Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On April 18, 2021, the Board of Directors (the "Board") of R1 RCM Inc. (the "Company") elected David M. Dill as a director of the Company, to serve until the Company's 2021 Annual Meeting of Stockholders and thereafter until his successor is duly elected and qualified, or until his earlier death, resignation or removal. Mr. Dill was elected upon the recommendation of the Nominating and Corporate Governance Committee of the Board.

Mr. Dill, age 52, has served as the President and Chief Executive Officer of LifePoint Health, Inc. ("LifePoint") since November 2018. Mr. Dill joined LifePoint in 2007 as Executive Vice President and Chief Financial Officer before serving in his most recent role as President and Chief Operating Officer from 2009 to 2018. Before joining LifePoint, he was Executive Vice President of Fresenius Medical Care North America and Chief Executive Officer in the East Division of Fresenius Medical Care Services, a wholly owned subsidiary of Fresenius Medical Care AG & Co. KGaA. Mr. Dill is a former chairman of the board for the Federation of American Hospitals ("FAH") and currently serves as a member of the FAH's board and Executive Committee. He is also incoming chair of the board of directors for the Nashville Health Care Council and a member of the board of trustees for the Murray State University Foundation. The Company believes Mr. Dill's proven leadership, extensive experience as a healthcare executive, including as a chief executive officer, and experience serving on corporate boards qualify him to serve on the Board.

In 2020, the Company recognized approximately $0.2 million in net services revenue from hospitals affiliated with LifePoint.

In connection with his appointment to the Board, the Board agreed that in lieu of paying director fees and granting an annual equity award to Mr. Dill, the Company will make an annual contribution to the LifeCare Disaster Recovery Fund in the amount of $50,000 and an annual contribution to The LifePoint Community Foundation in the amount of $140,000. The Company has entered into an indemnification agreement with Mr. Dill in the form that the Company has entered into with its other directors, which provides that the Company will indemnify Mr. Dill to the fullest extent permitted by law for claims arising in his capacity as a director of the Company, provided that he acted in good faith and in a manner that he reasonably believed to be in, or not opposed to, the Company's best interests and, with respect to any criminal proceeding, had no reasonable cause to believe that his conduct was unlawful. In the event that the Company does not assume the defense of a claim against Mr. Dill, the Company will be required to advance his expenses in connection with his defense of that claim, provided that he undertakes to repay all amounts advanced if it is ultimately determined that he is not entitled to be indemnified by the Company.

A copy of the press release announcing Mr. Dill's election to the Board is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.



(d)      Exhibit Number          Description
                  99.1             Press Release of R1 RCM Inc., dated April 19,     2021
                   104           Cover Page Interactive Data File - the cover page iXBRL tags are
                                 embedded within the Inline XBRL document.

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses