30329. 1. Gary W. Rollins is a reporting person filing this statement. 2. Amy R. Kreisler is a reporting person filing this statement. 3. Pamela R. Rollins is a reporting person filing this statement. 4. Timothy C. Rollins is a reporting person filing this statement. 5. RFA Management Company, LLC, is a reporting person filing this statement. It is a Georgia limited liability company, and its principal business address is 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. Its principal business is to serve as a family office investment manager. 6. The RRR Voting Trust is a reporting person filing this statement. Its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way, NE, Atlanta, Georgia 30329. It is a trust established for estate planning and investment holding purposes. 7. The GWR Voting Trust is a reporting person filing this statement. Its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way, NE, Atlanta, Georgia 30329. It is a trust established for estate planning and investment holding purposes. 8. LOR, Inc. is a reporting person filing this statement. It is a Georgia corporation, and its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. Its principal business is to serve as a private investment holding company. 9. RFT Investment Company, LLC is a reporting person filing this statement. It is a Georgia limited liability company, and its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. Its principal business is to serve as a private investment holding company. 10. Rollins Holding Company, Inc. is a reporting person filing this statement. It is a Georgia corporation, and its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. Its principal business is to serve as a private investment holding company. 11. RCTLOR, LLC is a reporting person filing this statement. It is a Georgia limited liability company, and its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. Its principal business is to serve as a private investment holding company. 12. The Gary W. Rollins Revocable Trust is a reporting person filing this statement. It is a revocable trust established by and for the benefit of Gary W. Rollins. Gary W. Rollins is the sole trustee of The Gary W. Rollins Revocable Trust. The principal business address of The Gary W. Rollins Revocable Trust is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. 13. WNEG Investments, L.P. is a reporting person filing this statement. It is a Georgia limited partnership, and its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. It is a family investment entity. 14. WNEG Management Company, LLC is the general partner of WNEG Investments, L.P., which is a reporting person filing this statement. It is a Georgia limited liability company, and its principal business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. It is a family investment entity, and Gary W. Rollins is its sole manager and member. 15. Thomas Hamilton Claiborne is a director of LOR, Inc., which is a reporting person filing this statement. 16. Paul Morton is a director of LOR, Inc., which is a reporting person filing this statement. 17. The 1976 RRR Trusts are irrevocable trusts established by R. Randall Rollins for the benefit of his grandchildren and more remote descendants. Pamela R. Rollins, Timothy C. Rollins and Amy R. Kreisler are trustees of the 1976 RRR Trusts and exercise de facto control over them. The principal business address of the 1976 RRR Trusts is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329. 18. Donald P. Carson is a director of LOR, Inc., which is a reporting person filing this statement. 19. Ryan M. Harding is a director of LOR, Inc., which is a reporting person filing this statement. 20. The Margaret H. Rollins 2014 Trust is a reporting person filing this statement. Its business address is 1908 Cliff Valley Way NE, Atlanta, GA 30329. 21. Peggy Rollins is a co-trustee of The Margaret H. Rollins 2014 Trust, which is a reporting person filing this statement. Each of Gary W. Rollins, Amy R. Kreisler, Pamela R. Rollins and Timothy C. Rollins (together, the "Group") have agreed to act in concert with respect to shares of Common Stock beneficially owned by each of them by exercising their respective direct or indirect dispositive power and their respective direct or indirect voting power in concert with the other members of the Group. By virtue of such agreement, the Group and certain persons affiliated with the members of the Group may be deemed to be acting as a group for purposes of Rule 13d-3 under the Securities and Exchange Act of 1934, as amended (the "Exchange Act"). The reporting persons have agreed to file this Amendment jointly as a group pursuant to Rule 13d-1(k) under the Exchange Act. With respect to the individuals identified by number in Item 2(a) above: 1. His principal business address is 2170 Piedmont Road, N.E., Atlanta, Georgia 30324. 2. Her business address is 1908 Cliff Valley Way NE, Atlanta, GA 30329. 