MARINE PRODUCTS CORP

Major Shareholding Notification • Dec 9, 2020

SC 13D/A 1 mpx-schedule13damendmentn.htm SC 13D/A Document created using Blueprint(R) - powered by Issuer Direct - www.issuerdirect.com Copyright 2020 Issuer Direct Corporation mpx-schedule13damendmentn

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 7)

Marine Products Corporation

(Name of Issuer)

Common Stock, $.10 Par Value

(Title of Class of Securities)

568427 10 8

(CUSIP Number)

| Stephen
D. Fox Arnall
Golden Gregory LLP171 17 th Street NW, Suite
2100 Atlanta,
GA 30363 (404)
473-8500 |
| --- |
| (Name,
Address and Telephone Number of Person Authorized to Receive
Notices and Communications) |
| September
30, 2020 and October 19, 2020 |
| (Date
of Event which Requires Filing of this Statement) |

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ☐.

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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CUSIP No. 568427 10 8 Page 2 of 30

| 1 | Name of
Reporting Person Estate
of R. Randall Rollins | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☐ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole
Voting Power 1,101,971 | |
| 8 | Shared
Voting Power 0 | |
| 9 | Sole
Dispositive Power 1,101,971 | |
| 10 | Shared
Dispositive Power 0 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 1,101,971 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 3.3
percent | |
| 14 | Type of
Reporting Person IN | |

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CUSIP No. 568427 10 8 Page 3 of 30

| 1 | Name of
Reporting Person Gary W.
Rollins | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole
Voting Power 726,801 | |
| 8 | Shared
Voting Power 23,583,579 | |
| 9 | Sole
Dispositive Power 726,801 | |
| 10 | Shared
Dispositive Power 23,583,579 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 24,310,380 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 71.8
percent | |
| 14 | Type of
Reporting Person IN | |

*

Includes the following shares of Company common stock: (a) 261,047 shares held in a charitable trust of which he is a co-trustee and as to which he shares voting and investment power; (b) 19,121,663 shares held by LOR, Inc., a Georgia corporation, (Mr. Gary W. Rollins is an officer and director of LOR, Inc., and has a 50% voting interest in it.); (c) 297,913 shares held by RFT Investment Company, LLC, (LOR, Inc. is the manager of RFT Investment Company, LLC); (d) 16,597 shares held by LOR Investment Company, LLC, a Georgia limited liability company, (LOR Investment Company, LLC is member managed, and LOR, Inc. holds a majority of all voting interests in LOR Investment Company, LLC); (e) 343,479 shares held by Rollins Holding Company, Inc., a Georgia corporation, (Mr. Gary W. Rollins is an officer and director of Rollins Holding Company, Inc., and has a 50% voting interest in it.); (f) 1,065,475 shares held by RCTLOR, LLC, a Georgia limited liability company, (LOR, Inc. is the managing member of RCTLOR, LLC); (g) 39,586 shares held by 1997 RRR Grandchildren’s Partnership, a Georgia general partnership, the partners of which are multiple trusts benefiting the grandchildren and more remote descendants of his brother, Mr. R. Randall Rollins, (Mr. Gary W. Rollins is a trustee of each such trust); (h) 327,258 shares held by WNEG Investments, L.P., a Georgia limited partnership, (Mr. Gary Rollins is the sole member of

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CUSIP No. 568427 10 8 Page 4 of 30

the sole general partner of WNEG Investments, L.P.); (i) 219,149 shares held by two revocable trusts established by Mr. Gary W. Rollins, as to each of which he is the sole trustee; (j) 609,792 shares held by two trusts (the “Rollins Family Trusts”) for the benefit of the children and/or more remote descendants of his brother, Mr. R. Randall Rollins; (k) 156,838 shares held by RFA Management Company, LLC, a Georgia limited liability company, the manager of which is LOR, Inc.; (l) 15 shares held by RFPS Investments III, L.P. (The general partner of RFPS Investments III, L.P. is LOR Investment Company, LLC.); (m) 22,796 shares held by the R. Randall Rollins 2012 Trust; and (n) 1,101,971 shares currently held by the Estate of R. Randall Rollins, which shares are expected to be transferred within sixty days to the R. Randall Rollins 2012 Trust (The trustee of each of the Rollins Family Trusts and the R. Randall Rollins 2012 Trust is a corporation over which Mr. Gary W. Rollins has the ability to assert control within sixty days). It is expected that the R. Randall Rollins 2012 Trust will distribute all of its Company shares within sixty days of receipt of shares from the Estate. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person’s pecuniary interest.

