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Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Oct. 01, 2023
Jul. 01, 2023
Apr. 01, 2023
Oct. 01, 2022
Jul. 01, 2022
Apr. 01, 2022
Oct. 01, 2021
Jul. 01, 2021
Apr. 01, 2021
Oct. 01, 2020
Jul. 01, 2020
Apr. 01, 2020
Dec. 31, 2019
Pay vs Performance Disclosure                                  
Pay vs Performance Disclosure, Table
Pay Versus Performance
The Company’s compensation objectives and philosophy, which are discussed above, are designed to reward the contributions of its NEOs to the Company’s financial performance and provide compensation which is sufficient to attract and retain individuals who are motivated to contribute to the Company’s financial performance. To achieve these goals, the Company has implemented incentive plans which tie a significant portion of each NEOs compensation to pre-determined financial goals.
For the year ended December 31, 2023, the most important financial performance measure used by the Company to link executive compensation actually paid to the executive officers was Adjusted EBITDA. For the years ended December 31, 2022, 2021, and 2020, the most important financial performance measure used by the Company to link executive compensation actually paid to the executive officers was Operating Results, which is described in the accompanying footnotes below.
The following table summarizes the executive compensation earned by the Company’s Principal Executive Officer (“PEO”), and other Named Executive Officers (“NEOs”), the executive compensation actually paid to the Company’s PEO and other NEOs, and certain financial performance measures of the Company for the years ended December 31, 2023, 2022, 2021, and 2020.
Year(1)
Summary
Compensation
Table Total for
PEO(1)
($)
Compensation
Actually Paid
to PEO(5)
($)
Average Summary
Compensation
Table Total for
non-PEO NEOs(1)
($)
Average
Compensation
Actually Paid to
non-PEO
NEOs(5)
($)
Value of Initial Fixed $100
Investment Based on
Net
Income(2)
($)
Operating
Results(3)
($)
Adjusted
EBITDA(6)
($)
Total
Shareholder
Return
($)
Peer Group
Total
Shareholder
Return(4)
($)
2023
$3,372,377
3,822,626
$1,722,785
1,865,290
81
134
37,220,000
36,265,000
77,717,000
2022
2,408,584
1,859,559
1,122,465
920,090
71
130
43,407,000
35,034,000
73,661,000
2021
4,143,576
3,275,545
1,454,841
1,110,753
84
135
57,924,000
43,732,000
73,780,000
2020
2,961,147
2,446,657
1,056,375
829,949
105
111
52,491,000
38,435,000
70,017,000
1)
The PEO is Christopher J. Reading for each of the years presented. The non-PEO NEOs are Carey P. Hendrickson, Eric J. Williams, Graham D. Reeve, and Richard Binstein for the years 2023 and 2022, Carey P. Hendrickson, Eric J. Williams, Glenn D. McDowell, and Graham D. Reeve for 2021 and Carey P. Hendrickson, Lawrance W. MacAfee, Glenn D. McDowell, and Graham D. Reeve for 2020.
2)
Net income includes earnings attributable to non-controlling interests.
3)
Operating Results, a non-GAAP measure, equals net income attributable to our stockholders less non-cash asset impairment charge, changes in revaluation of put-right liability, Relief Funds, changes in fair value of contingent earn-out consideration, and any allocations to non-controlling interests, all net of taxes. For additional information regarding Operating Results, please see Item 7 in the Company’s Form 10-K filed with the SEC on February 29, 2024.
4)
Total Shareholder Return assumes that $100 was invested in our common stock and the common stock on each of the companies listed on The NYSE Heathcare Index (the Company’s Peer Group), on December 31, 2019, and that any dividends were reinvested.
5)
For a computation of compensation actually paid to PEO and average compensation actually paid to non-PE NEOs, please refer to the subsequent table.
6)
For additional information regarding Adjusted EBITDA, please see Item 7 in the Company’s Form 10-K filed with the SEC on February 29, 2024.
The following table outlines the adjustments made to the compensation earned by the Company’s PEO and other NEOs, as presented in the Summary Compensation Table on page 31, to derive the compensation actually paid to the Company’s PEO and other NEOs.
 
Adjustments
Year
Summary
Compensation
Table Total
($)
Less: Reported
Value of Stock
Awards
($)(1)
Plus: Year End
Fair Value of
Restricted Stock
Awards Granted
During the Year
($)(2)(3)
Plus: Change in
Fair Value of
Outstanding and
Unvested
Restricted Stock
Awards
($)(2)(3)
Plus: Changes in
Fair Value
of Restricted
Stock in Prior
Years that
Vested During
the Year
($)(2)(3)
Dividends
paid on
Unvested
Restricted
Stock
Awards
During the
Fiscal Year
($)(4)
Compensation
Actually Paid
($)
PEO
 
 
 
 
 
 
 
2023
3,372,377
1,632,482
1,508,868
288,036
235,956
49,871
3,822,626
2022
2,408,584
1,016,800
810,300
(411,395)
22,404
46,466
1,859,559
2021
4,143,576
2,120,100
1,911,000
(613,844)
(81,371)
36,284
3,275,545
2020
2,961,147
1,533,056
1,346,800
180,251
(518,261)
9,776
2,446,657
Non-PEO NEOs
 
 
 
 
 
 
 
2023
1,722,785
816,241
754,434
108,759
76,874
18,679
1,865,290
2022
1,122,465
444,850
354,506
(132,671)
5,768
14,872
920,090
2021
1,454,841
706,539
537,469
(157,849)
(26,493)
9,325
1,110,753
2020
1,056,375
484,122
447,571
63,051
(256,345)
3,419
829,949
(1)
Represents the grant date fair value of restricted stock awards earned and as reported in the “Stock Awards” column of the Summary Compensation Table for each applicable year. These shares were issued in March of the succeeding year.
(2)
Adjustments are equal to (i) the year-end fair value of restricted stock awards granted during the applicable year that are earned but not issued and therefore deemed outstanding and unvested as of the end of the year, (ii) the amount of the change in fair value as of the end of the applicable year (from the end of the prior fiscal year) of any restricted stock awards granted in prior years that are outstanding and unvested as of the end of the applicable year, and (iii) for restricted stock awards granted in prior years that vest in the applicable year, an amount equal to the change in fair value as of the vesting date (from the end of the prior fiscal year).
(3)
Restricted stock awards are valued using the market price of our stock. The closing market price of our stock was $93.14, $81.03, $95.55, $120.25, and $114.35 as of December 31, 2023, 2022, 2021, 2020, and 2019, respectively. The closing market price of our stock when the PEO and other NEOs’ restricted stock awards vested was $81.03 on January 1, 2023, $97.91 on April 1, 2023, $121.39 on July 1, 2023, $91.73 on October 1, 2023, $95.55 on January 1, 2022, $103.76 on April 1, 2022, $112.30 on July 1, 2022, $760.02 on October 1, 2022, $120.25 on January 1, 2021, $110.21 on April 1, 2021, $119.34 on July 1, 2021, $111.55 on October 1, 2021, $114.35 on January 1, 2020, $59.00 on April 1, 2020, $81.02 on July 1, 2020 and $86.88 on October 1, 2020.
(4)
Includes dividends paid and declared on outstanding and unvested shares as of December 31, 2023, 2022, 2021 and 2020. Dividends declared per common share were $1.72, $1.64, $1.46, and $0.32 for the fiscal years ended December 31, 2023, 2022, 2021 and 2020, respectively.
                               
Company Selected Measure Name Adjusted EBITDA                                
Named Executive Officers, Footnote
1)
The PEO is Christopher J. Reading for each of the years presented. The non-PEO NEOs are Carey P. Hendrickson, Eric J. Williams, Graham D. Reeve, and Richard Binstein for the years 2023 and 2022, Carey P. Hendrickson, Eric J. Williams, Glenn D. McDowell, and Graham D. Reeve for 2021 and Carey P. Hendrickson, Lawrance W. MacAfee, Glenn D. McDowell, and Graham D. Reeve for 2020.
                               
Peer Group Issuers, Footnote
4)
Total Shareholder Return assumes that $100 was invested in our common stock and the common stock on each of the companies listed on The NYSE Heathcare Index (the Company’s Peer Group), on December 31, 2019, and that any dividends were reinvested.
                               
PEO Total Compensation Amount $ 3,372,377 $ 2,408,584 $ 4,143,576 $ 2,961,147                          
PEO Actually Paid Compensation Amount $ 3,822,626 1,859,559 3,275,545 2,446,657                          
Adjustment To PEO Compensation, Footnote
5)
For a computation of compensation actually paid to PEO and average compensation actually paid to non-PE NEOs, please refer to the subsequent table.
The following table outlines the adjustments made to the compensation earned by the Company’s PEO and other NEOs, as presented in the Summary Compensation Table on page 31, to derive the compensation actually paid to the Company’s PEO and other NEOs.
 