3. Her business address is 1908 Cliff Valley Way NE, Atlanta, GA 30329. 4. 1908 Cliff Valley Way NE, Atlanta, GA 30329. 15. His address is 15 Ellensview Ct., Richmond, VA 23226. 16. His business address is 3620 Happy Valley Road, Suite 202, Lafayette, CA 94549. 18. His business address is 385 Kimberly Avenue, Asheville, NC 28804. 19. His business address is c/o IFO Group, LLC, 2211 Woodward Avenue, Suite 101, Detroit, MI 48201. 21. Her business address is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, GA 30329. With respect to the individuals identified by number in Item 2(a) above: 1. His principal occupation is Executive Chairman Emeritus of Rollins, Inc., engaged in the provision of pest and termite control services, the business address of which is 2170 Piedmont Road, N.E., Atlanta, Georgia 30324. 2. Her principal occupation is Executive Director, The O. Wayne Rollins Foundation (a private charitable trust), the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329. 3. Her principal occupation is as a member of the Board of Trustees of Young Harris College, a member of the Board of Directors of the National Monuments Foundation, and a trustee of the O. Wayne Rollins Foundation (a private charitable trust), the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329. 4. His principal occupation is Vice President of Rollins Investment Company, LLC (engaged in the provision of management services), the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329. 15. His principal occupation is Managing Director, Mary Oppenheimer Daughters Holdings Limited, the business address of which is Mary Oppenheimer Daughters Holdings Limited, 2nd Floor Cycle 360 House, Isle of Man Business Park, Douglas, Isle of Man IM2 2QZ. 16. His principal occupation is Managing Director, Morton Management LLC, the business address of which is 3620 Happy Valley Road, Suite 202, Lafayette, CA 94549. 18. His principal occupation is Managing Director, Ansley Capital Group, LLC, the business address of which is 385 Kimberly Avenue, Asheville, NC 28804. 19. His principal occupation is Managing Director, IFO Group, LLC, the business address of which is 2211 Woodward Avenue, Suite 101, Detroit, MI 48201. 21. She is retired. With respect to all persons identified in Item 2(a) above: None. With respect to all persons identified in Item 2(a) above: None. With respect to the individuals identified by number (1, 2, 3, 4, 15, 16, 18, 19 and 21) in Item 2(a) above: United States See the Schedule 13D, as amended, for historical information. Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following: On February 27, 2024, LOR, Inc., which is a reporting person filing this statement, and the Company entered into a Registration Rights Agreement (the "Registration Rights Agreement"). Under the Registration Rights Agreement, the Company must use reasonable best efforts to file and keep a registration statement on Form S-3, continuously effective and usable for the resale of the 24,342,940 shares (the "Group Shares") of Common Stock beneficially held by the Group as of the date hereof. With certain exceptions, LOR, Inc. has the right to request up to ten (10) offerings pursuant to the Registration Rights Agreement. LOR, Inc. also has "piggyback" rights to participate, on the terms and conditions described in the Registration Rights Agreement, in certain offerings of Common Stock registered under the Securities Act that the Company may undertake for its own account or for the account of other shareholders. The Registration Rights Agreement will stay in effect until February 27, 2040. Pursuant to the terms of the Registration Rights Agreement, LOR, Inc. will pay all registration and filing fees pertaining to the securities beneficially owned by the Group. Additionally, LOR, Inc. will reimburse the Company for certain fees and expenses incurred with respect to the initial registration statement and the requested offerings, subject to certain caps that adjust annually. Pursuant to the Registration Rights Agreement and subject to the capped reimbursable fees and expenses described above, the Company will pay all other costs, fees and expenses incident to the Company's performance or compliance with the Registration Rights Agreement. The Registration Rights Agreement also contains customary indemnification provisions. The foregoing description of the Registration Rights Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the Registration Rights Agreement, which is filed as Exhibit B hereto and is incorporated herein by reference. See the cover pages to this Amendment. Mr. Thomas Claiborne does not beneficially own any shares of Company Common Stock. Mr. Paul Morton beneficially owns 900 shares of Company Common Stock (0.0%) as to which shares he has sole voting and dispositive power. The 1976 RRR Trusts beneficially own 34,584 shares of Company Common Stock (0.1%). They have sole voting and dispositive power with respect to 34,584 shares. WNEG Management