SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* WINN STEPHEN T (Last) (First) (Middle) C/O REALPAGE, INC. 4000 INTERNATIONAL PARKWAY (Street) CARROLLTON TX 75007 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/11/2010	3. Issuer Name and Ticker or Trading Symbol REALPAGE INC [ RP ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner X Officer (give title below) Other (specify below) Chairman, CEO	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	5,167,769	D
Common Stock	10,047,160	I	By Seren Capital Ltd.(1)
Common Stock	125,000	I	By Seren Catalyst, L.P.(1)
Common Stock	1,500,000	I	By Melinda G. Winn 2010 QTIP Trust(2)
Common Stock	615,625	I	By Stephen T. Winn 1996 Family LPA(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A1 Convertible Preferred Stock	(4)	(4)	Common Stock	203,808(5)	(4)	D
Series A1 Convertible Preferred Stock	(4)	(4)	Common Stock	9,782,794(6)	(4)	I	By Seren Capital Ltd.(1)
Series A Convertible Preferred Stock	(7)	(7)	Common Stock	2,955,218(8)	(7)	I	By Seren Capital Ltd.(1)

Explanation of Responses:

1. The reporting person is the sole manager and president of Seren Capital Management, L.L.C., which is the general partner of the partnership that directly owns the reported securities. The reporting person disclaims beneficial ownership of the securities reported except to the extent of his pecuniary interest, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all the reported securities for purposes of Section 16 or for any other purpose.

2. These securities are held in trust for the benefit of the reporting person's children. The reporting person is a trustee of the trust. The reporting person disclaims beneficial ownership of the reported securities and the inclusion of these securities in this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

3. The reporting person is the general partner of the partnership that directly owns the reported securities. The reporting person disclaims beneficial ownership of the securities reported except to the extent of his pecuniary interest, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all the reported securities for purposes of Section 16 or for any other purpose.

4. The Series A1 Convertible Preferred Stock is convertible into Common Stock on a one-for-one basis at any time and has no expiration date. The Series A1 Convertible Preferred Stock and 62.5% of the accrued and unpaid dividends on such shares will automatically convert into Common Stock upon consummation of the Issuer's initial public offering.

5. Includes 3,808 shares that will be issued at the time of conversion of the Series A1 Convertible Preferred Stock in payment of 62.5% of the dividends on such shares accrued and unpaid as of that date, assuming an initial public offering closing date of August 17, 2010.

6. Includes 182,794 shares that will be issued at the time of conversion of the Series A1 Convertible Preferred Stock in payment of 62.5% of the dividends on such shares accrued and unpaid as of that date, assuming an initial public offering closing date of August 17, 2010.

7. The Series A Convertible Preferred Stock is convertible into Common Stock on a one-for-one basis at any time and has no expiration date. The Series A Convertible Preferred Stock and 62.5% of the accrued and unpaid dividends on such shares will automatically convert into Common Stock upon consummation of the Issuer's initial public offering.

8. Includes 55,218 shares that will be issued at the time of conversion of the Series A Convertible Preferred Stock in payment of 62.5% of the dividends on such shares accrued and unpaid as of that date, assuming an initial public offering closing date of August 17, 2010.

Remarks:

The anticipated effective date of Issuer's initial public offering is August 11, 2010.

	/s/ Margot Lebenberg, Attorney-in-Fact for Stephen T. Winn	08/11/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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