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CUSIP No. 568427 10 8 Page 5 of 30

| 1 | Name of
Reporting Person RFA
Management Company, LLC | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole Voting
Power 156,838 | |
| 8 | Shared
Voting Power 0 | |
| 9 | Sole
Dispositive Power 156,838 | |
| 10 | Shared
Dispositive Power 0 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 156,838 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 0.5
percent | |
| 14 | Type of
Reporting Person OO | |

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CUSIP No. 568427 10 8 Page 6 of 30

| 1 | Name of
Reporting Person RFPS
Investments III, L.P. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole
Voting Power 15 | |
| 8 | Shared
Voting Power 0 | |
| 9 | Sole
Dispositive Power 15 | |
| 10 | Shared
Dispositive Power 0 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 15 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 0.0
percent | |
| 14 | Type of
Reporting Person PN | |

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CUSIP No. 568427 10 8 Page 7 of 30

| 1 | Name of
Reporting Person LOR,
Inc. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole Voting
Power 19,121,663 | |
| 8 | Shared
Voting Power 1,536,838 | |
| 9 | Sole
Dispositive Power 19,121,663 | |
| 10 | Shared
Dispositive Power 1,536,838 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 20,658,501 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 61.0
percent | |
| 14 | Type of
Reporting Person CO | |

*

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) 297,913 shares held by RFT Investment Company, LLC. (LOR, Inc. is the manager of RFT Investment Company, LLC); (c) 16,597 shares held by LOR Investment Company, LLC, a Georgia limited liability company, (LOR Investment Company, LLC is member managed, and LOR, Inc. holds a majority of all voting interests in LOR Investment Company, LLC), (d) 1,065,475 shares held by RCTLOR, LLC, a Georgia limited liability company, (LOR, Inc. is the managing member of RCTLOR, LLC); and (e) 15 shares held by RFPS Investments III, L.P. The general partner of RFPS Investments III, L.P. is LOR Investment Company, LLC. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person’s pecuniary interest.

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CUSIP No. 568427 10 8 Page 8 of 30

| 1 | Name of
Reporting Person LOR
Investment Company, LLC | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole Voting
Power 16,597 | |
| 8 | Shared
Voting Power 15 | |
| 9 | Sole
Dispositive Power 16,597 | |
| 10 | Shared
Dispositive Power 15 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 16,612* | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 0.0
percent | |
| 14 | Type of
Reporting Person OO | |

• Includes 15 shares held by RFPS Investments III, L.P. The general partner of RFPS Investments III, L.P. is LOR Investment Company, LLC.

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CUSIP No. 568427 10 8 Page 9 of 30

| 1 | Name of
Reporting Person RFT
Investment Company, LLC | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole
Voting Power 297,913 | |
| 8 | Shared
Voting Power 0 | |
| 9 | Sole
Dispositive Power 297,913 | |
| 10 | Shared
Dispositive Power 0 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 297,913 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 0.9
percent | |
| 14 | Type of
Reporting Person OO | |

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CUSIP No. 568427 10 8 Page 10 of 30

| 1 | Name of
Reporting Person Rollins
Holding Company, Inc. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole
Voting Power 343,479 | |
| 8 | Shared
Voting Power 0 | |
| 9 | Sole
Dispositive Power 343,479 | |
| 10 | Shared
Dispositive Power 0 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 343,479 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 1.0
percent | |
| 14 | Type of
Reporting Person CO | |

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CUSIP No. 568427 10 8 Page 11 of 30

| 1 | Name of
Reporting Person The R.
Randall Rollins Voting Trust U/A dated August 25, 1994 | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole
Voting Power 79 | |
| 8 | Shared
Voting Power 0 | |
| 9 | Sole
Dispositive Power 79 | |
| 10 | Shared
Dispositive Power 0 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 79 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 0.0
percent | |
| 14 | Type of
Reporting Person OO | |

