Gregory Sorensen
About Gregory Sorensen
A. Gregory Sorensen, M.D. is Executive Vice President and Chief Science Officer of RadNet (since August 2023) and a member of the Board of Directors (since August 2023). He previously served as CEO of RadNet’s DeepHealth subsidiary and brings deep AI/ML and imaging expertise; he holds a BS (Caltech), MS in Computer Science (BYU), and MD (Harvard) and was President/CEO of Siemens Healthcare North America (2011–2015) and a Harvard/MGH neuroradiologist (1990–2011) . Company performance context during his tenure includes 2024 revenue of $1.83B, up 13.2% y/y, and income from operations up 6% to $104.6M . Pay-versus-performance disclosures show Adjusted EBITDA of $279.46M in 2024 vs $232.30M in 2023, and cumulative TSR value of $344.04 in 2024 vs $171.28 in 2023 .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Siemens Healthcare North America | President & CEO | 2011–2015 | Led regional business for a top medtech OEM |
| Harvard Medical School / Massachusetts General Hospital | Professor / Neuroradiologist | 1990–2011 | Academic and clinical leadership in imaging |
| DeepHealth (RadNet subsidiary) | Chief Executive Officer | 2020–present (subsidiary CEO prior to CSO) | AI/ML deployment in breast imaging, integration into RadNet |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| IMRIS (Deerfield Imaging) | Executive Chairman | Current | Neurosurgical imaging integration focus |
| RealmIDX (Konica Minolta) | Director | Current | Integrated diagnostics board service |
| Fresenius Medical Care AG & Co. KGaA | Supervisory Board Member | 2018–2023 | Large global dialysis provider |
| Siemens Healthineers | Supervisory Board Member | 2018–2023 | Global medtech; prior governance role |
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Base salary | $600,000 | Set by June 1, 2020 employment agreement with five-year term; current base remains $600k |
| Other compensation | $29,486 | Health insurance, 401(k) match, life/LTD premiums |
| Director fees | $0 | Employee directors do not receive director compensation |
Performance Compensation
| Incentive type | Grant date | Shares/Value | Vesting | Performance linkage |
|---|---|---|---|---|
| Restricted stock (time-based) | Jan 9, 2024 | 19,423 sh (@ $36.04) | 1/3 on Mar 10 of 2024, 2025, 2026 | Time-based; part of shift away from PSUs/PSOs in 2024 |
| Restricted stock (time-based) | Jan 8, 2025 | 11,072 sh (@ $72.35) | 1/3 on Mar 10 of 2025, 2026, 2027 | Time-based award |
| Options (exercisable within 60 days) | — | 62,964 sh | As of 3/31/2025, exercisable within 60 days | Includes options assumed/held; DeepHealth 2017 plan options aggregated had $0.00 WAE exercise price |
Performance metric framework (company-wide): Adjusted EBITDA, TSR (via equity), and strategic objectives are emphasized; 2024 program reduced option/PSU usage in favor of time-based equity to “encourage rapid and effective response” to growth opportunities .
Detailed vesting schedule (near-term selling pressure signals):
- 2024 grant: ~6,474 shares each vesting on Mar 10, 2025 and Mar 10, 2026 .
- 2025 grant: ~3,691 shares each vesting on Mar 10, 2026 and Mar 10, 2027 (with the first third on Mar 10, 2025) .
- Options: 62,964 shares currently exercisable within 60 days of 3/31/2025; potential liquidity events depend on exercise/hold decision .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership (3/31/2025) | 1,313,241 shares (1.75% of outstanding) |
| Composition detail | Includes 13,856 unvested time-based restricted shares and 62,964 options exercisable within 60 days |
| Unvested awards at 12/31/2024 | 36,131 shares of unvested restricted stock (before 2025 grant) |
| Hedging / pledging | Hedging prohibited; pledging only by exception approved by CLO with demonstrated capacity to repay without resort to pledged shares |
| Ownership guidelines (NEOs) | No formal stock ownership requirement for Named Executive Officers; equity used to encourage alignment |
Implications: Meaningful skin-in-the-game (1.75% ownership) with scheduled time-based vesting suggests steady, predictable vest flows; policy framework discourages hedging and restricts pledging, supporting alignment .
Employment Terms
| Term | Key provisions |
|---|---|
| Employer/Agreement | Employment agreement dated June 1, 2020 with RMI (five-year term); appointed Board director and executive officer Aug 8, 2023 |
| Base salary / annual equity | $600,000 base; annual restricted stock grant with share count = salary ÷ grant-date price; 3-year ratable vesting |
| Severance (termination without Cause / Good Reason) | Cash severance equal to annual base salary; paid over 12 months; if CIC occurred in prior 12 months, paid in lump sum; requires release |
| Change in Control | Single-trigger acceleration: all unvested options/warrants/other deferred equity fully vest at CIC |
| Good Reason / Cause | Defined terms include adverse change in duties, relocation, or base pay reduction; Cause includes certain convictions, willful failure to perform, or misconduct |
| Benefits/perquisites | Health, life/LTD, 401(k) match; standard executive benefits |
| Clawback policy | Company-wide policy adopted Nov 8, 2023, compliant with Nasdaq/SEC Rule 10D-1 |
| Non-compete/other covenants | Agreements include confidentiality and conduct covenants; standard scope (not fully itemized) |
Board Governance
- Board service history: Appointed director August 2023; stood for election among six nominees in 2025 .
