SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Wallace Family Partnership, LP (Last) (First) (Middle) 508 W. WALL STREET, SUITE 1200 (Street) MIDLAND TX 79701 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol RSP Permian, Inc. [ RSPP ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) X Other (specify below) Director by deputization
	3. Date of Earliest Transaction (Month/Day/Year) 01/23/2014
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/23/2014		A		9,954,626(1)	A	(1)	9,954,626	I	See footnote(2)
Common Stock	01/23/2014		S		215,500(3)	D	$18.3787	9,739,126	I	See footnote(2)
Common Stock	01/23/2014		P		500(4)	A	$19.5	500	I	See footnote(5)
Common Stock	01/23/2014		P		300(4)	A	$19.5	300	I	See footnote(6)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Wallace Family Partnership, LP (Last) (First) (Middle) 508 W. WALL STREET, SUITE 1200 (Street) MIDLAND TX 79701 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Director by deputization

1. Name and Address of Reporting Person* Michael Wallace Management, LLC (Last) (First) (Middle) 508 W. WALL STREET, SUITE 1200 (Street) MIDLAND TX 79701 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Wallace Michael W. (Last) (First) (Middle) 508 W. WALL STREET, SUITE 1200 (Street) MIDLAND TX 79701 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Wallace Leslyn M. (Last) (First) (Middle) 508 W. WALL STREET, SUITE 1200 (Street) MIDLAND TX 79701 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Pursuant to the Master Contribution Agreement, dated January 7, 2014, with, among others, the Issuer, in exchange for certain working interests in oil and gas properties, Wallace Family Partnership, LP ("Wallace LP") received 9,954,626 shares of the Issuer's common stock, par value $0.01 per share, immediately prior to the Issuer's initial public offering (the "IPO").

2. This form is jointly filed by Wallace LP, Michael Wallace Management, LLC ("Wallace Management"), Michael W. Wallace and Leslyn M. Wallace. Wallace Management is the general partner of Wallace LP, and Mr. Wallace and Mrs. Wallace are the managers of Wallace Management. Accordingly, each of Wallace Management, Mr. Wallace and Mrs. Wallace may be deemed to share voting and dispositive power over the reported securities of Wallace LP, and as a result may be deemed to beneficially own the reported securities of Wallace LP. Each of Wallace Management, Mr. Wallace and Mrs. Wallace disclaim beneficial ownership of the reported securities in excess of their pecuniary interests therein.

3. In connection with the IPO, Wallace LP sold 215,500 shares of the Issuer's common stock, par value $0.01 per share.

4. These securities were purchased in the directed share program conducted in connection with the IPO.

5. These securities were purchased by Mr. Wallace as custodian for a minor child under the Uniform Transfer to Minors Act. Mr. Wallace disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. Wallace is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

6. These securities are held by a member of Mr. and Mrs. Wallace's immediate family sharing the same household. Mr. and Mrs. Wallace disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. or Mrs. Wallace is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

Remarks:

Exhibit List: Exhibit 24.1 - Power of Attorney (Wallace Family Partnership, LP), Exhibit 24.2 - Power of Attorney (Michael Wallace Management, LLC), Exhibit 24.3 - Power of Attorney (Michael W. Wallace), Exhibit 24.4 - Power of Attorney (Leslyn M. Wallace)

	/s/ Tamara Pollard, attorney-in-fact for Wallace Family Partnership, LP	01/24/2014
	/s/ Tamara Pollard, attorney-in-fact for Michael Wallace Management, LLC	01/24/2014
	/s/ Tamara Pollard, attorney-in-fact for Michael W. Wallace	01/24/2014
	/s/ Tamara Pollard, attorney-in-fact for Leslyn M. Wallace	01/24/2014
	** 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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