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CUSIP No. 568427 10 8 Page 12 of 30

| 1 | Name of
Reporting Person The
Gary W. Rollins Voting Trust U/A dated September 14,
1994 | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole
Voting Power 79 | |
| 8 | Shared
Voting Power 0 | |
| 9 | Sole
Dispositive Power 79 | |
| 10 | Shared
Dispositive Power 0 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 79 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 0.0
percent | |
| 14 | Type of
Reporting Person OO | |

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CUSIP No. 568427 10 8 Page 13 of 30

| 1 | Name of
Reporting Person RCTLOR,
LLC | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole
Voting Power 1,065,475 | |
| 8 | Shared
Voting Power 0 | |
| 9 | Sole
Dispositive Power 1,065,475 | |
| 10 | Shared
Dispositive Power 0 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 1,065,475 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 3.1
percent | |
| 14 | Type of
Reporting Person OO | |

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CUSIP No. 568427 10 8 Page 14 of 30

| 1 | Name of
Reporting Person 1997
RRR Grandchildren’s Partnership | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole
Voting Power 39,586 | |
| 8 | Shared
Voting Power 0 | |
| 9 | Sole
Dispositive Power 39,586 | |
| 10 | Shared
Dispositive Power 0 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 39,586 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 0.1
percent | |
| 14 | Type of
Reporting Person PN | |

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CUSIP No. 568427 10 8 Page 15 of 30

| 1 | Name of
Reporting Person 2007
GWR Grandchildren’s Partnership | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole
Voting Power 71,089 | |
| 8 | Shared
Voting Power 0 | |
| 9 | Sole
Dispositive Power 71,089 | |
| 10 | Shared
Dispositive Power 0 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 71,089 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 0.2
percent | |
| 14 | Type of
Reporting Person PN | |

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CUSIP No. 568427 10 8 Page 16 of 30

| 1 | Name of
Reporting Person The
Gary W. Rollins Revocable Trust | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole
Voting Power 219,070 | |
| 8 | Shared
Voting Power 0 | |
| 9 | Sole
Dispositive Power 219,070 | |
| 10 | Shared
Dispositive Power 0 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 219,070 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 0.6
percent | |
| 14 | Type of
Reporting Person OO | |

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CUSIP No. 568427 10 8 Page 17 of 30

| 1 | Name of
Reporting Person WNEG
Investments, L.P. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☒ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole
Voting Power 327,258 | |
| 8 | Shared
Voting Power 0 | |
| 9 | Sole
Dispositive Power 327,258 | |
| 10 | Shared
Dispositive Power 0 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 327,258 | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 1.0
percent | |
| 14 | Type of
Reporting Person PN | |

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CUSIP No. 568427 10 8 Page 18 of 30

| 1 | Name of
Reporting Person The R.
Randall Rollins 2012 Trust | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)☐ (b)☐ |
| 3 | SEC Use
Only | |
| 4 | Source
of Funds OO | |
| 5 | Check
Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) | ☐ |
| 6 | Citizenship or
Place of Organization United
States | |
| 7 | Sole
Voting Power 22,796 | |
| 8 | Shared
Voting Power 1,101,971 | |
| 9 | Sole
Dispositive Power 22,796 | |
| 10 | Shared
Dispositive Power 1,101,971 | |
| 11 | Aggregate Amount
Beneficially Owned by Each Reporting Person 1,124,767* | |
| 12 | Check
Box if the Aggregate Amount in Row (11) Excludes Certain
Shares | ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 3.3
percent | |
| 14 | Type of
Reporting Person OO | |

• Includes 1,101,971 shares held by the Estate of R. Randall Rollins, which shares are expected to be transferred within sixty days to the R. Randall Rollins 2012 Trust. It is expected that the R. Randall Rollins 2012 Trust will distribute all of its Company shares within sixty days of receipt of shares from the Estate.

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CUSIP No. 568427 10 8 Page 19 of 30

Item 1.

