Moszkowski Neal's Form 4 filing
R1 RCM Inc. (RCM) · filed Nov 19, 2024
- Accession no.
- 0001104659-24-120604
- Filed
- Nov 19, 2024, 4:50 PM ET
- Trade date
- Nov 19, 2024
- Filing delay
- Same day
- Rule 10b5-1 plan
- Not checked
This filing lists 3 non-derivative transactions and 1 derivative transaction. Open-market sales total $436.3M. It was filed on the trade date.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Moszkowski NealCIK 0001041197 | Director, 10% Owner |
| Bilzin JonathanCIK 0001473246 | Director, 10% Owner |
| TowerBrook Investors, Ltd.CIK 0001599448 | Director, 10% Owner |
| TI IV ACHI Holdings, LPCIK 0001662925 | Director, 10% Owner |
| Ascension Health AllianceCIK 0001663043 | Director, 10% Owner |
| TI IV ACHI Holdings GP, LLCCIK 0001663106 | Director, 10% Owner |
| TCP-Asc GP, LLCCIK 0001663107 | Director, 10% Owner |
| TCP-ASC ACHI Series LLLPCIK 0001663108 | Director, 10% Owner |
| Saddi KarimCIK 0002015512 | Director, 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Nov 19, 2024 | Common Stock | XIn-the-money exerciseAcquired | +40,464,855 | $3.50 | +$141,626,992.5 | 164,754,055 | Direct | |
| Nov 19, 2024 | Common Stock | SSaleDisposed | −30,548,388 | $14.28 | −$436,292,077.42 | 154,837,588 | Direct | |
| Nov 19, 2024 | Common Stock | JOtherDisposed | −154,837,588 | –F1 | – | 0 | Direct |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Nov 19, 2024 | Common Stock | XIn-the-money exerciseDisposed | −40,464,855 | $0.00 | $0 | 0 | Direct |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
On November 19, 2024, prior to the consummation of the Merger (as defined below), TCP-ASC ACHI Series LLLP (the "Partnership") exercised in full a warrant to purchase 40,464,855 shares of common stock, par value $0.01 per share ("Common Stock"), of R1 RCM Inc. (the "Issuer") for $3.50 a share. The Partnership paid the exercise price on a cashless basis, resulting in the Issuer withholding 9,916,467 of the shares of Common Stock to pay the exercise price and issuing to the reporting person the remaining 30,548,388 shares of Common Stock.
Referenced by the price of 1 transaction in Table I.
Remarks
For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Persons may be deemed to be directors by deputization by virtue of their contractual right to appoint directors to the board of directors of the Issuer. As a result, the "Director" box is marked in Item 5 of this Form 4.