Adjustments
Year
Summary
Compensation
Table Total
($)
Less: Reported
Value of Stock
Awards
($)(1)
Plus: Year End
Fair Value of
Restricted Stock
Awards Granted
During the Year
($)(2)(3)
Plus: Change in
Fair Value of
Outstanding and
Unvested
Restricted Stock
Awards
($)(2)(3)
Plus: Changes in
Fair Value
of Restricted
Stock in Prior
Years that
Vested During
the Year
($)(2)(3)
Dividends
paid on
Unvested
Restricted
Stock
Awards
During the
Fiscal Year
($)(4)
Compensation
Actually Paid
($)
PEO
 
 
 
 
 
 
 
2023
3,372,377
1,632,482
1,508,868
288,036
235,956
49,871
3,822,626
2022
2,408,584
1,016,800
810,300
(411,395)
22,404
46,466
1,859,559
2021
4,143,576
2,120,100
1,911,000
(613,844)
(81,371)
36,284
3,275,545
2020
2,961,147
1,533,056
1,346,800
180,251
(518,261)
9,776
2,446,657
Non-PEO NEOs
 
 
 
 
 
 
 
2023
1,722,785
816,241
754,434
108,759
76,874
18,679
1,865,290
2022
1,122,465
444,850
354,506
(132,671)
5,768
14,872
920,090
2021
1,454,841
706,539
537,469
(157,849)
(26,493)
9,325
1,110,753
2020
1,056,375
484,122
447,571
63,051
(256,345)
3,419
829,949
(1)
Represents the grant date fair value of restricted stock awards earned and as reported in the “Stock Awards” column of the Summary Compensation Table for each applicable year. These shares were issued in March of the succeeding year.
(2)
Adjustments are equal to (i) the year-end fair value of restricted stock awards granted during the applicable year that are earned but not issued and therefore deemed outstanding and unvested as of the end of the year, (ii) the amount of the change in fair value as of the end of the applicable year (from the end of the prior fiscal year) of any restricted stock awards granted in prior years that are outstanding and unvested as of the end of the applicable year, and (iii) for restricted stock awards granted in prior years that vest in the applicable year, an amount equal to the change in fair value as of the vesting date (from the end of the prior fiscal year).
(3)
Restricted stock awards are valued using the market price of our stock. The closing market price of our stock was $93.14, $81.03, $95.55, $120.25, and $114.35 as of December 31, 2023, 2022, 2021, 2020, and 2019, respectively. The closing market price of our stock when the PEO and other NEOs’ restricted stock awards vested was $81.03 on January 1, 2023, $97.91 on April 1, 2023, $121.39 on July 1, 2023, $91.73 on October 1, 2023, $95.55 on January 1, 2022, $103.76 on April 1, 2022, $112.30 on July 1, 2022, $760.02 on October 1, 2022, $120.25 on January 1, 2021, $110.21 on April 1, 2021, $119.34 on July 1, 2021, $111.55 on October 1, 2021, $114.35 on January 1, 2020, $59.00 on April 1, 2020, $81.02 on July 1, 2020 and $86.88 on October 1, 2020.
(4)
Includes dividends paid and declared on outstanding and unvested shares as of December 31, 2023, 2022, 2021 and 2020. Dividends declared per common share were $1.72, $1.64, $1.46, and $0.32 for the fiscal years ended December 31, 2023, 2022, 2021 and 2020, respectively.
                               
Non-PEO NEO Average Total Compensation Amount $ 1,722,785 1,122,465 1,454,841 1,056,375                          
Non-PEO NEO Average Compensation Actually Paid Amount $ 1,865,290 920,090 1,110,753 829,949                          
Adjustment to Non-PEO NEO Compensation Footnote
5)
For a computation of compensation actually paid to PEO and average compensation actually paid to non-PE NEOs, please refer to the subsequent table.
The following table outlines the adjustments made to the compensation earned by the Company’s PEO and other NEOs, as presented in the Summary Compensation Table on page 31, to derive the compensation actually paid to the Company’s PEO and other NEOs.
 
Adjustments
Year
Summary
Compensation
Table Total
($)
Less: Reported
Value of Stock
Awards
($)(1)
Plus: Year End
Fair Value of
Restricted Stock
Awards Granted
During the Year
($)(2)(3)
Plus: Change in
Fair Value of
Outstanding and
Unvested
Restricted Stock
Awards
($)(2)(3)
Plus: Changes in
Fair Value
of Restricted
Stock in Prior
Years that
Vested During
the Year
($)(2)(3)
Dividends
paid on
Unvested
Restricted
Stock
Awards
During the
Fiscal Year
($)(4)
Compensation
Actually Paid
($)
PEO
 
 
 
 
 
 
 
2023
3,372,377
1,632,482
1,508,868
288,036
235,956
49,871
3,822,626
2022
2,408,584
1,016,800
810,300
(411,395)
22,404
46,466
1,859,559
2021
4,143,576
2,120,100
1,911,000
(613,844)
(81,371)
36,284
3,275,545
2020
2,961,147
1,533,056
1,346,800
180,251
(518,261)
9,776
2,446,657
Non-PEO NEOs
 
 
 
 
 
 
 
2023
1,722,785
816,241
754,434
108,759
76,874
18,679
1,865,290
2022
1,122,465
444,850
354,506
(132,671)
5,768
14,872
920,090
2021
1,454,841
706,539
537,469
(157,849)
(26,493)
9,325
1,110,753
2020
1,056,375
484,122
447,571
63,051
(256,345)
3,419
829,949
(1)
Represents the grant date fair value of restricted stock awards earned and as reported in the “Stock Awards” column of the Summary Compensation Table for each applicable year. These shares were issued in March of the succeeding year.
(2)
Adjustments are equal to (i) the year-end fair value of restricted stock awards granted during the applicable year that are earned but not issued and therefore deemed outstanding and unvested as of the end of the year, (ii) the amount of the change in fair value as of the end of the applicable year (from the end of the prior fiscal year) of any restricted stock awards granted in prior years that are outstanding and unvested as of the end of the applicable year, and (iii) for restricted stock awards granted in prior years that vest in the applicable year, an amount equal to the change in fair value as of the vesting date (from the end of the prior fiscal year).
(3)
Restricted stock awards are valued using the market price of our stock. The closing market price of our stock was $93.14, $81.03, $95.55, $120.25, and $114.35 as of December 31, 2023, 2022, 2021, 2020, and 2019, respectively. The closing market price of our stock when the PEO and other NEOs’ restricted stock awards vested was $81.03 on January 1, 2023, $97.91 on April 1, 2023, $121.39 on July 1, 2023, $91.73 on October 1, 2023, $95.55 on January 1, 2022, $103.76 on April 1, 2022, $112.30 on July 1, 2022, $760.02 on October 1, 2022, $120.25 on January 1, 2021, $110.21 on April 1, 2021, $119.34 on July 1, 2021, $111.55 on October 1, 2021, $114.35 on January 1, 2020, $59.00 on April 1, 2020, $81.02 on July 1, 2020 and $86.88 on October 1, 2020.
(4)
Includes dividends paid and declared on outstanding and unvested shares as of December 31, 2023, 2022, 2021 and 2020. Dividends declared per common share were $1.72, $1.64, $1.46, and $0.32 for the fiscal years ended December 31, 2023, 2022, 2021 and 2020, respectively.
                               
Compensation Actually Paid vs. Total Shareholder Return
Relationship between Pay and TSR
The graph below illustrates the relationship between compensation actually paid to the Company’s PEO and other NEOs, the cumulative total stockholder return (“TSR”) on $100 invested in the Company at the close of the market on December 31, 2019, with dividends being reinvested on the date paid through December 31, 2023, and the cumulative TSR of the NYSE Health Care Index. The NYSE Health Care Index TSR is calculated in a similar manner as the Company’s TSR.

                               
Compensation Actually Paid vs. Net Income
Relationship between Pay and Net Income
The graph below illustrates the relationship between compensation actually paid to the Company’s PEO and other NEOs and the Company’s net income.

                               
Compensation Actually Paid vs. Company Selected Measure
Relationship between Pay and Adjusted EBITDA
The graph below illustrates the relationship between compensation actually paid to the Company’s PEO and other NEOs and the Company’s Adjusted EBITDA.
                               
Total Shareholder Return Vs Peer Group
Relationship between Pay and TSR
The graph below illustrates the relationship between compensation actually paid to the Company’s PEO and other NEOs, the cumulative total stockholder return (“TSR”) on $100 invested in the Company at the close of the market on December 31, 2019, with dividends being reinvested on the date paid through December 31, 2023, and the cumulative TSR of the NYSE Health Care Index. The NYSE Health Care Index TSR is calculated in a similar manner as the Company’s TSR.

                               
Tabular List, Table
For the year ended December 31, 2023, the most important financial performance measure used by the Company to link executive compensation actually paid to the executive officers was Adjusted EBITDA. For the years ended December 31, 2022, 2021, and 2020, the most important financial performance measure used by the Company to link executive compensation actually paid to the executive officers was Operating Results, which is described in the accompanying footnotes below.
                               
Total Shareholder Return Amount $ 81 71 84 105                          
Peer Group Total Shareholder Return Amount 134 130 135 111                          
Net Income (Loss) $ 37,220,000 $ 43,407,000 $ 57,924,000 $ 52,491,000                          
Company Selected Measure Amount 77,717,000 73,661,000 73,780,000 70,017,000                          
PEO Name Christopher J. Reading Christopher J. Reading Christopher J. Reading Christopher J. Reading                          
Share Price $ 93.14 $ 81.03 $ 95.55 $ 120.25 $ 91.73 $ 121.39 $ 97.91 $ 760.02 $ 112.3 $ 103.76 $ 111.55 $ 119.34 $ 110.21 $ 86.88 $ 81.02 $ 59 $ 114.35
Common Stock, Dividends, Per Share, Declared $ 1.72 $ 1.64 $ 1.46 $ 0.32                          
Measure:: 1                                  
Pay vs Performance Disclosure                                  
Name Adjusted EBITDA                                
Non-GAAP Measure Description
6)
For additional information regarding Adjusted EBITDA, please see Item 7 in the Company’s Form 10-K filed with the SEC on February 29, 2024.
                               
Measure:: 2                                  
Pay vs Performance Disclosure                                  
Compensation Actually Paid vs. Other Measure
Relationship between Pay and Operating Results
The graph below illustrates the relationship between compensation actually paid to the Company’s PEO and other NEOs and the Company’s After-tax Operating Results.

                               
Other Performance Measure, Amount 36,265,000 35,034,000 43,732,000 38,435,000                          
Name Operating Results                                
Non-GAAP Measure Description
3)
Operating Results, a non-GAAP measure, equals net income attributable to our stockholders less non-cash asset impairment charge, changes in revaluation of put-right liability, Relief Funds, changes in fair value of contingent earn-out consideration, and any allocations to non-controlling interests, all net of taxes. For additional information regarding Operating Results, please see Item 7 in the Company’s Form 10-K filed with the SEC on February 29, 2024.
                               
PEO | Reported Value of Stock Awards [Member]                                  
Pay vs Performance Disclosure                                  
Adjustment to Compensation, Amount $ (1,632,482) $ (1,016,800) $ (2,120,100) $ (1,533,056)                          
PEO | Year End Fair Value of Restricted Stock Awards Granted During the Year [Member]                                  
Pay vs Performance Disclosure                                  
Adjustment to Compensation, Amount 1,508,868 810,300 1,911,000 1,346,800                          
PEO | Change in Fair Value of Outstanding and Unvested Restricted Stock Awards [Member]                                  
Pay vs Performance Disclosure                                  
Adjustment to Compensation, Amount 288,036 (411,395) (613,844) 180,251                          
PEO | Changes in Fair Value of Restricted Stock in Prior Years that Vested During the Year [Member]                                  
Pay vs Performance Disclosure                                  
Adjustment to Compensation, Amount 235,956 22,404 (81,371) (518,261)                          
PEO | Dividends Paid on Unvested Restricted Stock Awards During the Fiscal Year [Member]                                  
Pay vs Performance Disclosure                                  
Adjustment to Compensation, Amount 49,871 46,466 36,284 9,776                          
Non-PEO NEO | Reported Value of Stock Awards [Member]                                  
Pay vs Performance Disclosure                                  
Adjustment to Compensation, Amount (816,241) (444,850) (706,539) (484,122)                          
Non-PEO NEO | Year End Fair Value of Restricted Stock Awards Granted During the Year [Member]                                  
Pay vs Performance Disclosure                                  
Adjustment to Compensation, Amount 754,434 354,506 537,469 447,571                          
Non-PEO NEO | Change in Fair Value of Outstanding and Unvested Restricted Stock Awards [Member]                                  
Pay vs Performance Disclosure                                  
Adjustment to Compensation, Amount 108,759 (132,671) (157,849) 63,051                          
Non-PEO NEO | Changes in Fair Value of Restricted Stock in Prior Years that Vested During the Year [Member]                                  
Pay vs Performance Disclosure                                  
Adjustment to Compensation, Amount 76,874 5,768 (26,493) (256,345)                          
Non-PEO NEO | Dividends Paid on Unvested Restricted Stock Awards During the Fiscal Year [Member]                                  
Pay vs Performance Disclosure                                  
Adjustment to Compensation, Amount $ 18,679 $ 14,872 $ 9,325 $ 3,419