Security and Issuer

This Amendment No. 8 to Schedule 13D relates to the Common Stock, $.10 par value, 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, and Amendment No. 7 filed on August 21, 2020 (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, Suite 300

Atlanta, Georgia 30329

Item 2.

Identity and Background

1.

The Estate of R. Randall Rollins 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.

(d)

None.

(e)

None.

2.

(a) Gary W. Rollins is a reporting person filing this statement.

(b)

His principal business address is 2170 Piedmont Road, N.E., Atlanta, Georgia 30324.

(c)

His principal occupation is Chairman and Chief Executive Officer 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.

(d)

None.

(e)

None.

(f)

United States.

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CUSIP No. 568427 10 8 Page 20 of 30

3.

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.

(d)

None.

(e)

None.

4.

RFPS Investments III, 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. Its principal business is to serve as a private investment holding company.

(d)

None.

(e)

None.

5.

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.

(d)

None.

(e)

None.

6.

LOR 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.

(d)

None.

(e)

None.

7.

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.

(d)

None.

(e)

None.

8.

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.

(d)

None.

(e)

None.

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CUSIP No. 568427 10 8 Page 21 of 30

9.

The R. Randall Rollins Voting Trust U/A dated August 25, 1994 (the “RRR Voting Trust”) is a reporting person filing this statement. RRR Voting Trust is a revocable trust established by R. Randall Rollins, the current beneficiary of which is his spouse. Amy R. Kreisler, Pamela R. Rollins, and Timothy C. Rollins are co-trustees of RRR Voting Trust. The principal business address of RRR Voting Trust is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329.

(d)

None.

(e)

None.

10.

The Gary W. Rollins Voting Trust U/A dated September 14, 1994 (the “GWR Voting Trust”) is a reporting person filing this statement. GWR Voting Trust is a revocable trust established by and for the benefit of Gary W. Rollins. Gary W. Rollins is the sole trustee of GWR Voting Trust. The principal business address of GWR Voting Trust is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329.

(d)

None.

(e)

None.

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.

(d)

None.

(e)

None.

12.

1997 RRR Grandchildren’s Partnership is a reporting person filing this statement. It is a Georgia general 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.

(d)

None.

(e)

None.

13.

2007 GWR Grandchildren’s Partnership is a reporting person filing this statement. It is a Georgia general 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.

(d)

None.

(e)

None.

14.

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.

(d)

None.

(e)

None.

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CUSIP No. 568427 10 8 Page 22 of 30

15.

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.

(d)

None.

(e)

None.

16.

The R. Randall Rollins 2012 Trust is a reporting person filing this statement. It is a Georgia trust established by R. Randall Rollins for the benefit of certain of his family members and/or a charitable trust. The trustee of the R. Randall Rollins 2012 Trust is a corporation over which Mr. Gary W. Rollins has the ability to assert control within sixty days. The principal business address of The R. Randall Rollins 2012 Trust is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329.

(d)

None.

(e)

None.

17.

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.

(d)

None.

(e)

None.

18.

(a)

Thomas Hamilton Claiborne is a director of LOR, Inc., which is a reporting person filing this statement.

(b) His address is 15 Ellensview Ct., Richmond, VA 23226.

(c)

His principal occupation is Managing Director, Mary Oppenheimer Daughters Holdings Limited, the business address of which is Mary Oppenheimer Daughters Holdings Limited, 2 nd Floor Cycle 360 House, Isle of Man Business Park, Douglas, Isle of Man IM2 2QZ.

(d)

None.

(e)

None.

(f)

United States.

19.

(a)

Amy R. Kreisler is a director of LOR, Inc., which is a reporting person filing this statement.

(b)

Her business address is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

(c)

Her principal occupation is Executive Director—The O. Wayne Rollins Foundation and The Ma-Ran Foundation (private charitable entities), the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

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CUSIP No. 568427 10 8 Page 23 of 30

(d)

None.

(e)

None.

(f)

United States.

20.

(a)

Paul Morton is a director of LOR, Inc., which is a reporting person filing this statement.

(b)

His business address is 3620 Happy Valley Road, Suite 202, Lafayette, CA 94549.

