Mital Patel
About Mital Patel
Mital Patel (age 39) is Executive Vice President of Financial Planning & Analysis (since 2016) and Chief Administrative Officer (since 2021) at RadNet; he joined RadNet in 2010 after serving on the management team at Truxtun Radiology and holds a B.A. in Business Administration from California State University, Bakersfield . During Patel’s tenure, RadNet delivered strong growth: 2023 revenue rose 13.1% to $1.62B with AEBITDA performance at 110.4% of target, and 2024 revenue reached $1.83B (+13.2% YoY) with income from operations up 6% to $104.6M, reinforcing the company’s pay-for-performance orientation around AEBITDA and strategic execution .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| RadNet | Progressive finance and FP&A roles; EVP FP&A; Chief Administrative Officer | 2010–present; EVP since 2016; CAO since 2021 | Directs national budgets and finance; advises M&A; identifies cost-efficient service delivery opportunities |
| Truxtun Radiology | Management team prior to acquisition by RadNet | Not disclosed | Pre-acquisition operational and management experience |
External Roles
No external public company board or committee roles disclosed for Patel in the proxy materials .
Fixed Compensation
| Metric | 2021 | 2022 | 2023 | 2024 (as of Jan 1) |
|---|---|---|---|---|
| Base Salary ($) | $524,038 | $575,000 | $575,000 | $750,000 (base adjusted effective Jan 1, 2024) |
Performance Compensation
Annual Cash Bonus (Discretionary)
| Metric | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Bonus ($) | $375,000 | $525,000 | $287,500 (50% of 2022 base) | $575,000 (100% of 2023 base; paid Jan 2024) |
Equity Awards Structure and Vesting
| Award Type | Grant Date | Shares / Value | Key Terms | Vesting |
|---|---|---|---|---|
| Time-based RSUs | 1/3/2023 | 7,711 RSUs (shown as unvested at 12/31/2023) | Standard RSU grant under Equity Incentive Plan | 50% on 3/10/2023 and 50% on 3/10/2024 (completed) |
| Time-based Stock Options | 1/3/2023 | 29,891 options | Strike $18.64; 10-year term to 1/3/2033 | 1/3 each on 3/10/2023, 3/10/2024, 3/10/2025 |
| Performance RSUs (PSUs) | 1/3/2023 | Target 7,711; Max 15,422 | 2023 AEBITDA performance achieved at 110.4% of target; 200% of PSUs performance-vested (15,422) | 50% service vest on 3/10/2025 and 50% on 3/10/2026 |
| Performance Options (PSOs) | 1/3/2023 | Max 29,891 | Strike $18.64; 100% performance-vested on 3/1/2024 | 1/3 service vest on 3/10/2025, 3/10/2026, 3/10/2027 |
| Time-based RSUs | 1/9/2024 | $575,000 grant value; 15,954 shares (price $36.04) | Converted to RSUs/restricted shares per executive deferral choice | 1/3 on 3/10/2024, 1/3 on 3/10/2025, 1/3 on 3/10/2026 |
Performance Metrics Tied to Compensation
- Adjusted EBITDA is the principal financial metric used for performance equity in 2023; target AEBITDA was $214.9M, actual was $237.3M (110.4%), driving PSU vesting at 200% of target and PSO vesting at 100% of maximum .
Equity Ownership & Alignment
| Item | 2024 (as of Mar 31) | 2025 (as of Mar 31) |
|---|---|---|
| Total Beneficial Ownership (shares) | 373,620; less than 1% of outstanding | |
| Unvested Time-based Restricted Stock | 11,857 shares | Not disclosed for Patel in 2025 proxy (not a NEO in 2024 fiscal) |
| Options Exercisable within 60 Days | 130,974 shares | Not disclosed for Patel in 2025 proxy |
| Shares Pledged (collateral) | 182,545 shares pledged in connection with a loan agreement (red flag) | 177,649 shares pledged in a margin account (red flag) |
| Hedging/Pledging Policy | Hedging prohibited; pledging generally prohibited unless exception granted by CLO and executive demonstrates capacity to repay loan without resort to pledged shares | |
| Stock Ownership Guidelines | Company has no executive ownership requirement/guidelines |
Note: Pledging of shares, especially in a margin account, increases forced-sale risk during volatility—an alignment concern despite substantial equity exposure .
Employment Terms
- Employment agreements (amended Jan 1, 2024 solely for salary changes) provide at-will employment, eligibility for discretionary cash bonuses and equity awards, and benefits/perquisites (e.g., health/life insurance, automobile allowance) .
