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* New Mountain Capital, L.L.C. (Last) (First) (Middle) 1633 BROADWAY, 48TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol R1 RCM Inc. /DE [ RCM ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 10/26/2022
	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	10/26/2022		J(1)(2)		46,392	A	(1)(2)	124,910,408	I	See Notes(3)(4)(5)
Common Stock	10/26/2022		J(1)(2)		9,454	A	(1)(2)	11,075,180	I	See Notes(4)(5)(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* New Mountain Capital, L.L.C. (Last) (First) (Middle) 1633 BROADWAY, 48TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CoyCo 1, L.P. (Last) (First) (Middle) C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CoyCo 2, L.P. (Last) (First) (Middle) C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CoyCo GP, L.L.C. (Last) (First) (Middle) C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* New Mountain Partners V (AIV-D), L.P. (Last) (First) (Middle) C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* New Mountain Investments V, L.L.C. (Last) (First) (Middle) C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* New Mountain Capital Group, L.P. (Last) (First) (Middle) 1633 BROADWAY, 48TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* NM Holdings GP, L.L.C. (Last) (First) (Middle) C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* KLINSKY STEVEN B (Last) (First) (Middle) C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. On January 9, 2022, CoyCo 1, L.P. ("CoyCo 1") and CoyCo 2, L.P. ("CoyCo 2") entered into a Transaction Agreement and Plan of Merger (the "Transaction Agreement") with R1 RCM Holdco Inc. (f/k/a R1 RCM Inc.), formerly the Issuer's parent, Project Roadrunner Merger Sub Inc., formerly a wholly owned subsidiary of the Issuer, and Revint Holdings, LLC, a Delaware limited liability company ("Cloudmed"), pursuant to which CoyCo 1 and CoyCo 2 contributed 100% of the equity of a blocker parent of their subsidiaries, which included Cloudmed, to the Issuer in exchange for 135,929,742 shares of common stock of the Issuer and $1,000,000 (the "Acquisition"). The Acquisition closed on June 21, 2022 (the "Closing Date").

2. The Transaction Agreement included a purchase price adjustment provision which provided that the consideration received by the Reporting Persons in connection with the Acquisition would be adjusted based on Cloudmed's net debt as of closing, transaction expenses and certain cash payments and issuances of securities between signing and closing and in connection with certain incentive plans. The number of shares issuable pursuant to the purchase price adjustment provision was determined on October 26, 2022, pursuant to a formula set forth in the Transaction Agreement which provided that, for the purpose of determining the number of shares issuable, the Issuer's common stock would be valued at $24.83 per share. Pursuant to the purchase price adjustment provision, 55,846 shares are issuable to the Reporting Persons. The Reporting Persons' right to receive such additional shares became fixed and irrevocable on the Closing Date.

3. Held directly by CoyCo 1.

4. CoyCo GP, L.L.C. ("CoyCo GP") is the general partner of each of CoyCo 1 and CoyCo 2. New Mountain Partners V (AIV-D), L.P. ("AIV-D") is the manager of CoyCo GP. New Mountain Investments V, L.L.C. ("Investments V") has decision-making power over the disposition and voting of securities of portfolio investments of AIV-D. New Mountain Capital, L.L.C. ("New Mountain Capital") also has voting power over the securities of portfolio investments of AIV-D. New Mountain Capital Group, L.P. ("New Mountain Capital Group") is the managing member of New Mountain Capital. NM Holdings GP, L.L.C. ("NM Holdings GP") is the general partner of New Mountain Capital Group. Steven B. Klinsky is the managing member of New Mountain Investments V and managing member of NM Holdings GP.

5. Because of their relationships, each of Mr. Klinsky, CoyCo GP, AIV-D, New Mountain Investments V, New Mountain Capital, New Mountain Capital Group and NM Holdings GP may be deemed to beneficially own the Common Shares held by CoyCo 1 and CoyCo 2. Each of Mr. Klinsky, CoyCo GP, AIV-D, New Mountain Investments V, New Mountain Capital, New Mountain Capital Group and NM Holdings GP expressly disclaim beneficial ownership over the securities held by CoyCo 1 and CoyCo 2 except to the extent of their pecuniary interest therein.

6. Held directly by CoyCo 2.

Remarks:

Subsequent to the closing of the Acquisition, Matthew Holt, Jeremy Delinsky and Kyle Armbrester were appointed to the board of directors of the Issuer pursuant to an Investor Rights Agreement between CoyCo 1, CoyCo 2 and the Issuer. As such, the Reporting Persons may be deemed to be "directors by deputization" of the Issuer.

	CoyCo 1, L.P., By: CoyCo GP, L.L.C., its general partner, /s/ Adam B. Weinstein, Name: Adam B. Weinstein, Title: Vice President	10/28/2022
	CoyCo 2, L.P., By: CoyCo GP, L.L.C., its general partner, /s/ Adam B. Weinstein, Name: Adam B. Weinstein, Title: Vice President	10/28/2022
	CoyCo GP, L.L.C., /s/ Adam B. Weinstein, Name: Adam B. Weinstein, Title: Vice President	10/28/2022
	New Mountain Partners V (AIV-D), L.P., By: New Mountain Investments V, L.L.C., its general partner, /s/ Adam B. Weinstein, Name: Adam B. Weinstein, Title: Authorized Signatory	10/28/2022
	New Mountain Investments V, L.L.C., /s/ Adam B. Weinstein, Name: Adam B. Weinstein, Title: Authorized Signatory	10/28/2022
	New Mountain Capital Group, L.P., By: NM Holdings GP, L.L.C., /s/ Adam B. Weinstein, Name: Adam B. Weinstein, Title: Authorized Signatory	10/28/2022
	NM Holdings GP, L.L.C., /s/ Adam B. Weinstein, Name: Adam B. Weinstein, Title: Authorized Signatory	10/28/2022
	Steven B. Klinsky, /s/ Steven B. Klinsky	10/28/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.