ROLRollins, Inc.
Rollins, Inc. (“Rollins,” “we,” “us,” “our,” or the “Company”), is an international services company headquartered in Atlanta, Georgia. 10-K, Item 1
Deals between ROL and its directors, executives, owners of more than 5% or their families: a relative on the payroll, a plane the company charters from its CEO, a director's company that buys from it. SEC rules (Item 404) make the company list every such deal over $120,000 in its proxy statement. Below: what the proxy filed 2026-03-17 reports that the one filed 2025-03-13 did not, quoted as filed.
New this year
2 newParagraphs about a deal, a person or a relative with nothing like them in the proxy filed 2025-03-13.
Certain Relationships and Related Party Transactions“On November 10, 2025, the Company entered into an underwriting agreement (the “2025 Underwriting Agreement”) with LOR, Inc. (“LOR”) and Rollins Holding Company, Inc. (together with LOR, the “Selling Stockholders”), and Morgan Stanley & Co. LLC, as sole underwriter (the “Underwriter”), relating to the sale by the Selling Stockholders of 17,391,305 shares of the Company’s common stock, par value $1.00 per share (the “Common Stock”), at a public offering price of $57.50 per share (the “2025 Offering”). In connection with the 2025 Offering, the Selling Stockholders granted the Underwriter an option to purchase up to an additional 2,608,695 shares of Common Stock (the “2025 Optional Shares”). The 2025 Offering, including the sale of the 2025 Optional Shares, closed on November 12, 2025. The Company did not sell any shares in the 2025 Offering and did not receive any proceeds from the 2025 Offering. In addition, the Company completed the repurchase of 3,478,260 of the shares of Common Stock offered in the 2025 Offering for approximately $200 million at the same per share price paid by the Underwriter to the Selling Stockholders in the 2025 Offering, or $56.93 per share.”
Read it in the proxy ↗
Registration Rights Agreement“On June 5, 2023, the Company entered into a registration rights agreement (the “Registration Rights Agreement”) with LOR, and LOR paid $1.5 million to the Company and upon closing the first secondary offering in 2023, LOR paid $3.5 million to the Company pursuant to the Registration Rights Agreement. Pursuant to the Registration Rights Agreement, the Company will pay all costs, fees and expenses incident to the Company’s performance or compliance with the Registration Rights Agreement with respect to a total of five requested offerings, and thereafter, LOR will be responsible for all such expenses in connection with any subsequent offering. There have been two requested offerings - the secondary offering in 2023 and the 2025 Offering discussed above.”
Read it in the proxy ↗
No longer reported 1 paragraph of the proxy filed 2025-03-13 with nothing like them this year
Aircraft and Administrative Arrangements“In 2014, P.I.A. LLC, a company then owned by our late Chairman of the Board of Directors, R. Randall Rollins, purchased a Lear Model 35A jet and entered into a lease arrangement with the Company for company use of the aircraft for business purposes. P.I.A. LLC is now owned by a trust for the benefit of the late Mr. Rollins’ family. The Company terminated the lease in 2024. The Company paid $100 per month in rent for the leased aircraft, and all variable costs and expenses associated with the leased aircraft, such as the costs for fuel, maintenance, storage and pilots. The Company had the priority right to use of the aircraft on business days, and Rollins family members and guests had the right to use the aircraft for personal use through the terms of an Aircraft Time Sharing Agreement with the Company. During 2024, the Company did not use the aircraft but paid $500 in rent during the year ended December 31, 2024.”
Read it in last year's proxy ↗
New wording of the review policy 2 paragraphs without an amount or a name
Certain Relationships and Related Party Transactions“In connection with the 2025 Offering, each of the Selling Stockholders entered into lock-up agreements for a period of 365 days from the pricing date of the 2025 Offering, during which time the Selling Stockholders will be restricted from engaging in certain transactions with respect to their shares of the Company’s common stock. The 2025 Offering was made pursuant to the Company’s existing registration statement on Form S-3, previously filed with the SEC and declared effective by the SEC on June 22, 2023, as supplemented by the prospectus supplement dated November 10, 2025, filed with the SEC pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended.”
