David Katz
About David Katz
David J. Katz is Executive Vice President, Chief Legal Officer, and Corporate Secretary of RadNet, serving as EVP/CLO since March 2020 and Corporate Secretary since April 2021; he is 61 years old. He oversees all RadNet legal matters, including mergers, acquisitions, securities, and joint ventures, after 30 years in private practice and 20 years as a partner at Perkins Coie LLP. Company performance during his tenure includes revenue rising to $1.83 billion in 2024 (+13.2% YoY), Adjusted EBITDA reaching $279.46 million in 2024, and cumulative TSR value per $100 investment of $344.04 in 2024. He also serves as a Los Angeles County Sheriff Reserve Deputy (since 1990), earning two Medals of Valor.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Perkins Coie LLP | Partner | 20 years (dates not specified) | Senior partner experience at an international law firm; significant corporate legal expertise applicable to complex transactions and securities matters |
| Private Practice | Attorney | 30 years (before joining RadNet) | Built deep legal experience that underpins current oversight of RadNet’s legal affairs (M&A, securities, joint ventures) |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Los Angeles County Sheriff’s Department | Reserve Deputy | Since 1990 | Public service; two-time Medal of Valor recipient |
Company Performance (context for Katz’s tenure)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Revenue ($USD Billions) | $1.43 | $1.62 | $1.83 |
| Adjusted EBITDA ($USD Millions) | $191.28 | $232.30 | $279.46 |
| Net Income ($USD Millions) | $10.65 | $3.04 | $2.79 |
| TSR - Value of $100 Investment ($) | $92.76 | $171.28 | $344.04 |
Performance Compensation
Company-wide (NEO) incentive design and realized outcomes (Katz’s proxy-reported Form 4 confirms RSUs subject to performance and time vesting; his specific award sizes are not disclosed):
- 2023 performance metric: Adjusted EBITDA; target set at $214,874,252; actual achieved $237,324,127; payout calibrated to 110.4% of target, resulting in 100% performance vesting for PSOs and 200% for PSUs.
- Vesting schedules for 2023 awards (NEO program): PSUs vest 50% on March 10, 2025 and 50% on March 10, 2026; PSOs vest one-third on each of March 10, 2025, 2026, and 2027.
- 2024 awards shifted to time-based restricted stock/RSUs (RSGs) with three equal annual installments vesting March 10, 2024–2026 for NEOs.
- Katz’s insider report: One late Form 4 covering vesting of RSUs subject to performance and time vesting (confirmation he participates in performance-conditioned equity), but specific grant sizes/values for Katz are not disclosed.
| Metric | Target | Actual | Payout | Vesting |
|---|---|---|---|---|
| Adjusted EBITDA (FY2023) | $214,874,252 | $237,324,127 | PSOs: 100% performance vest; PSUs: 200% performance vest | PSUs: 2025–2026; PSOs: 2025–2027 (time-based service vesting post performance vest) |
Equity Ownership & Alignment
- Hedging and pledging: RadNet prohibits hedging/derivative transactions; pledging exceptions may be granted by the Chief Legal Officer (Katz) for non‑margin loans if financial capacity to repay exists—this creates a governance sensitivity given Katz’s dual role as policy enforcer and beneficiary of equity programs.
- Ownership guidelines: RadNet does not require NEOs to meet stock ownership guidelines by salary multiples—potentially weaker formal “skin-in-the-game” alignment relative to many peers.
- Section 16 compliance: One late Form 4 for Katz related to RSU/PSU vesting; no broader pattern of delinquency reported.
Employment Terms
- Clawback policy (Nov 2023): RadNet adopted an SEC/Nasdaq-compliant clawback, allowing recoupment of performance-based compensation following required restatements and additional measures for “Misconduct.” Applies to officers and designated key employees.
- Executive agreements (company-level): Detailed severance/change-in-control economics are disclosed for Named Executive Officers; Katz’s individual employment agreement terms are not disclosed in the proxy.
Say‑on‑Pay & Shareholder Feedback
| Item | 2023 | 2024 |
|---|---|---|
| Say‑on‑Pay approval (%) | 88% | 89% |
Investment Implications
- Alignment: Performance-conditioned equity (confirmed by Katz’s RSU/PSU vesting) and a robust clawback policy strengthen pay-for-performance discipline and downside accountability for senior executives.
- Governance risk: The insider trading policy’s pledging exception authority resides with the Chief Legal Officer; while tightly conditioned, this concentration of discretion is a governance watchpoint for potential misalignment if exceptions are granted.
- Ownership posture: The absence of formal executive stock ownership guidelines reduces mandated alignment; investors may prefer voluntary or board‑set targets over time.
- Execution track record: Company revenue and Adjusted EBITDA expanded meaningfully over 2022–2024, and TSR advanced sharply in 2024, supporting retention and confidence signals for the leadership team that Katz is part of.
- Trading signals: No disclosed pattern of insider selling for Katz; a single late Form 4 tied to vesting suggests standard equity cadence rather than opportunistic trading pressure. Continue monitoring Form 4 activity and any pledging exceptions granted under the policy.