RadNet, Inc.

8-K · radnet_8k-annualmtg.htm iXBRL

0000790526

 2026-06-03
 2026-06-03

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 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

  

  

  

 FORM
 8-K

  

  

  

 CURRENT
REPORT

 Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of 1934

  

 Date
of Report (Date of earliest event reported) June
3, 2026

  

 RadNet,
Inc.

 (Exact
name of registrant as specified in its charter)

  

 Delaware
  
 001-33307
  
 13-3326724

 (State or other
 jurisdiction of incorporation)
  
 (Commission File Number)
  
 (IRS Employer Identification No.)

  

 1510 Cotner Avenue

 Los
 Angeles , California 90025

 (Address of Principal Executive Offices) (ZipCode)

   

 ( 310 ) 445-2800

 (Registrant’s
Telephone Number, Including Area Code)

  

 Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:

  

 ☐ Written
 communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  

 ☐ Soliciting
 material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

  

 ☐ Pre-commencement
 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  

 ☐ Pre-commencement
 communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  

 Securities
registered pursuant to Section 12(b) of the Act:

  

 Title
 of each class

 Trading
 Symbol(s)
 Name
 of each exchange on which registered

 Common
 Stock, $0.0001 par value
 RDNT
 NASDAQ

  

 Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 Emerging
growth company ☐

  

 If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

  

  

      

  

  

 Item 5.07 Submission of Matters to a Vote of Security Holders.

  

 At the 2026
Annual Meeting of Stockholders (the “ Annual Meeting ”) of RadNet, Inc. (the “ Company ”), held on June
2, 2026, the stockholders considered and approved four proposals, each of which is described in more detail in the Company’s 2026
definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 20, 2026.

  

 At the Annual
Meeting, a total of 73,252,507 shares of the Company’s common stock, representing approximately 93.58% of the 78,271,515 shares
outstanding and eligible to vote as of the April 6, 2026 record date, were represented in person or by proxy, constituting a quorum. The
results detailed below represent the final voting results as certified by the Inspector of Elections:

  

 Proposal 1

  

 The stockholders elected
the following six directors to hold office until the 2027 Annual Meeting of Stockholders or until their successors are duly elected and
qualified based on the following votes:

  

 Director
  
 For
  
 Withheld
  
 Broker Non-Votes

 Howard G. Berger, M.D.
  
 64,038,655
  
 1,094,551
  
 8,119,301

 A. Gregory Sorensen, M.D.
  
 64,447,386
  
 685,820
  
 8,119,301

 Laura P. Jacobs
  
 56,930,064
  
 8,203,142
  
 8,119,301

 Lawrence L. Levitt
  
 58,848,753
  
 6,284,453
  
 8,119,301

 Gregory E. Spurlock
  
 62,212,501
  
 2,920,705
  
 8,119,301

 David L. Swartz
  
 58,914,041
  
 6,219,165
  
 8,119,301

  

 Proposal 2

  

 The proposal to ratify
the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December
31, 2026 was approved based on the following votes:

  

 For
  
 Against
  
 Abstentions

 72,890,772
  
 346,990
  
 14,745

  

 Proposal 3

  

 The non-binding advisory
vote to approve the compensation of the Company’s Named Executive Officers disclosed in the Company’s 2026 definitive proxy
statement was approved based on the following votes:

  

 For
  
 Against
  
 Abstentions
  
 Broker Non-Votes

 61,158,497
  
 3,892,047
  
 82,662
  
 8,119,301

  

 Proposal 4

  

 The proposal to approve the amendment and restatement
of the Company’s Equity Incentive Plan disclosed in the Company’s 2026 definitive proxy statement was approved based on the
following votes:

  

 For
  
 Against
  
 Abstentions
  
 Broker Non-Votes

 63,254,838
  
 1,844,622
  
 33,746
  
 8,119,301

  

  

  

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 SIGNATURE

  

 Pursuant to the requirements of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  

  

 Date: June 3, 2026
 RADNET, INC.
  

  
  
  

  
  
  
  

  
 By:
 /s/ David J. Katz
  

  
 Name:
 David J. Katz

  

  
 Title:
 Executive Vice President, Chief Legal Officer and

Corporate Secretary

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

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