Company, LLC beneficially owns 327,258 shares of Company Common Stock (0.9%). It has sole voting and dispositive power with respect to zero shares, and shared voting and dispositive power with respect to 327,258 shares. These shares include 327,258 shares of Company Common Stock held by WNEG Investments, L.P. Mr. Donald P. Carson does not beneficially own any shares of Common Stock. Ryan M. Harding does not beneficially own any shares of Common Stock. Peggy Rollins does not beneficially own any shares of Common Stock. Each of Gary W. Rollins, Amy R. Kreisler, Pamela R. Rollins and Timothy C. Rollins (together, the "Group") have agreed to act in concert with respect to shares of Common Stock beneficially owned by each of them by exercising their respective direct or indirect dispositive power and their respective direct or indirect voting power in concert with the other members of the Group. By virtue of such agreement, the Group and certain persons affiliated with the members of the Group may be deemed to be acting as a group for purposes of Rule 13d-3 under the Exchange Act. The reporting persons have agreed to file this Amendment jointly as a group pursuant to Rule 13d-1(k) under the Exchange Act. The reporting persons, acting collectively as a group, have beneficial ownership of 24,342,940 shares of Common Stock (69.6%). Except as previously noted in the Schedule 13D, as amended, no transactions in Company common stock were effected by, or with respect to, the reporting persons and the other persons listed in Item 2 within 60 days of the date hereof. None. Not applicable. See the Schedule 13D, as amended, for historical information. The information set forth in Item 4 hereof is hereby incorporated by reference into this Item 6. Except as disclosed in the Schedule 13D, as amended, there are no such contracts, arrangements, understandings, or relationships with respect to any securities of the Company, including but not limited to transfer or voting of any of such securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss or the giving or withholding of proxies. (A) Agreement of filing persons relating to filing of joint statement per Rule 13d-1(k). (B) Registration Rights Agreement, dated as of February 27, 2025, by and between Marine Products Corporation and LOR, Inc. See the Schedule 13D, as amended, for historical information. Gary W. Rollins /s/ Gary W. Rollins Gary W. Rollins 03/03/2025 Gary W. Rollins Voting Trust U/A dated September 14, 1994 /s/ Gary W. Rollins Gary W. Rollins, as Co-Trustee of the Gary W. Rollins Voting Trust U/A dated September 14, 1994 03/03/2025 /s/ Amy R. Kreisler Amy R. Kreisler, as Co-Trustee of the Gary W. Rollins Voting Trust U/A dated September 14, 1994 03/03/2025 /s/ Pamela R. Rollins Pamela R. Rollins, as Co-Trustee of the Gary W. Rollins Voting Trust U/A dated September 14, 1994 03/03/2025 /s/ Timothy C. Rollins Timothy C. Rollins, as Co-Trustee of the Gary W. Rollins Voting Trust U/A dated September 14, 1994 03/03/2025 R. Randall Rollins Voting Trust U/A dated August 25, 1994 /s/ Amy R. Kreisler Amy R. Kreisler, as Co-Trustee of the R. Randall Rollins Voting Trust U/A dated August 25, 1994 03/03/2025 /s/ Pamela R. Rollins Pamela R. Rollins, as Co-Trustee of the R. Randall Rollins Voting Trust U/A dated August 25, 1994 03/03/2025 /s/ Timothy C. Rollins Timothy C. Rollins, as Co-Trustee of the R. Randall Rollins Voting Trust U/A dated August 25, 1994 03/03/2025 LOR, Inc. /s/ Gary W. Rollins Gary W. Rollins, as President of LOR, Inc. 03/03/2025 RCTLOR, LLC /s/ Gary W. Rollins Gary W. Rollins, as President of LOR, Inc., in its capacity as Manager of RCTLOR, LLC 03/03/2025 Rollins Holding Company, Inc. /s/ Gary W. Rollins Gary W. Rollins, as President of Rollins Holding Company, Inc. 03/03/2025 WNEG Investments, L.P. /s/ Gary W. Rollins Gary W. Rollins, as Sole Manager and Member of WNEG Management Company, LLC, in its Capacity as General Partner of WNEG Investments, L.P. 03/03/2025 RFT Investment Company, LLC /s/ Gary W. Rollins Gary W. Rollins, as President of LOR, Inc., in its capacity as Manager of RFT Investment Company, LLC 03/03/2025 Amy R. Kreisler /s/ Amy R. Kreisler Amy R. Kreisler 03/03/2025 The Gary W. Rollins Revocable Trust /s/ Gary W. Rollins Gary W. Rollins, as Trustee of The Gary W. Rollins Revocable Trust 03/03/2025 Pamela R. Rollins /s/ Pamela R. Rollins Pamela R. Rollins 03/03/2025 Timothy C. Rollins /s/ Timothy C. Rollins Timothy C. Rollins 03/03/2025 RFA Management Company, LLC /s/ Gary W. Rollins Gary W. Rollins, as President of LOR, Inc., in its capacity as Manager of RFA Management Company, LLC 03/03/2025 The Margaret H. Rollins 2014 Trust /s/ Amy R. Kreisler Amy R. Kreisler, as Co-Trustee of The Margaret H. Rollins 2014 Trust 03/03/2025 /s/ Pamela R. Rollins Pamela R. Rollins, as Co-Trustee of The Margaret H. Rollins 2014 Trust 03/03/2025 /s/ Timothy C. Rollins Timothy C. Rollins, as Co-Trustee of The Margaret H. Rollins 2014 Trust 03/03/2025