Anthony J. Speranzo - Nov 19, 2024 Form 4 Insider Report for R1 RCM Inc. /DE (RCM)

Role: Director
Signature: /s/ E. Terry Platis, by Power of Attorney
Stock symbol: RCM
Transactions as of: Nov 19, 2024
Transactions value $: -$294,494
Form type: 4
Date filed: 11/19/2024, 05:14 PM
Previous filing: May 23, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RCM	Common Stock	Disposed to Issuer		-57K	-73.11%		21K	Nov 19, 2024	Direct	F1
transaction	RCM	Common Stock	Disposed to Issuer	-$294K	-20.6K	-100%	$14.30	0	Nov 19, 2024	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Anthony J. Speranzo is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to and in connection with the transactions contemplated by that certain Agreement and Plan of Merger (the "Merger Agreement"), dated July 31, 2024, by and among the Issuer, Raven Acquisition Holdings, LLC ("Parent") and Project Raven Merger Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), at the time of the Merger (the "Effective Time") the reported securities were disposed of, with 56,962 shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") contributed to Raven TopCo, L.P., an indirect parent entity of Parent ("Holdings"), and/or one of its subsidiaries in exchange for certain equity interests of Holdings and/or one of its subsidiaries.
F2	Represents 20,594 shares of Common Stock of the Issuer underlying restricted stock units ("RSUs") of the Issuer which, pursuant to the Merger Agreement, were, at the Effective Time, automatically cancelled and converted into the right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of (a) the number of shares of Common Stock subject to such RSUs as of immediately prior to the Effective Time and (b) $14.30 per share in cash without interest.

Content

Pursuant to and in connection with the transactions contemplated by that certain Agreement and Plan of Merger (the "Merger Agreement"), dated July 31, 2024, by and among the Issuer, Raven Acquisition Holdings, LLC ("Parent") and Project Raven Merger Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), at the time of the Merger (the "Effective Time") the reported securities were disposed of, with 56,962 shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") contributed to Raven TopCo, L.P., an indirect parent entity of Parent ("Holdings"), and/or one of its subsidiaries in exchange for certain equity interests of Holdings and/or one of its subsidiaries.

Represents 20,594 shares of Common Stock of the Issuer underlying restricted stock units ("RSUs") of the Issuer which, pursuant to the Merger Agreement, were, at the Effective Time, automatically cancelled and converted into the right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of (a) the number of shares of Common Stock subject to such RSUs as of immediately prior to the Effective Time and (b) $14.30 per share in cash without interest.