- Change in control: time-based portions of outstanding equity awards fully vest upon a change in control; performance awards subject to plan terms .
- Severance economics (Qualifying Termination = termination without Cause or resignation for Good Reason): for executives with ≥10 years of service (Patel joined RadNet in 2010), Severance Pay equals 200% of then annual base salary plus 200% of “Severance Bonus” (greater of prior-year bonus or 3-year average), payable generally over 24 months, plus up to two years of COBRA and continued life insurance; time-based equity vests in full .
- Definitions and protections: detailed definitions for Cause, Good Reason (including adverse changes in duties, compensation cuts, relocation beyond 10 miles, and post-CIC incentive thresholds), Disability; release required for severance; clawback policy adopted Nov 2023 (SEC Rule 10D-1, Nasdaq) allows recovery of erroneously awarded incentive compensation upon restatements or misconduct .
Vesting Schedules and Potential Insider Selling Pressure
| Award | Upcoming Vesting Dates | Shares |
|---|---|---|
| 2023 PSUs (performance-vested) | 3/10/2025; 3/10/2026 | 7,711 each date (50% of 15,422) |
| 2023 PSOs (performance-vested; strike $18.64) | 3/10/2025; 3/10/2026; 3/10/2027 | ~9,964 per date (1/3 of 29,891) |
| 2024 RSUs | 3/10/2025; 3/10/2026 (2024 tranche vested) | 5,318 per date (1/3 of 15,954) |
- Aggregate scheduled vesting through 2027 suggests ongoing supply, compounded by existing pledged shares that may increase selling pressure under adverse market conditions .
Compensation Mix and Structure
| Year | Salary ($) | Bonus ($) | Stock Awards ($) | Option Awards ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|---|
| 2021 | $524,038 | $375,000 | $1,153,939 | – | $38,895 | $2,091,873 |
| 2022 | $575,000 | $525,000 | $681,250 | $825,000 | $50,799 | $2,657,049 |
| 2023 | $575,000 | $287,500 | $431,250 | $575,000 | $49,385 | $1,918,135 |
- 2024: Bonus $575,000 (paid Jan), RSU grant $575,000/15,954 shares with 3-year vesting; shift away from options/PSUs/PSOs toward RSUs for long-term incentives, echoing committee review to accelerate strategic responsiveness .
- Company-wide pay philosophy emphasizes AEBITDA-linked performance equity, discretionary annual bonuses based on strategic objectives, and time-based RSUs for retention .
Equity Overhang and Option Profile (as of 12/31/2023)
- Selected outstanding grants include legacy options (2017–2020) and 2022/2023 PSUs/PSOs; exercisable and unexercisable blocks are detailed in the proxy’s outstanding awards table .
- Examples (12/31/2023): 2017 option 29,762 (exercisable), 2018 option 18,657 (exercisable), 2019 option 17,154 (exercisable), 2020 option 10,401 (exercisable); 2022 PSUs 2,441 (unearned at 12/31/2023), 2023 PSUs 15,422 (maximum shown; subsequently performance-vested) .
Governance and Alignment Considerations
- Say-on-pay support remained high (≈88% in 2023; ≈89% in 2024), indicating shareholder endorsement of executive pay structures centered on AEBITDA and long-term equity .
- Insider Trading Policy prohibits hedging and generally pledging, with narrow exceptions—Patel’s disclosed pledges indicate such an exception was granted, elevating alignment and liquidity risk if markets turn .
- No formal executive stock ownership guidelines; committee relies on significant equity awards to align interests .
Investment Implications
- Strong pay-performance linkage: Patel’s equity outcomes tied to AEBITDA, with 2023 outperformance driving 200% PSU and 100% PSO vesting—supports confidence in FP&A leadership’s role in execution and value creation .
- Retention vs. supply: Multi-year vesting cadence through 2027 aids retention, but creates recurring stock supply; combined with pledged shares (loan and margin) this raises potential insider selling pressure in risk-off periods .
- Change-in-control economics: Double-trigger-like severance mechanics (Good Reason/without Cause) and full time-based acceleration upon CIC could be material; for a >10-year executive like Patel, severance equals 200% of base and bonus benchmark, plus benefits—important in M&A scenarios .
- Alignment risk monitoring: Absence of ownership guidelines and active pledging warrant ongoing surveillance; any incremental pledging or Form 4 selling around vest dates may serve as tactical trading signals .