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New Mountain Investments V, L.L.C.

Disclosed activity across 2 companies

Tapewire entity
85759
SEC CIK
0001844960

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
Signify Health, Inc.SGFY · Entity 114996Director · 10% ownerMay 19, 2022May 23, 2022

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class A Common StockSEC Table I · non-derivativeIndirectBy New Mountain Directors67,764 Reported balance After 2022-05-19 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2022-05-19 · Grant · Acquired 44,016 · Balance 67,764

F1: Represents a grant of restricted stock units ("RSUs") relating to 14,672 shares of Class A common stock to each of Matthew S. Holt, Albert A. Notini and Kyle B. Peterson (collectively, the "New Mountain Directors"). Each of the New Mountain Directors has assigned all rights, title and interest in the RSUs reported herein to New Mountain Capital, L.L.C. ("NMC").

F2: The RSUs are scheduled to vest on May 19, 2023.

F3: Each of the New Mountain Directors is a member of the Issuer's Board of Directors and a member of New Mountain Investments V, L.L.C. ("NM V").

F7: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

Class A Common StockSEC Table I · non-derivativeIndirectBy New Mountain Partners V (AIV-C2), L.P.48,378,865 Reported balance Holding disclosure · report date 2022-05-19 · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · Balance 48,378,865

F4: NMC may be deemed to have beneficial ownership of the shares of Class A common stock directly held by each of New Mountain Partners V (AIV-C2), L.P. ("AIV-C2") and Remedy Acquisition, L.P. ("Remedy Acquisition").

F5: The general partner of New Mountain Partners V (AIV-C), L.P. ("AIV-C"), AIV-C2 and Remedy Acquisition is NM V and the manager of AIV-C is NMC. Steven B. Klinsky is the managing member of NM V, which has decision-making power over the disposition and voting of shares of portfolio investments of AIV-C, AIV-C2 and Remedy Acquisition. NMC also has voting power over the shares of portfolio investments of AIV-C, AIV-C2 and Remedy Acquisition. Mr. Klinsky, as the managing member of NM V, has voting and investment power over the shares it holds.

F6: The managing member of NMC is New Mountain Capital Group, L.P., whose general partner is NM Holdings GP, L.L.C (whose managing member is Mr. Klinsky). Since (a) NM V has decision-making power over AIV-C, AIV-C2 and Remedy Acquisition and (b) NMC has voting power over the shares of portfolio investments of AIV-C, AIV-C2 and Remedy Acquisition, Mr. Klinsky may be deemed to beneficially own the shares that AIV-C, AIV-C2 and Remedy Acquisition hold of record or may be deemed to beneficially own.

F7: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

Class A Common StockSEC Table I · non-derivativeIndirectBy Remedy Acquisition, L.P.48,330,828 Reported balance Holding disclosure · report date 2022-05-19 · row 3 Holding and transaction disclosures are not merged.
1 source row

Row 3 · Balance 48,330,828

F4: NMC may be deemed to have beneficial ownership of the shares of Class A common stock directly held by each of New Mountain Partners V (AIV-C2), L.P. ("AIV-C2") and Remedy Acquisition, L.P. ("Remedy Acquisition").

F5: The general partner of New Mountain Partners V (AIV-C), L.P. ("AIV-C"), AIV-C2 and Remedy Acquisition is NM V and the manager of AIV-C is NMC. Steven B. Klinsky is the managing member of NM V, which has decision-making power over the disposition and voting of shares of portfolio investments of AIV-C, AIV-C2 and Remedy Acquisition. NMC also has voting power over the shares of portfolio investments of AIV-C, AIV-C2 and Remedy Acquisition. Mr. Klinsky, as the managing member of NM V, has voting and investment power over the shares it holds.

F6: The managing member of NMC is New Mountain Capital Group, L.P., whose general partner is NM Holdings GP, L.L.C (whose managing member is Mr. Klinsky). Since (a) NM V has decision-making power over AIV-C, AIV-C2 and Remedy Acquisition and (b) NMC has voting power over the shares of portfolio investments of AIV-C, AIV-C2 and Remedy Acquisition, Mr. Klinsky may be deemed to beneficially own the shares that AIV-C, AIV-C2 and Remedy Acquisition hold of record or may be deemed to beneficially own.

F7: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: Represents a grant of restricted stock units ("RSUs") relating to 14,672 shares of Class A common stock to each of Matthew S. Holt, Albert A. Notini and Kyle B. Peterson (collectively, the "New Mountain Directors"). Each of the New Mountain Directors has assigned all rights, title and interest in the RSUs reported herein to New Mountain Capital, L.L.C. ("NMC").

F2: The RSUs are scheduled to vest on May 19, 2023.

F3: Each of the New Mountain Directors is a member of the Issuer's Board of Directors and a member of New Mountain Investments V, L.L.C. ("NM V").

F4: NMC may be deemed to have beneficial ownership of the shares of Class A common stock directly held by each of New Mountain Partners V (AIV-C2), L.P. ("AIV-C2") and Remedy Acquisition, L.P. ("Remedy Acquisition").

F5: The general partner of New Mountain Partners V (AIV-C), L.P. ("AIV-C"), AIV-C2 and Remedy Acquisition is NM V and the manager of AIV-C is NMC. Steven B. Klinsky is the managing member of NM V, which has decision-making power over the disposition and voting of shares of portfolio investments of AIV-C, AIV-C2 and Remedy Acquisition. NMC also has voting power over the shares of portfolio investments of AIV-C, AIV-C2 and Remedy Acquisition. Mr. Klinsky, as the managing member of NM V, has voting and investment power over the shares it holds.

F6: The managing member of NMC is New Mountain Capital Group, L.P., whose general partner is NM Holdings GP, L.L.C (whose managing member is Mr. Klinsky). Since (a) NM V has decision-making power over AIV-C, AIV-C2 and Remedy Acquisition and (b) NMC has voting power over the shares of portfolio investments of AIV-C, AIV-C2 and Remedy Acquisition, Mr. Klinsky may be deemed to beneficially own the shares that AIV-C, AIV-C2 and Remedy Acquisition hold of record or may be deemed to beneficially own.

F7: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

Past disclosures · reporting ended (1)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Section 16 reporting ended · disclosed 2024-11-22. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee Notes0 Reported balance After 2024-11-19 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2024-11-19 · Other · Disposed 124,910,408 · Balance 0

F1: On November 19, 2024, R1 RCM Inc. completed its merger with Project Raven Merger Sub, Inc. and all shares of common stock beneficially owned by the Reporting Persons were cancelled and converted into the right to receive $14.30 per share in cash.

F2: Held directly by CoyCo 1.

F3: 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.

F4: 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.

Common StockSEC Table I · non-derivativeIndirectSee Notes0 Reported balance After 2024-11-19 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2024-11-19 · Other · Disposed 11,075,180 · Balance 0

F1: On November 19, 2024, R1 RCM Inc. completed its merger with Project Raven Merger Sub, Inc. and all shares of common stock beneficially owned by the Reporting Persons were cancelled and converted into the right to receive $14.30 per share in cash.

F3: 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.

F4: 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.

F5: Held directly by CoyCo 2.

Filing footnotes · ownership attribution and instrument terms

F1: On November 19, 2024, R1 RCM Inc. completed its merger with Project Raven Merger Sub, Inc. and all shares of common stock beneficially owned by the Reporting Persons were cancelled and converted into the right to receive $14.30 per share in cash.

F2: Held directly by CoyCo 1.

F3: 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.

F4: 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.

F5: Held directly by CoyCo 2.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
November 19, 2024 Filed Nov 22, 2024 16:05 UTC R1 RCM Inc. /DE RCM · Entity 85753 OtherCommon Stock 11,075,180 $14.30 $158,375,074.00
Disclosure

SEC source: 0000950170-24-130183 · ownership.xml · nonDerivative · entry 2

New Mountain Capital, L.L.C. · CIK 0001407718 · Director · 10% owner

CoyCo 1, L.P. · CIK 0001933650 · Director · 10% owner

CoyCo 2, L.P. · CIK 0001933942 · Director · 10% owner

CoyCo GP, L.L.C. · CIK 0001933937 · Director · 10% owner

New Mountain Partners V (AIV-D), L.P. · CIK 0001933971 · Director · 10% owner

New Mountain Investments V, L.L.C. · CIK 0001844960 · Director · 10% owner

New Mountain Capital Group, L.P. · CIK 0001777024 · Director · 10% owner

NM Holdings GP, L.L.C. · CIK 0001776766 · Director · 10% owner

KLINSKY STEVEN B · CIK 0001018327 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Notes

Disclosed balance after: 0

F1 · kind: On November 19, 2024, R1 RCM Inc. completed its merger with Project Raven Merger Sub, Inc. and all shares of common stock beneficially owned by the Reporting Persons were cancelled and converted into the right to receive $14.30 per share in cash.

F3 · ownership.nature: 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.

F4 · ownership.nature: 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.

F5 · ownership.nature: Held directly by CoyCo 2.

Read SEC document
November 19, 2024 Filed Nov 22, 2024 16:05 UTC R1 RCM Inc. /DE RCM · Entity 85753 OtherCommon Stock 124,910,408 $14.30 $1,786,218,834.40
Disclosure

SEC source: 0000950170-24-130183 · ownership.xml · nonDerivative · entry 1

New Mountain Capital, L.L.C. · CIK 0001407718 · Director · 10% owner

CoyCo 1, L.P. · CIK 0001933650 · Director · 10% owner

CoyCo 2, L.P. · CIK 0001933942 · Director · 10% owner

CoyCo GP, L.L.C. · CIK 0001933937 · Director · 10% owner

New Mountain Partners V (AIV-D), L.P. · CIK 0001933971 · Director · 10% owner

New Mountain Investments V, L.L.C. · CIK 0001844960 · Director · 10% owner

New Mountain Capital Group, L.P. · CIK 0001777024 · Director · 10% owner

NM Holdings GP, L.L.C. · CIK 0001776766 · Director · 10% owner

KLINSKY STEVEN B · CIK 0001018327 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Notes

Disclosed balance after: 0

F1 · kind: On November 19, 2024, R1 RCM Inc. completed its merger with Project Raven Merger Sub, Inc. and all shares of common stock beneficially owned by the Reporting Persons were cancelled and converted into the right to receive $14.30 per share in cash.

F2 · ownership.nature: Held directly by CoyCo 1.

F3 · ownership.nature: 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.

F4 · ownership.nature: 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.

Read SEC document
October 26, 2022 Filed Oct 28, 2022 18:59 UTC R1 RCM Inc. /DE RCM · Entity 85753 OtherCommon Stock 9,454 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-22-034483 · doc4.xml · nonDerivative · entry 2

New Mountain Capital, L.L.C. · CIK 0001407718 · Director · 10% owner

CoyCo 1, L.P. · CIK 0001933650 · Director · 10% owner

CoyCo 2, L.P. · CIK 0001933942 · Director · 10% owner

CoyCo GP, L.L.C. · CIK 0001933937 · Director · 10% owner

New Mountain Partners V (AIV-D), L.P. · CIK 0001933971 · Director · 10% owner

New Mountain Investments V, L.L.C. · CIK 0001844960 · Director · 10% owner

New Mountain Capital Group, L.P. · CIK 0001777024 · Director · 10% owner

NM Holdings GP, L.L.C. · CIK 0001776766 · Director · 10% owner

KLINSKY STEVEN B · CIK 0001018327 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Notes

Disclosed balance after: 11,075,180

F1 · kind: 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").

F2 · kind: 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.

F1 · price: 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").

F2 · price: 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.

F4 · ownership.nature: 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.

F5 · ownership.nature: 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.

F6 · ownership.nature: Held directly by CoyCo 2.

