R1 RCM Inc. (OTCMKTS:ACHI) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) On April 5, 2019, the Human Capital Committee of the board of directors of R1 RCM Inc. (the “Company”) approved a new form of performance-based restricted stock unit award agreement (the “Award Agreement”) for the granting of performance-based restricted stock units (“PBRSUs”) to the Company’s Second Amended and Restated 2010 Stock Incentive Plan (the “Plan”).
The Award Agreement provides that the issuance of shares of the Company’s common stock to the PBRSUs will be subject to both a time-based vesting condition and a performance-based vesting condition. The time-based vesting condition will be satisfied on the earlier of a date specified in the Award Agreement and the date of a qualifying change of control (the “Performance Measurement Date”), subject to the recipient not having ceased to perform services for the Company. The performance-based vesting condition will be satisfied based upon achievement by the Company of certain Cumulative Adjusted EBITDA and End-to-End RCM Agreement Growth targets, as such terms are defined in the Award Agreement, measured at the Performance Measurement Date. The number of shares earned will be based upon the level of achievement of the performance-based vesting condition, and may be below the target number of shares or above the target number of shares subject to the PBRSU, depending on the levels of performance, with interpolation between the specified threshold and target, and target and maximum, levels of performance. Between the threshold and target levels of performance, the number of shares earned will be based solely on the achievement of the Cumulative Adjusted EBITDA target. If Cumulative Adjusted EBITDA exceeds the target level, then a number of shares in excess of the target number of shares may be earned, but only if the End-to-End RCM Agreement Growth is achieved at or above the target level. If a recipient ceases to perform services for the Company for any reason, all PBRSUs granted to such recipient that are unvested will be forfeited. The foregoing description is qualified in its entirety by reference to the Plan, a copy of which was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K on December 12, 2016 and is incorporated by reference herein, and the form of Award Agreement, a copy of which is filed as Exhibit 10.1 hereto and is incorporated by reference herein.
In addition, on April 5, 2019, in recognition of excellent performance, the Human Capital Committee awarded Christopher Ricaurte, the Company’s Chief Financial Officer and Treasurer, a discretionary cash bonus of $100,000.
Item 9.01 Financial Statements and Exhibits.
R1 RCM INC. Exhibit
EX-10.1 2 a2019formofpbrsuaward2010s.htm EXHIBIT 10.1 Exhibit Exhibit 10.1GRANT OF PERFORMANCE BASED AWARDSPURSUANT TO THER1 RCM INC. SECOND AMENDED AND RESTATED 2010 STOCK INCENTIVE PLAN* * * * *Participant: [NAME]Grant Date: [GRANT DATE]Number of PBRSUs: [NUMBER OF PBRSUs]Measurement Date: [MEASUREMENT DATE] (the “Non-COC Measurement Date”)* * * * *THIS GRANT OF PERFORMANCE BASED AWARDS (this “Agreement”),…
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About R1 RCM Inc. (OTCMKTS:ACHI)
R1 RCM Inc., formerly Accretive Health, Inc., is a provider of revenue cycle services to healthcare providers. The Company offers revenue cycle management (RCM) service and physician advisory services (PAS). The Company operates through the business of providing end-to-end management services of revenue cycle operations for the United States-based hospitals and other medical providers segment. It also offers modular services, allowing clients to engage in specific components of its RCM service offering. Its customers are single or multi-hospital healthcare systems, including faith-based healthcare systems, community healthcare systems, academic medical centers and their affiliated ambulatory clinics, and physician practice groups. The Company’s population health solutions (PHS) services are designed to enable healthcare providers to manage the health of a defined patient population by identifying various individuals. The Company utilizes the R1 Performance Stack.
