XML 58 R20.htm IDEA: XBRL DOCUMENT v3.24.0.1
STOCK-BASED COMPENSATION
12 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION
 
Stock Incentive Plans

We have one long-term equity incentive plan, the RadNet, Inc. Equity Incentive Plan, which we first amended and restated April 20, 2015, second on March 9, 2017, third on April 15, 2021, and currently as of April 27, 2023 (the "Restated Plan”). The Restated Plan was most recently approved by our stockholders at our annual stockholders meeting on June 7, 2023. We have reserved for issuance under the Restated Plan 20,100,000 shares of common stock. We can issue options (incentive and nonstatutory), performance based options, stock awards (restricted or unrestricted), stock units, performance based stock units, and stock appreciation rights under the Restated Plan.
 
Options

Certain options granted under the Restated Plan to employees are intended to qualify as incentive stock options under existing tax regulations. Stock options generally vest over one to five years and expire five to ten years from the date of grant.
  
The following summarizes all of our option transactions for the twelve months ended December 31, 2023:
Outstanding Options
Under the Restated Plan
SharesWeighted Average
Exercise price
Per Common Share
Weighted Average
Remaining
Contractual
Life(in years)
Aggregate
Intrinsic
Value
Balance, December 31, 2022678,914 $15.72 
Granted261,220 18.64 
Exercised(12,723)11.11 
Canceled, forfeited or expired(16,000)17.06 
Balance, December 31, 2023911,411 16.60 6.22$16,561,659 
Exercisable at December 31, 2023668,809 14.75 5.2413,387,921 
 
Aggregate intrinsic value in the table above represents the total pretax intrinsic value (the difference between our closing stock price on December 31, 2023 and the exercise price, multiplied by the number of in-the-money options as applicable) that would have been received by the holder had all holders exercised their options on December 31, 2023. As of December 31, 2023, total unrecognized stock-based compensation expense related to non-vested employee awards was $1.4 million which is expected to be recognized over a weighted average period of approximately 1.23 years.

DeepHealth Options
During the second quarter of fiscal 2020, in connection with the completion of the DeepHealth acquisition, we granted 412,434 options at a grant date fair value of $16.93 per share unit to DeepHealth employees in replacement of their stock options that were outstanding as of the closing date. As of December 31, 2023, total unrecognized stock based compensation expense related to non-vested DeepHealth options was insignificant.
Outstanding Options
Under the Deep Health Plan
SharesWeighted Average
Exercise price
Per Common Share
Weighted Average
Remaining
Contractual Life
(in years)
Aggregate
Intrinsic
Value
Balance, December 31, 2022116,982 
Exercised(37,909)— 
Balance, December 31, 202379,073 — 5.75$2,749,368 
Exercisable at December 31, 202376,612 — 5.752,663,803 

Options issued in replacement of original DeepHealth options as a result of our acquisition are not included in the share count under the Restated Plan.

Restricted Stock Awards (“RSA’s”)
 
The Restated Plan permits the award of restricted stock awards (“RSA’s”). As of December 31, 2023, we have issued a total of 8,718,185 RSA’s of which 537,358 were unvested at December 31, 2023. The following summarizes all unvested RSA’s activities during the twelve months ended December 31, 2023:
 
RSA'sWeighted-Average
Remaining
Contractual
Term (Years)
Weighted-Average
Fair Value
RSA's unvested at December 31, 2022536,767 $23.84 
Changes during the period
Granted825,255 $21.31 
Vested(785,656)$22.12 
Forfeited(39,008)$18.31 
RSA's unvested at December 31, 2023537,358 0.90$22.99 
 
We determine the fair value of all RSA’s based on the closing price of our common stock on award date.
   
Other stock bonus awards
 
The Restated Plan also permits the award of stock bonuses not subject to any future service period. These awards are valued and expensed based on the closing price of our common stock on the date of award. During the twelve months ended December 31, 2023 we issued 50,765 shares relating to these awards, amounting to approximately $1.3 million of compensation expense.
Performance based stock units ("PSUs")
In January 2022, we granted certain employees PSUs with a target award of 25,683 shares of our common stock. The PSUs will vest in two equal parts, starting three years from the grant date based on continuous service, with the number of shares earned (0% to 200% of the target award) depending upon the extent to which we achieve a performance condition as determined by the board of directors over the period from January 1, 2022 through December 31, 2022. In January of 2023, based on the performance condition achieved, the board of directors issued 12,843 units with a fair value of $29.44 per unit.
In January 2023, we granted certain employees PSUs with a target award of 60,685 shares of our common stock. The PSUs will vest in two equal parts, starting three years from the grant date based on continuous service, with the number of shares earned (0% to 200% of the target award) depending upon the extent to which we achieve a performance condition as determined by the board of directors over the period from January 1, 2023 through December 31, 2023. As of December 31, 2023, 121,370 shares are expected to vest.
Performance based stock options ("PSOs")
In January 2022, we granted certain employees PSOs to purchase a maximum of 111,925 shares of our common stock. The PSOs will vest in three equal parts, starting three years from the grant date based on continuous service, with the number of shares earned (0 shares to 111,925 shares) depending upon the extent to which we achieve a performance condition as determined by the board of directors over the period from January 1, 2022 through December 31, 2022. In January of 2023, based on the performance condition achieved, the board of directors issued 27,981 options with a strike price of $29.44 per share.
In January 2023, we granted certain employees PSOs with a potential to purchase a maximum of 235,227 shares of our common stock. The PSOs will vest in three equal parts, starting three years from the grant date based on continuous service, with the number of shares earned (0 shares to 235,227 shares) depending upon the extent to which we achieve a performance condition as determined by the board of directors over the period January 1, 2023 through December 31, 2023. As of December 31, 2023, all 235,227 shares are expected to vest.
AI Long Term Incentive Plan shares ("AI LTIPs")
In addition, we issue stock-based compensation to certain employees in our AI segment in the form of Stock Units and Restricted Stock Awards, subject to certain restrictions. The awards represent a form of long term incentive and are reflective of a general practice within the software industry. The units and shares vest ratably over a two to four year period, conditioned on continued employment through the vesting periods. We determine the fair value of all AI LTIPs based on the closing price of our common stock on the award date. The following summarizes all unvested AI LTIPs activities during the twelve months ended December 31, 2023:
LTIPsWeighted-Average
Remaining
Contractual
Term (Years)
Weighted-Average
Fair Value
LTIPs unvested at December 31, 2022169,471 $19.56 
Changes during the period
Granted216,460 $20.24 
Vested(66,309)$19.62 
Forfeited or Canceled(94,897)$19.82 
LTIPs unvested at December 31, 2023224,725 2.73$20.08 
 
Plan summary
 
In summary, of the 20,100,000 shares of common stock reserved for issuance under the Restated Plan at December 31, 2023, there remain 4,069,349 shares available for future issuance.