Read SEC document
October 26, 2022 Filed Oct 28, 2022 18:59 UTC R1 RCM Inc. /DE RCM · Entity 85753 OtherCommon Stock 46,392 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-22-034483 · doc4.xml · nonDerivative · entry 1

New Mountain Capital, L.L.C. · CIK 0001407718 · Director · 10% owner

CoyCo 1, L.P. · CIK 0001933650 · Director · 10% owner

CoyCo 2, L.P. · CIK 0001933942 · Director · 10% owner

CoyCo GP, L.L.C. · CIK 0001933937 · Director · 10% owner

New Mountain Partners V (AIV-D), L.P. · CIK 0001933971 · Director · 10% owner

New Mountain Investments V, L.L.C. · CIK 0001844960 · Director · 10% owner

New Mountain Capital Group, L.P. · CIK 0001777024 · Director · 10% owner

NM Holdings GP, L.L.C. · CIK 0001776766 · Director · 10% owner

KLINSKY STEVEN B · CIK 0001018327 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Notes

Disclosed balance after: 124,910,408

F1 · kind: 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").

F2 · kind: 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.

F1 · price: 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").

F2 · price: 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.

F3 · ownership.nature: Held directly by CoyCo 1.

F4 · ownership.nature: 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.

F5 · ownership.nature: 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.

Read SEC document
May 19, 2022 Filed May 23, 2022 20:44 UTC Signify Health, Inc. SGFY · Entity 114996 GrantClass A Common Stock 44,016 $0.00 $0.00
Disclosure

SEC source: 0000950103-22-009040 · dp173702_4-newmountain.xml · nonDerivative · entry 1

New Mountain Capital, L.L.C. · CIK 0001407718 · Director · 10% owner

New Mountain Partners V, L.P. · CIK 0001707375 · Director · 10% owner

New Mountain Partners V (AIV-C), L.P. · CIK 0001844949 · Director · 10% owner

New Mountain Partners V (AIV-C2), L.P. · CIK 0001844973 · Director · 10% owner

New Mountain Investments V, L.L.C. · CIK 0001844960 · Director · 10% owner

Remedy Investment GP, LLC · CIK 0001845166 · Director · 10% owner

Remedy Acquisition L.P. · CIK 0001844946 · Director · 10% owner

KLINSKY STEVEN B · CIK 0001018327 · Director · 10% owner

New Mountain Capital Group, L.P. · CIK 0001777024 · Director · 10% owner

NM Holdings GP, L.L.C. · CIK 0001776766 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By New Mountain Directors

Disclosed balance after: 67,764

F1 · shares: Represents a grant of restricted stock units ("RSUs") relating to 14,672 shares of Class A common stock to each of Matthew S. Holt, Albert A. Notini and Kyle B. Peterson (collectively, the "New Mountain Directors"). Each of the New Mountain Directors has assigned all rights, title and interest in the RSUs reported herein to New Mountain Capital, L.L.C. ("NMC").

F2 · shares: The RSUs are scheduled to vest on May 19, 2023.

F3 · ownership.nature: Each of the New Mountain Directors is a member of the Issuer's Board of Directors and a member of New Mountain Investments V, L.L.C. ("NM V").

F7 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

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February 16, 2021 Filed Feb 17, 2021 21:35 UTC Signify Health, Inc. SGFY · Entity 114996 GrantClass A Common Stock 23,748 $0.00 $0.00
Disclosure

SEC source: 0000950103-21-002476 · dp146216_4-nmcllc.xml · nonDerivative · entry 4

New Mountain Capital, L.L.C. · CIK 0001407718 · Director · 10% owner

New Mountain Partners V, L.P. · CIK 0001707375 · Director · 10% owner

New Mountain Partners V (AIV-C), L.P. · CIK 0001844949 · Director · 10% owner

New Mountain Partners V (AIV-C2), L.P. · CIK 0001844973 · Director · 10% owner

New Mountain Investments V, L.L.C. · CIK 0001844960 · Director · 10% owner

Remedy Investment GP, LLC · CIK 0001845166 · Director · 10% owner

Remedy Acquisition L.P. · CIK 0001844946 · Director · 10% owner

KLINSKY STEVEN B · CIK 0001018327 · Director · 10% owner

New Mountain Capital Group, L.P. · CIK 0001777024 · Director · 10% owner

NM Holdings GP, L.L.C. · CIK 0001776766 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By New Mountain Directors

Disclosed balance after: 23,748

F4 · shares: Represents a grant of restricted stock units ("RSUs") relating to 7,916 shares of Class A common stock to each of Matthew S. Holt, Albert A. Notini and Kyle B. Peterson (collectively, the "New Mountain Directors"). Each of the New Mountain Directors has assigned all rights, title and interest in the RSUs reported herein to New Mountain Capital, L.L.C. ("NMC").