Read it in the proxy ↗
Certain Relationships and Related Party Transactions“The 2025 Underwriting Agreement contains customary representations, warranties and covenants of the Company and the Selling Shareholders and also provides for customary indemnification by each of the Company, the Selling Shareholders and the Underwriter against certain liabilities. The foregoing description of the 2025 Underwriting Agreement is not meant to be a complete description and is qualified in its entirety by the 2025 Underwriting Agreement.”
Read it in the proxy ↗
The whole section 11 paragraphs, proxy filed 2026-03-17
Certain Relationships and Related Party Transactions“The Significant Shareholder Group controls approximately 38 percent of the Company’s voting power. The Significant Shareholder Group also controls in excess of 50 percent of the voting power of RPC, Inc. and Marine Products, Inc. The following of the Company’s directors and director nominees are also directors of RPC, Inc. and Marine Products Corporation: Ms. Bell, and Messrs. Gunning, T. Rollins, and Wilson.”
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Certain Relationships and Related Party Transactions“Related party transactions, as defined in Regulation S-K, Item 404(a), must be reviewed and approved in advance by our Nominating and Corporate Governance Committee. As set forth in the charter of our Nominating and Corporate Governance Committee, the Nominating and Corporate Governance Committee has the authority and responsibility to approve all related party transactions, including material amendments that are in compliance with applicable law, consistent with the Company’s corporate governance policies (including those relative to conflicts of interest and usurpation of corporate opportunities) and on terms that are deemed to be fair to the Company. The Nominating and Corporate Governance Committee also has the authority to hire legal, accounting, financial or other advisors, as it may deem necessary or desirable and/or to delegate responsibilities to executive officers of the Company in connection with discharging its duties. A copy of the charter of the Nominating and Corporate Governance Committee is available at our website www.rollins.com under the heading “Investors - Corporate Governance - Board Committees.””
Read it in the proxy ↗
Aircraft and Administrative Arrangements“In August 2023, GWRG450, LLC (“GWR LLC”), a company wholly-owned by Gary W. Rollins, purchased a Gulfstream 450 aircraft (the “G450”). In connection with the G450 purchase, the Company entered a lease arrangement with GWR LLC to lease the G450 for corporate purposes from time to time. That lease arrangement was superseded and replaced effective January 1, 2024 with a Non-Exclusive Part 91 (Dry) Aircraft Lease Agreement between the Company and GWR, LLC (the “Dry Lease”). Pursuant to the Dry Lease, the Company has access to the aircraft for business purposes. The Company pays GWR, LLC an hourly flight rent with a minimum charge per use of $15,000 per round trip with a minimum annual rental commitment of $300,000. In addition, as consideration for access to the aircraft, the Company pays $300,000 of its annual maintenance charges, a portion of costs for the maintenance contractor and the state and local sales tax on the rental payments. The Dry Lease term ended on June 30, 2025 but auto-extended per its terms unless sooner terminated. The Company paid $0.7 million to GWR LLC for the year ended December 31, 2025 pursuant to the Dry Lease.”
Read it in the proxy ↗
Aircraft and Administrative Arrangements“Pursuant to a Pilot Sharing Agreement (the “Pilot Sharing Agreement”), amended September 30, 2024, among the Company, LOR, and Mr. Gary W. Rollins ("GWR"): (1) the Company agrees to provide pilot services and training to LOR and GWR to operate aircraft they own directly or indirectly, (2) LOR agrees to reimburse the Company for 50% of the pilot services and training, and (3) LOR agrees to reimburse the Company for the pilot expenses for the LOR aircraft. Charges to LOR under the Pilot Sharing Agreement totaled $0.4 million for the year ended December 31, 2025.”
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Aircraft and Administrative Arrangements“Pursuant to the Administrative Services Agreement (the “Administrative Services Agreement”) among the Company, LOR and GWR LLC, the Company provides certain services to LOR and GWR LLC. Among other fees, LOR and GWR LLC each agree to pay for a third of all aircraft hanger related expenses, and LOR agrees to pay a hut rental fee. The Company also provides accounting services and accounts payable services related to all aviation activities and employs or contracts for pilots for all such aircraft. Charges to LOR and GWR LLC for rent and administrative services totaled $2.3 million for the year ended December 31, 2025.”