(c)

His principal occupation is Managing Director, Morton Management LLC, the business address of which is 3620 Happy Valley Road, Suite 202, Lafayette, CA 94549.

(d)

None.

(e)

None.

(f)

United States.

21.

(a)

Pamela R. Rollins is a director of LOR, Inc., which is a reporting person filing this statement.

(b)

Her business address is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

(c)

Her principal occupation is as Board member for Young Harris College, and Board member of National Monuments Foundation and the O. Wayne Rollins Foundation, the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

(d)

None.

(e)

None.

(f)

United States.

22.

(a)

Timothy C. Rollins is a director of LOR, Inc., which is a reporting person filing this statement.

(b)

1908 Cliff Valley Way NE, Atlanta, GA 30329.

(c)

His principal occupation is Vice President of Rollins Investment Company (management services), the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

(d)

None.

(e)

None.

(f)

United States.

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CUSIP No. 568427 10 8 Page 24 of 30

23.

Nine family trusts (the “1976 RRR Trusts”) are the general partners of 1997 RRR Grandchildren’s Partnership, which is a reporting person filing this statement. The 1976 RRR Trusts are irrevocable trusts established by R. Randall Rollins for the benefit of his grandchildren and more remote descendants. Gary W. Rollins is a trustee of the 1976 RRR Trusts and exercises 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.

(d)

None.

(e)

None.

24.

Four family trusts (the “1976 GWR Trusts”) are the general partners of 2007 GWR Grandchildren’s Partnership, which is a reporting person filing this statement. The 1976 GWR Trusts are irrevocable trusts established by Gary W. Rollins for the benefit of his grandchildren and more remote descendants. The principal business address of the 1976 GWR Trusts is c/o RFA Management Company, LLC, 1908 Cliff Valley Way NE, Atlanta, Georgia 30329.

(d)

None.

(e)

None.

25.

(a)

Donald P. Carson is a director and the Secretary and Treasurer of LOR, Inc., which is a reporting person filing this statement. He is also a director and the Secretary and Treasurer of Rollins Holding Company, Inc., which is a reporting person filing this statement.

(b)

His business address is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

(c)

His principal occupation is President, RFA Management Company, LLC, the business address of which is 1908 Cliff Valley Way NE, Atlanta, GA 30329.

(d)

None.

(e)

None.

(f)

United States.

Item 3.

Source and Amount of Funds or Other Consideration

See the Schedule 13D, as amended for historical information. On October 19, 2020, Mr. Gary Rollins ceased to be a trustee of the Ma-Ran Foundation, and as a result, ceased to beneficially own the 96,498 shares of Company common stock owned by it. In addition, on September 30, 2020, Mr. Gary W. Rollins declined to act as executor of the Estate of R. Randall Rollins, and as a result, would have ceased to beneficially own the 1,101,971 shares of Company common stock owned by that Estate; however, it is expected that these shares will be transferred by the Estate within sixty days to the R. Randall Rollins 2012 Trust (The trustee of the R. Randall Rollins 2012 Trust is a corporation over which Mr. Gary W. Rollins has the ability to assert control within sixty days. The corporation became the trustee of the R. Randall Rollins 2012 Trust upon the death of R. Randall Rollins). It is expected that the R. Randall Rollins 2012 Trust will distribute all of its Company shares within sixty days of the receipt of shares from the Estate. On December 8, 2020, Mr. Gary W. Rollins gifted 248,249 shares to a charitable trust of which he is a co-trustee and as to which he shares voting and investment power. No consideration was or is expected to be paid or received in connection with any of these events.

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CUSIP No. 568427 10 8 Page 25 of 30

Item 4.

Purpose of Transaction

See the Schedule 13D, as amended.

Item 5.

Interest in Securities of the Issuer

(a)-(b)

See the cover pages to this Amendment.

Mr. Thomas Claiborne does not beneficially own any shares of Company Common Stock.

Ms. Amy R. Kreisler beneficially owns 259,043 shares of Company Common Stock (0.8%). She has sole voting and dispositive power with respect to 162,545 shares, and shared voting and dispositive power with respect to 96,498 shares. These shares include 96,498 shares of Company Common Stock held in a charitable trust of which she is a co-trustee and the Executive Director. Excludes 20,171 shares of Company Common Stock held indirectly through two family limited partnerships of which Ms. Kreisler is a general partner. Also excludes 1,101,971 shares held by the Estate of R. Randall Rollins, as to which Ms. Kreisler is a co-executor.

