John M. Sparby - Jun 21, 2022 Form 4 Insider Report for R1 RCM Inc. /DE (RCM)

Role
Executive Vice President, Chief Solutions & Customer Officer
Signature
/s/ E. Terry Platis, Attorney-in-fact
Stock symbol
RCM
Transactions as of
Jun 21, 2022
Transactions value $
$0
Form type
4
Date filed
6/23/2022, 09:40 PM
Previous filing
Feb 22, 2022
Next filing
Aug 9, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RCM Common Stock Award +202K 202K Jun 21, 2022 Direct F1, F2
transaction RCM Common Stock Award +10K 10K Jun 21, 2022 By children's grantor retained annuity trust F1, F2, F3
transaction RCM Common Stock Award +30K 30K Jun 21, 2022 By family grantor retained annuity trust F1, F2, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction RCM Stock Option (right to buy) Award +61K 61K Jun 21, 2022 Common Stock 61K $2.42 Direct F2, F5
transaction RCM Stock Option (right to buy) Award +10K 10K Jun 21, 2022 Common Stock 10K $3.85 Direct F2, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On June 21, 2022, pursuant to the Transaction Agreement and Plan of Merger, dated as of January 9, 2022, by and among R1 RCM Holdco Inc. (f/k/a R1 RCM Inc.) ("Old R1"), R1 RCM Inc. (f/k/a Project Roadrunner Parent Inc.) (the "Company"), Project Roadrunner Merger Sub Inc. ("R1 Merger Sub"), CoyCo 1, L.P., CoyCo 2, L.P. and certain other parties, R1 Merger Sub was merged with and into Old R1, with Old R1 surviving as a direct, wholly owned subsidiary of the Company (the "Reorganization").
F2 Upon consummation of the Reorganization, each share of Old R1's common stock issued and outstanding immediately prior to the Reorganization was automatically exchanged into an equivalent corresponding share of common stock of the Company and Old R1's stockholders became stockholders of the Company. In addition, each restricted stock unit ("RSU") and option to purchase shares of common stock of Old R1 issued and outstanding immediately prior to the Reorganization was automatically exchanged into an equivalent corresponding RSU or option to purchase shares of common stock of the Company, subject to the same terms and conditions (including applicable vesting terms) as were applicable to RSUs or options to purchase shares immediately prior to the consummation of the Reorganization.
F3 These shares of common stock are held in a grantor retained annuity trust for the benefit of the reporting person and his two children. The reporting person's former spouse is the trustee of the trust.
F4 These shares of common stock are held in a grantor retained annuity trust for the benefit of the reporting person and his nieces and nephews. The reporting person shares investment control over issuer securities held by the trust with his former spouse, who is the trustee of the trust.
F5 Option was granted under a stock incentive plan, in a transaction exempt under Rule 16(b)-3. The option is fully vested.

Remarks:

Executive Vice President, Chief Solutions & Customer Officer