F5 · shares: The RSUs are scheduled to vest on February 16, 2022.

F9 · ownership.nature: Each of the New Mountain Directors is a member of the Issuer's Board of Directors and a member of NM V.

F11 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

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February 12, 2021 Filed Feb 17, 2021 21:35 UTC Signify Health, Inc. SGFY · Entity 114996 GrantLLC Units in Cure TopCo, LLC · Derivative 42,905,113 $0.00 $0.00
Disclosure

SEC source: 0000950103-21-002476 · dp146216_4-nmcllc.xml · derivative · entry 5

New Mountain Capital, L.L.C. · CIK 0001407718 · Director · 10% owner

New Mountain Partners V, L.P. · CIK 0001707375 · Director · 10% owner

New Mountain Partners V (AIV-C), L.P. · CIK 0001844949 · Director · 10% owner

New Mountain Partners V (AIV-C2), L.P. · CIK 0001844973 · Director · 10% owner

New Mountain Investments V, L.L.C. · CIK 0001844960 · Director · 10% owner

Remedy Investment GP, LLC · CIK 0001845166 · Director · 10% owner

Remedy Acquisition L.P. · CIK 0001844946 · Director · 10% owner

KLINSKY STEVEN B · CIK 0001018327 · Director · 10% owner

New Mountain Capital Group, L.P. · CIK 0001777024 · Director · 10% owner

NM Holdings GP, L.L.C. · CIK 0001776766 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By New Mountain Partners V (AIV-C), L.P.

Disclosed balance after: 42,905,113

Underlying: Class A Common Stock · 42,905,113 shares

Expires not disclosed

F6 · derivative.exercise_price: Each LLC Unit may be redeemed, together with the cancellation of a share of Class B common stock, at any time following the Issuer's initial public offering for one share of Class A common stock or a cash payment equal to the volume weighted average market price of one share of Class A common stock for each LLC Unit redeemed. The LLC Units do not expire.

F3 · shares: These securities are directly held by New Mountain Partners V (AIV-C), L.P. ("AIV-C") and were acquired through the conversion prior to the completion of the Issuer's initial public offering of historical interests held by AIV-C in Cure TopCo, LLC.

F6 · derivative.exercise_date: Each LLC Unit may be redeemed, together with the cancellation of a share of Class B common stock, at any time following the Issuer's initial public offering for one share of Class A common stock or a cash payment equal to the volume weighted average market price of one share of Class A common stock for each LLC Unit redeemed. The LLC Units do not expire.

F6 · derivative.expiration_date: Each LLC Unit may be redeemed, together with the cancellation of a share of Class B common stock, at any time following the Issuer's initial public offering for one share of Class A common stock or a cash payment equal to the volume weighted average market price of one share of Class A common stock for each LLC Unit redeemed. The LLC Units do not expire.

F7 · ownership.nature: New Mountain Capital, L.L.C. may be deemed to have beneficial ownership of (i) the shares of Class A common stock directly held by each of AIV-C2 and Remedy Acquisition and (ii) the shares of Class B common stock and the LLC Units directly held by AIV-C.

F8 · ownership.nature: The general partner of both AIV-C and AIV-C2 is New Mountain Investments V, L.L.C. ("NM V") and the manager of both such entities is NMC. Steven B. Klinsky is the managing member of NM V, which has decision-making power over the disposition and voting of shares of portfolio investments of AIV-C and AIV-C2. NMC also has voting power over the shares of portfolio investments of AIV-C and AIV-C2. Mr. Klinsky, as the managing member of NM V, has voting and investment power over the shares it holds. The managing member of NMC is New Mountain Capital Group, L.P., whose general partner is NM Holdings GP, L.L.C (whose managing member is Mr. Klinsky). Since (a) NM V has decision-making power over AIV-C and AIV-C2 and (b) NMC has voting power over the shares of portfolio investments of AIV-C and AIV-C2, Mr. Klinsky may be deemed to beneficially own the shares that AIV-C and AIV-C2 hold of record or may be deemed to beneficially own.

F11 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

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February 12, 2021 Filed Feb 17, 2021 21:35 UTC Signify Health, Inc. SGFY · Entity 114996 GrantClass B Common Stock 42,905,113 $0.01 $429,051.13
Disclosure

SEC source: 0000950103-21-002476 · dp146216_4-nmcllc.xml · nonDerivative · entry 3

New Mountain Capital, L.L.C. · CIK 0001407718 · Director · 10% owner

New Mountain Partners V, L.P. · CIK 0001707375 · Director · 10% owner

New Mountain Partners V (AIV-C), L.P. · CIK 0001844949 · Director · 10% owner

New Mountain Partners V (AIV-C2), L.P. · CIK 0001844973 · Director · 10% owner

New Mountain Investments V, L.L.C. · CIK 0001844960 · Director · 10% owner

Remedy Investment GP, LLC · CIK 0001845166 · Director · 10% owner

Remedy Acquisition L.P. · CIK 0001844946 · Director · 10% owner

KLINSKY STEVEN B · CIK 0001018327 · Director · 10% owner

New Mountain Capital Group, L.P. · CIK 0001777024 · Director · 10% owner

NM Holdings GP, L.L.C. · CIK 0001776766 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By New Mountain Partners V (AIV-C), L.P.

Disclosed balance after: 42,905,113

F3 · shares: These securities are directly held by New Mountain Partners V (AIV-C), L.P. ("AIV-C") and were acquired through the conversion prior to the completion of the Issuer's initial public offering of historical interests held by AIV-C in Cure TopCo, LLC.

F7 · ownership.nature: New Mountain Capital, L.L.C. may be deemed to have beneficial ownership of (i) the shares of Class A common stock directly held by each of AIV-C2 and Remedy Acquisition and (ii) the shares of Class B common stock and the LLC Units directly held by AIV-C.

F8 · ownership.nature: The general partner of both AIV-C and AIV-C2 is New Mountain Investments V, L.L.C. ("NM V") and the manager of both such entities is NMC. Steven B. Klinsky is the managing member of NM V, which has decision-making power over the disposition and voting of shares of portfolio investments of AIV-C and AIV-C2. NMC also has voting power over the shares of portfolio investments of AIV-C and AIV-C2. Mr. Klinsky, as the managing member of NM V, has voting and investment power over the shares it holds. The managing member of NMC is New Mountain Capital Group, L.P., whose general partner is NM Holdings GP, L.L.C (whose managing member is Mr. Klinsky). Since (a) NM V has decision-making power over AIV-C and AIV-C2 and (b) NMC has voting power over the shares of portfolio investments of AIV-C and AIV-C2, Mr. Klinsky may be deemed to beneficially own the shares that AIV-C and AIV-C2 hold of record or may be deemed to beneficially own.

F11 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

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February 12, 2021 Filed Feb 17, 2021 21:35 UTC Signify Health, Inc. SGFY · Entity 114996 GrantClass A Common Stock 48,330,828 $0.00 $0.00
Disclosure

SEC source: 0000950103-21-002476 · dp146216_4-nmcllc.xml · nonDerivative · entry 2

New Mountain Capital, L.L.C. · CIK 0001407718 · Director · 10% owner

New Mountain Partners V, L.P. · CIK 0001707375 · Director · 10% owner

New Mountain Partners V (AIV-C), L.P. · CIK 0001844949 · Director · 10% owner

New Mountain Partners V (AIV-C2), L.P. · CIK 0001844973 · Director · 10% owner

New Mountain Investments V, L.L.C. · CIK 0001844960 · Director · 10% owner

Remedy Investment GP, LLC · CIK 0001845166 · Director · 10% owner

Remedy Acquisition L.P. · CIK 0001844946 · Director · 10% owner

KLINSKY STEVEN B · CIK 0001018327 · Director · 10% owner

New Mountain Capital Group, L.P. · CIK 0001777024 · Director · 10% owner

NM Holdings GP, L.L.C. · CIK 0001776766 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Remedy Acquisition, L.P.