Mr. Paul Morton beneficially owns 900 shares of Company Common Stock (0.0%) as to which shares he has sole voting and dispositive power.

Ms. Pamela R. Rollins beneficially owns 212,851 shares of Company Common Stock (0.6%). She has sole voting and dispositive power with respect to 116,353 shares, and shared voting and dispositive power with respect to 96,498 shares. These shares include 96,498 shares of Company Common Stock held in a charitable trust of which she is a co-trustee. Excludes 20,171 shares of Company Common Stock held indirectly through two family limited partnerships of which Ms. Rollins is a general partner. Also excludes 1,101,971 shares held by the Estate of R. Randall Rollins, as to which Ms. Rollins is a co-executor.

Mr. Timothy C. Rollins beneficially owns 171,868 shares of Company Common Stock (0.5%). He has sole voting and dispositive power with respect to 75,086 shares, and shared voting and dispositive power with respect to 96,782 shares. These shares include 96,498 shares of Company Common Stock held in a charitable trust of which he is a co-trustee. Also includes 284 shares of Company Common Stock held by his wife, as to which Mr. Rollins disclaims any beneficial interest. Excludes 20,171 shares of Company Common Stock held indirectly through two family limited partnerships of which Mr. Rollins is a general partner. Also excludes 1,101,971 shares held by the Estate of R. Randall Rollins, as to which Mr. Rollins is a co-executor.

The 1976 RRR Trusts beneficially own 39,586 shares of Company Common Stock (0.1%). They have sole voting and dispositive power with respect to zero shares, and shared voting and dispositive power with respect to 39,586 shares. These shares include 39,586 shares of Company Common Stock held by 1997 RRR Grandchildren’s Partnership.

The 1976 GWR Trusts beneficially own 71,089 shares of Company Common Stock (0.2%). They have sole voting and dispositive power with respect to zero shares, and shared voting and dispositive power with respect to 71,089 shares. These shares include 71,089 shares of Company Common Stock held by 2007 GWR Grandchildren’s Partnership.

WNEG Management Company, LLC beneficially owns 327,258 shares of Company Common Stock (1.0%). 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.

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CUSIP No. 568427 10 8 Page 26 of 30

Mr. Donald P. Carson beneficially owns 261,047 shares of Company Common Stock (0.8%). He has sole voting and dispositive power with respect to zero shares, and shared voting and dispositive power with respect to 261,047 shares. These shares include 261,047 shares of Company Common Stock held in a charitable trust of which he is a co-trustee.

(c)

Except as noted in Item 3 above, 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.

(d)

None.

(e)

Because Mr. Gary W. Rollins declined to act as the executor of the Estate of Randall R. Rollins, the Estate is no longer a part of the group filing this Amendment and is not the beneficial owner of in excess of 5% of the Company’s common stock. In addition, upon the death of R. Randall Rollins, the R. Randall Rollins 2012 Trust ceased to be a part of the group filing this Amendment and is not the beneficial owner of in excess of 5% of the Company’s common stock.

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

See the Schedule 13D, as amended, for historical information. 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.

Item 7.

Material to be Filed as Exhibits

See the Schedule 13D, as amended, for historical information.

(A)

Agreement of filing persons relating to filing of joint statement per Rule 13d-1(k).

See the Schedule 13D, as amended, for historical information.

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CUSIP No. 568427 10 8 Page 27 of 30

Signature.

After reasonable inquiry each of the undersigned certifies that to the best of his knowledge and belief the information set forth in this statement is true, complete and correct.

