UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

________________________

FORM 8-K

________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) ~~of the~~

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 514, 2024

____________

R1 RCM Inc.

(Exact ~~Name~~name of ~~Registrant~~registrant as ~~Specified~~specified in ~~Charter~~its charter)

____________

Delaware

001-41428

87-4340782

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

Delaware	001-41428		87-4340782
433 W. Ascension Way
(State or Other Jurisdictionof Incorporation)	(CommissionFile Number)		(IRS EmployerIdentification No.)
Suite 200
Murray, Utah		84123
(Address of Principal Executive Offices)		(Zip Code)

433 W. Ascension Way			84123
Suite 200
Murray
Utah
(Address of Principal Executive Offices)			(Zip Code)

Registrant’s telephone number, including area code: (312) 324-7820

(Former ~~Name~~name or ~~Former~~former ~~Address~~address, if ~~Changed~~changed ~~Since~~since ~~Last~~last ~~Report~~report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	TradingSymbol(s)	~~Trading Symbol(s)~~	Name of each exchange on which registered	~~Name of each exchange on which registered~~
Common stock, par value $0.01 per share		RCM		NASDAQ
Common stock, $0.01 par value per share	RCM		NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (~~17 CFR~~ § 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (~~17 CFR~~ § 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2 5.~~02 Results~~07 Submission of ~~Operations~~Matters ~~and~~to ~~Financial~~a ~~Condition~~Vote of Securities Holders.

OnAs ~~November~~previously 5announced, on July 31, 2024, R1 RCM Inc., a Delaware corporation (the “Company”), ~~announced~~entered ~~its~~into ~~financial~~an ~~results~~Agreement ~~for~~and Plan of Merger (the ~~three~~“Merger ~~months~~Agreement”) ~~ended~~with ~~September~~Raven 30Acquisition Holdings, ~~2024~~LLC, a Delaware limited liability company (“Parent”), and Project Raven Merger Sub, Inc., ~~The~~a ~~full~~Delaware ~~text~~corporation and wholly owned subsidiary of Parent (“Merger Sub”), providing for, among other things and on the ~~press~~terms ~~release~~and ~~issued~~subject into ~~connection~~the conditions set forth therein, the merger of Merger Sub with and into the ~~announcement~~Company, iswith ~~furnished~~the Company continuing as ~~Exhibit~~the 99surviving corporation (the “Merger”), as described in the Company’s definitive proxy statement filed with the U.1S. Securities and Exchange Commission on October 16, 2024, as amended (the “Definitive Proxy Statement”), and mailed to ~~this~~the ~~Current~~Company’s ~~Report~~stockholders on ~~Form~~or ~~8-K~~about October 16, 2024.

~~The~~On ~~information~~November 14, in2024, ~~this~~the ~~Form~~Company ~~8-K~~held ~~(including~~a ~~Exhibit~~special ~~99.1)~~meeting ~~shall not be deemed “filed” for purposes~~ of ~~Section~~stockholders 18virtually ofvia ~~the~~live ~~Securities~~webcast ~~Exchange Act of 1934, as amended~~ (the “~~Exchange~~Special ~~Act~~Meeting”), orto ~~otherwise~~vote ~~subject~~on to the ~~liabilities~~proposals ofidentified ~~that section, nor shall it be deemed incorporated by reference~~ in ~~any filing under~~ the ~~Securities~~Definitive ~~Act~~Proxy ~~of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing~~Statement.

~~Item~~As 9of the close of business on October 11, 2024, the record date for the Special Meeting, there were 422,194,725 shares of common stock of the Company, par value $0.01 ~~Financial~~ ~~Statements~~per ~~and~~share ~~Exhibits~~(the “Company Common Stock”), eligible to be voted at the Special Meeting. At the Special Meeting, 388,084,485 shares, or approximately 91.92% of all outstanding shares of Company Common Stock eligible to be voted at the Special Meeting, were present virtually or represented by proxy at the Special Meeting, constituting a quorum. Set forth below are the final voting results for the matters submitted to a vote of stockholders at the Special Meeting.

(d)	Exhibit Number	Description
	99.1	Press Release dated November 5, 2024
	104	Cover Page Interactive Data File - the cover page iXBRL tags are embedded within the Inline XBRL document

Proposal No. 1 – The Merger Proposal.

At the Special Meeting, the Company’s stockholders approved a proposal to approve and adopt the Merger Agreement and approve the transactions contemplated thereby. The votes were as follows:


For	Against	Abstain	Broker Non-Votes
377,486,987	2,477,176	8,120,322	—

Proposal No. 2 – The Merger-Related Compensation Proposal.

At the Special Meeting, the Company’s stockholders approved, on an advisory and non-binding basis, a proposal to approve certain compensation arrangements for the Company’s named executive officers in connection with the Merger. The votes were as follows:


For	Against	Abstain	Broker Non-Votes
364,416,611	15,044,874	8,623,000	—

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~Registrant~~registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	R1 RCM INC.	~~R1 RCM INC.~~
Date: November 5, 2024
Date: November 14, 2024	By:	/s/ Jennifer Williams
		By: /s/ Jennifer Williams
	Name:	Jennifer Williams
		Name: Jennifer Williams
	Title:	Chief Financial Officer
		Title: Chief Financial Officer

Filing Compare · R1 RCM Inc. /DE