Sec Form 3 Filing - Bilzin Jonathan @ R1 RCM Inc. /DE - 2024-06-03

FORM 3 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 Bilzin Jonathan 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) (Last) (First) (Middle) C/O TOWERBROOK CAPITAL PARTNERS L.P., 65 EAST 55TH STREET, 19TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 06/03/2024 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 Common Stock, par value $0.01 per share 124,289,200 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 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 (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 Warrant (right to buy) $ 3.5 02/16/2016 02/16/2026 Common Stock 40,464,855 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Bilzin Jonathan C/O TOWERBROOK CAPITAL PARTNERS L.P. 65 EAST 55TH STREET, 19TH FLOOR NEW YORK, NY10022 X X Saddi Karim 1 ST. JAMES'S MARKET CARLTON STREET LONDON, X0SW1Y 4AH X X Signatures /s/ Jonathan Bilzin 06/03/2024 Signature of Reporting Person Date /s/ Karim Saddi 06/03/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This Form 3 is being filed jointly pursuant to Rule 16a-1(a)(3) and Rule 16a-3(j) under the Securities Act of 1934, as amended (the "Exchange Act") to reflect the addition of Messrs. Jonathan Bilzin and Karim Saddi as Reporting Persons (defined in Footnote 2 below) and the withdrawal of Ramez Sousou as a Reporting Person. As permitted by Rule 16a-1(a)(4), the filing of this Form 3 shall not be construed as an admission that any of the Reporting Persons are beneficial owners of any of the securities covered by this statement. ( 2 )TCP-ASC ACHI Series LLLP (the "Partnership") directly holds (i) 124,289,200 shares of common stock, par value $0.01 per share ("Common Stock"), of R1 RCM Inc. (the "Issuer") and (ii) a warrant to purchase up to 40,464,855 shares of Common Stock on the terms and subject to the conditions set forth in the Warrant Agreement (the "Warrant"). The reported securities may be deemed to be owned directly by the Partnership, and indirectly by TCP-ASC GP, LLC (the "Partnership GP"), TI IV ACHI Holdings GP, LLC (the "Aggregator GP"), TI IV ACHI Holdings, LP (the "Aggregator"), TowerBrook Investors Ltd. ("TowerBrook" and together with the Aggregator GP and the Aggregator, the "TowerBrook Entities"), Neal Moszkowski, Jonathan Bilzin, Karim Saddi and Ascension Health Alliance d/b/a Ascension ("Ascension") (together, the "Reporting Persons"). ( 3 )The sole general partner of the Partnership is the Partnership GP, and the limited partners of the Partnership are the Aggregator and Ascension. The members of the Partnership GP are the Aggregator and Ascension. The sole general partner of the Aggregator is the Aggregator GP, and the limited partners of the Aggregator are TowerBrook Investors IV (Onshore), L.P., TowerBrook Investors IV (OS), L.P., TowerBrook Investors IV Executive Fund, L.P., TowerBrook Investors IV (892), L.P. and TowerBrook Investors Team Daybreak, L.P. The sole member of the Aggregator GP is TowerBrook. ( 4 )As a result of certain investment-related approval rights, Neal Moszkowski, a U.S. citizen, Jonathan Bilzin, a U.S. citizen, and Karim Saddi, a French citizen, may each be deemed to have investment control over the securities beneficially owned by TowerBrook Entities. The Partnership, the Partnership GP, the Aggregator GP, the Aggregator, TowerBrook, Neal Moszkowski and Ascension have previously filed statements of beneficial ownership regarding the Common Stock and Warrants with the Securities and Exchange Commission. ( 5 )Pursuant to that certain Amended and Restated Limited Liability Limited Partnership Agreement of the Partnership, dated as of June 21, 2022, by and between the Partnership GP, the Aggregator and Ascension (as may be amended, supplemented or otherwise modified from time to time, the "Partnership Agreement"), the board of directors of the Partnership established a series of partnership interests to hold the securities allocable to the Aggregator under the Partnership Agreement ("Series TB") and a series of partnership interests to hold the securities allocable to Ascension under the Partnership Agreement ("Series AS"). ( 6 )Accordingly, the Aggregator GP, the Aggregator, TowerBrook, Neal Moszkowski, Jonathan Bilzin, and Karim Saddi disclaim beneficial ownership of 57,680,140 shares of Common Stock and 18,209,185 shares of Common Stock underlying the Warrant, in each case held directly by Series AS, whereas Ascension disclaims beneficial ownership of 66,609,060 shares of Common Stock and 22,255,670 shares of Common Stock underlying the Warrant, in each case held directly by Series TB.

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. Ramez Sousou has ceased to be a beneficial owner of the shares of Common Stock and Warrant and is no longer subject to Section 16 with respect to such securities.

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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