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Aircraft and Administrative Arrangements“The foregoing aircraft and administrative services arrangements were previously approved by the Company’s Nominating and Corporate Governance Committee in accordance with its Related Party Transactions policy.”
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Related Party Franchise Agreement“On each of December 1, 2019 and October 1, 2024, Orkin Systems, LLC, a subsidiary of the Company, entered into a franchise agreement with John Wilson IV, son of John F. Wilson, the Company’s Executive Chairman of the Board. The Company received royalty fees of approximately $0.5 million for 2025 paid to Orkin Systems, LLC in accordance with the franchise agreements. The Company's Nominating and Corporate Governance Committee approved the agreements in accordance with its Related Party Transactions policy.”
Read it in the proxy ↗
Certain Relationships and Related Party Transactions“On November 10, 2025, the Company entered into an underwriting agreement (the “2025 Underwriting Agreement”) with LOR, Inc. (“LOR”) and Rollins Holding Company, Inc. (together with LOR, the “Selling Stockholders”), and Morgan Stanley & Co. LLC, as sole underwriter (the “Underwriter”), relating to the sale by the Selling Stockholders of 17,391,305 shares of the Company’s common stock, par value $1.00 per share (the “Common Stock”), at a public offering price of $57.50 per share (the “2025 Offering”). In connection with the 2025 Offering, the Selling Stockholders granted the Underwriter an option to purchase up to an additional 2,608,695 shares of Common Stock (the “2025 Optional Shares”). The 2025 Offering, including the sale of the 2025 Optional Shares, closed on November 12, 2025. The Company did not sell any shares in the 2025 Offering and did not receive any proceeds from the 2025 Offering. In addition, the Company completed the repurchase of 3,478,260 of the shares of Common Stock offered in the 2025 Offering for approximately $200 million at the same per share price paid by the Underwriter to the Selling Stockholders in the 2025 Offering, or $56.93 per share.”
Read it in the proxy ↗
Certain Relationships and Related Party Transactions“In connection with the 2025 Offering, each of the Selling Stockholders entered into lock-up agreements for a period of 365 days from the pricing date of the 2025 Offering, during which time the Selling Stockholders will be restricted from engaging in certain transactions with respect to their shares of the Company’s common stock. The 2025 Offering was made pursuant to the Company’s existing registration statement on Form S-3, previously filed with the SEC and declared effective by the SEC on June 22, 2023, as supplemented by the prospectus supplement dated November 10, 2025, filed with the SEC pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended.”
Read it in the proxy ↗
Certain Relationships and Related Party Transactions“The 2025 Underwriting Agreement contains customary representations, warranties and covenants of the Company and the Selling Shareholders and also provides for customary indemnification by each of the Company, the Selling Shareholders and the Underwriter against certain liabilities. The foregoing description of the 2025 Underwriting Agreement is not meant to be a complete description and is qualified in its entirety by the 2025 Underwriting Agreement.”
Read it in the proxy ↗
Registration Rights Agreement“On June 5, 2023, the Company entered into a registration rights agreement (the “Registration Rights Agreement”) with LOR, and LOR paid $1.5 million to the Company and upon closing the first secondary offering in 2023, LOR paid $3.5 million to the Company pursuant to the Registration Rights Agreement. Pursuant to the Registration Rights Agreement, the Company will pay all costs, fees and expenses incident to the Company’s performance or compliance with the Registration Rights Agreement with respect to a total of five requested offerings, and thereafter, LOR will be responsible for all such expenses in connection with any subsequent offering. There have been two requested offerings - the secondary offering in 2023 and the 2025 Offering discussed above.”
Read it in the proxy ↗
Paragraphs are compared by their words, not read by AI: one counts as new when no paragraph last year shares half of its words, or when it names a person or company last year's section did not. A deal reported again with a new amount is not new. Always check the filing. Open the proxy ↗ · Last year's proxy ↗
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