- Independence: Not independent as an employee director under Nasdaq/SEC rules .
- Committees: All committees comprised of independent directors; Sorensen is not listed on Audit, Compensation, or Nominating & Governance committees .
- Attendance: “Each of our directors serving in 2024 attended 100%” of Board/committee meetings .
- Director compensation: Employee directors (including Sorensen) receive no additional director pay .
- Dual-role implications: Executive-officer-plus-director status reduces independence; Board mitigants include a Lead Independent Director and fully independent committees .
Director Compensation (Program Overview; for context)
- Non-employee directors: $85,000 cash retainer; $160,000 annual equity; chair and lead independent retainers; $1,500 per meeting .
- Employee directors: No incremental director compensation (Sorensen’s 2024 total comp: salary $600,000; stock awards $700,005; other $29,486) .
Compensation Structure Analysis
- Mix shift: 2024 eliminated PSUs/PSOs for most NEOs in favor of time-based equity (RSG shares), and 2025 increased grant values (time-based) for select NEOs; this lowers performance risk for recipients but tightens retention via time vesting .
- Pay-for-performance: Company cites Adjusted EBITDA and TSR as key linkages; 2024 AEBITDA rose to $279.46M and cumulative TSR value increased, supporting payouts/design from a results lens .
- Ownership alignment: No formal NEO ownership guideline, but sizeable equity awards and anti-hedging policy aim to align incentives .
- Clawback: Broad clawback provides downside for restatements/misconduct, aligning with best practices .
Equity Vesting & Insider Selling Pressure
| Item | Detail |
|---|---|
| Near-term vest dates | Mar 10, 2025/2026/2027 (portions of 2024 and 2025 grants) |
| Options exercisability | 62,964 options exercisable within 60 days of 3/31/2025; potential liquidity if exercised |
| Section 16 compliance | Company notes timely filings for 2024 with one late Form 4 by another officer; no exceptions flagged for Sorensen |
| Hedging/pledging | Hedging prohibited; pledging only by exception with CLO approval and ability-to-repay test (no pledges disclosed for Sorensen) |
Performance & Track Record
| Metric | 2023 | 2024 |
|---|---|---|
| Revenue ($bn) | — | 1.83 (company disclosure) |
| Income from operations ($m) | — | 104.6 |
| Adjusted EBITDA ($m) | 232.30 | 279.46 |
| Cumulative TSR value (SEC PVP) | 171.28 | 344.04 |
Notes: 2024 revenue grew 13.2% y/y; AEBITDA and TSR advanced materially in 2024; management credited as “critical” to delivering growth and capacity expansion (e.g., nine new centers, health system partnership centers increased from 130 to 153) .
Compensation Committee & Say-on-Pay
- Committee composition: All independent directors; Chair Lawrence L. Levitt; consultant Pearl Meyer advises since 2016 .
- Peer groups: 2024 and 2025 healthcare services/facility peers used for benchmarking (lists provided) .
- Say-on-Pay: 2023 approval ~88%; 2024 approval ~89% .
Related Party / Red Flags
- No legal proceedings disclosures for current directors/executives over past 10 years .
- Insider trading policy prohibits hedging; pledging tightly controlled; recoupment policy in place .
- Related-party items disclosed pertain to CEO/BRMG and a shareholder lease; none specific to Sorensen .
Investment Implications
- Alignment: Sorensen’s sizable ownership (1.75%) with time-based vesting and anti-hedging framework supports alignment and reduces aggressive derisking behavior; absence of NEO ownership guidelines is a governance gap offset by actual holdings and policy constraints .
- Retention: Severance is modest (1× salary) but single-trigger CIC acceleration is generous for equity; combined with ongoing annual time-based grants, retention risk appears moderate near term, with identifiable vest-related supply around March 10 each year .
- Performance linkage: Company-level AEBITDA/TSR momentum in 2024 underpins pay-for-performance narrative; however, 2024–2025 shift from PSUs/PSOs to time-based equity for broader NEOs reduces performance sensitivity in favor of retention—watch for future reinstatement of performance equity as growth normalizes .
- Trading signals: Track Form 4 activity around March vesting dates for sell-to-cover patterns; monitor 10b5-1 plan adoptions and any exceptions to pledging policy (none disclosed) .