Disclosed balance after: 48,330,828

F2 · shares: These securities are directly held by Remedy Acquisition, L.P. ("Remedy Acquisition") and were acquired through the conversion prior to the completion of the Issuer's initial public offering of historical interests held by Remedy Acquisition in New Remedy Corp.

F7 · ownership.nature: New Mountain Capital, L.L.C. may be deemed to have beneficial ownership of (i) the shares of Class A common stock directly held by each of AIV-C2 and Remedy Acquisition and (ii) the shares of Class B common stock and the LLC Units directly held by AIV-C.

F10 · ownership.nature: The general partner of Remedy Acquisition is Remedy Investment GP, LLC, a wholly owned subsidiary of New Mountain Partners V, L.P.

F11 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

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February 12, 2021 Filed Feb 17, 2021 21:35 UTC Signify Health, Inc. SGFY · Entity 114996 GrantClass A Common Stock 48,378,865 $0.00 $0.00
Disclosure

SEC source: 0000950103-21-002476 · dp146216_4-nmcllc.xml · nonDerivative · entry 1

New Mountain Capital, L.L.C. · CIK 0001407718 · Director · 10% owner

New Mountain Partners V, L.P. · CIK 0001707375 · Director · 10% owner

New Mountain Partners V (AIV-C), L.P. · CIK 0001844949 · Director · 10% owner

New Mountain Partners V (AIV-C2), L.P. · CIK 0001844973 · Director · 10% owner

New Mountain Investments V, L.L.C. · CIK 0001844960 · Director · 10% owner

Remedy Investment GP, LLC · CIK 0001845166 · Director · 10% owner

Remedy Acquisition L.P. · CIK 0001844946 · Director · 10% owner

KLINSKY STEVEN B · CIK 0001018327 · Director · 10% owner

New Mountain Capital Group, L.P. · CIK 0001777024 · Director · 10% owner

NM Holdings GP, L.L.C. · CIK 0001776766 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By New Mountain Partners V (AIV-C2), L.P.

Disclosed balance after: 48,378,865

F1 · shares: These securities are directly held by New Mountain Partners V (AIV-C2), L.P. ("AIV-C2") and were acquired through the conversion prior to the completion of the Issuer's initial public offering of historical interests held by AIV-C2 in Cure TopCo, LLC.

F7 · ownership.nature: New Mountain Capital, L.L.C. may be deemed to have beneficial ownership of (i) the shares of Class A common stock directly held by each of AIV-C2 and Remedy Acquisition and (ii) the shares of Class B common stock and the LLC Units directly held by AIV-C.

F8 · ownership.nature: The general partner of both AIV-C and AIV-C2 is New Mountain Investments V, L.L.C. ("NM V") and the manager of both such entities is NMC. Steven B. Klinsky is the managing member of NM V, which has decision-making power over the disposition and voting of shares of portfolio investments of AIV-C and AIV-C2. NMC also has voting power over the shares of portfolio investments of AIV-C and AIV-C2. Mr. Klinsky, as the managing member of NM V, has voting and investment power over the shares it holds. The managing member of NMC is New Mountain Capital Group, L.P., whose general partner is NM Holdings GP, L.L.C (whose managing member is Mr. Klinsky). Since (a) NM V has decision-making power over AIV-C and AIV-C2 and (b) NMC has voting power over the shares of portfolio investments of AIV-C and AIV-C2, Mr. Klinsky may be deemed to beneficially own the shares that AIV-C and AIV-C2 hold of record or may be deemed to beneficially own.

F11 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.