Sec Form 4 Filing - Evans Richard B. Jr. @ R1 RCM INC. - 2017-06-12

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Evans Richard B. Jr.
2. Issuer Name and Ticker or Trading Symbol
R1 RCM INC. [ RCM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Principal Accounting Officer
(Last) (First) (Middle)
C/O R1 RCM INC., 401 N. MICHIGAN AVE, SUITE 2700
3. Date of Earliest Transaction (MM/DD/YY)
06/12/2017
(Street)
CHICAGO, IL60611
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Stock Option (right to buy) $ 5.84 06/12/2017 D 50,000 ( 1 ) 02/03/2025 Common Stock 50,000 ( 2 ) 0 D
Stock Option (right to buy) ( 3 ) $ 3.85 ( 4 ) 06/12/2017 A 41,020 ( 5 ) 06/12/2027 Common Stock 41,020 $ 0 41,020 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Evans Richard B. Jr.
C/O R1 RCM INC.
401 N. MICHIGAN AVE, SUITE 2700
CHICAGO, IL60611
Principal Accounting Officer
Signatures
/s/ Howard Norber, Attorney-in-Fact 06/13/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )50% of the cancelled options were vested and immediately exercisable. The unvested portion of the cancelled options would have vested in 25% increments on February 3, 2018 and 2019.
( 2 )Represents stock options cancelled pursuant to R1 RCM's stock option exchange program as more fully described in the Schedule TO-I, filed with the Securities and Exchange Commission on May 12, 2017 (the "Stock Option Exchange Program").
( 3 )Represents stock options granted pursuant to the Stock Option Exchange Program.
( 4 )The exercise price per share equals the closing price per share of R1 RCM's common stock on June 12, 2017.
( 5 )The options granted in the Stock Option Exchange Program are subject to a two-year vesting period (50% increments on each anniversary of the grant date for two years).

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).

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