/s/ Gary W. Rollins

Date: December 9, 2020

GARY W. ROLLINS, individually, and

As President of LOR, Inc., in its capacity as Manager of

RFT INVESTMENT COMPANY, LLC, and

As President of LOR, Inc., in its capacity as Manager of

RFA MANAGEMENT COMPANY, LLC, and

As President of LOR, Inc., in its capacity as Class A Member of

LOR Investment Company, LLC, in its capacity as General Partner of

RFPS INVESTMENTS III, L.P., and

As President of LOR, Inc., in its capacity as Class A Member of

LOR INVESTMENT COMPANY, LLC, and

As President of

ROLLINS HOLDING COMPANY, INC., and

As Trustee of

GARY W. ROLLINS VOTING TRUST U/A

DATED SEPTEMBER 14, 1994, and

As President of LOR, Inc., in its capacity as Manager of

RCTLOR, LLC, and

As President of

LOR, INC., and

As Co-Trustee of the 1976 RRR Trusts,

each in its capacity as a General Partner of

1997 RRR GRANDCHILDREN’S PARTNERSHIP, and

As Trustee of

GARY W. ROLLINS REVOCABLE TRUST, and

As Sole Manager and Member of

WNEG Management Company, LLC, in its

Capacity as General Partner of

WNEG INVESTMENTS, L.P., and

As President of Nevada Oversight, Inc.,

in its Capacity as Trustee of

R. RANDALL ROLLINS 2012 TRUST

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CUSIP No. 568427 10 8 Page 28 of 30

R. RANDALL ROLLINS VOTING TRUST U/A

DATED AUGUST 25, 1994

By: /s/ Amy R. Kreisler Date: December 9, 2020

Amy R. Kreisler, trustee

2007 GWR GRANDCHILDREN’S PARTNERSHIP

By: /s/ Donald P. Carson Date: December 9, 2020

Donald P. Carson, as co-trustee of the

1976 GWR Trusts, each a General Partner

ESTATE OF R. RANDALL ROLLINS

By: /s/ Amy R. Kreisler Date: December 9, 2020

Amy R. Kreisler, Co-Executor

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CUSIP No. 568427 10 8 Page 29 of 30

EXHIBIT A

The undersigned each hereby certifies and agrees that the above Amendment to Schedule 13D concerning securities issued by Marine Products Corporation is being filed on behalf of each of the undersigned.

/s/ Gary W. Rollins

Date: December 9, 2020

GARY W. ROLLINS, individually, and

As President of LOR, Inc., in its capacity as Manager of

RFT INVESTMENT COMPANY, LLC, and

As President of LOR, Inc., in its capacity as Manager of

RFA MANAGEMENT COMPANY, LLC, and

As President of LOR, Inc., in its capacity as Class A Member of

LOR Investment Company, LLC, in its capacity as General Partner of

RFPS INVESTMENTS III, L.P., and

As President of LOR, Inc., in its capacity as Class A Member of

LOR INVESTMENT COMPANY, LLC, and

As President of

ROLLINS HOLDING COMPANY, INC., and

As Trustee of

GARY W. ROLLINS VOTING TRUST U/A

DATED SEPTEMBER 14, 1994, and

As President of LOR, Inc., in its capacity as Manager of

RCTLOR, LLC, and

As President of

LOR, INC., and

As Co-Trustee of the 1976 RRR Trusts,

each in its capacity as a General Partner of

1997 RRR GRANDCHILDREN’S PARTNERSHIP, and

As Trustee of

GARY W. ROLLINS REVOCABLE TRUST, and

As Sole Manager and Member of

WNEG Management Company, LLC, in its

Capacity as General Partner of

WNEG INVESTMENTS, L.P., and

As President of Nevada Oversight, Inc.,

in its Capacity as Trustee of

R. RANDALL ROLLINS 2012 TRUST

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CUSIP No. 568427 10 8 Page 30 of 30

R. RANDALL ROLLINS VOTING TRUST U/A

DATED AUGUST 25, 1994

By: /s/ Amy R. Kreisler Date: December 9, 2020

Amy R. Kreisler, trustee

2007 GWR GRANDCHILDREN’S PARTNERSHIP

By: /s/ Donald P. Carson Date: December 9, 2020

Donald P. Carson, as co-trustee of the

1976 GWR Trusts, each a General Partner

ESTATE OF R. RANDALL ROLLINS

By: /s/ Amy R. Kreisler Date: December 9, 2020

Amy R. Kreisler, Co-Executor

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