RadNet (RDNT) registers 190,924 shares tied to Cimar (UK) Limited buy

Rhea-AI Filing Summary

RadNet, Inc. has registered for resale up to 190,924 shares of its common stock through a prospectus supplement to its automatic shelf registration statement. These shares will be issued to the Cimar Sellers or their designees as the non-cash portion of the consideration for RadNet’s acquisition of all shares in Cimar (UK) Limited, completed on November 10, 2025. The acquisition was executed under a Share Purchase Agreement between the Cimar Sellers and DH AI International Holdings, B.V., RadNet’s wholly owned Dutch subsidiary. RadNet also filed a legal opinion from Reed Smith LLP on the validity of the registered securities as an exhibit.

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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) January 30, 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)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (310) 478-7808

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 8.01. Other Events.

On January 30, 2026, RadNet, Inc. (the “Company”) filed with the Securities and Exchange Commission, a prospectus supplement dated January 30, 2026 (the “Prospectus Supplement”) to the Company’s automatic shelf registration statement on Form S-3 (Registration No. 333-291945). The Prospectus Supplement was filed to register for resale from time to time of up to 190,924 shares of the Company’s common stock, par value $0.0001 per share (the “Shares”) by the Cimar Sellers (as defined below) as the selling stockholders referenced in the Prospectus Supplement. The Shares are to be issued to the Cimar Sellers or their respective designees as the non-cash portion of the consideration for the Company’s acquisition of all shares in Cimar (UK) Limited (“Cimar”) on November 10, 2025 pursuant to that certain Share Purchase Agreement, dated November 10, 2025, by and among the sellers set forth on Schedule 1 thereto (the “Cimar Sellers”) and DH AI International Holdings, B.V., a wholly-owned subsidiary of the Company incorporated in the Netherlands.

In connection with the Prospectus Supplement, the Company is filing the opinion of its counsel, Reed Smith LLP, regarding the legality of the securities being registered, which opinion is attached as Exhibit 5.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
5.1		Opinion of Reed Smith LLP.
23.1		Consent of Reed Smith LLP (included in Exhibit 5.1).
104		Cover Page Interactive Date File - the cover page XBRL tags are embedded within the Inline XBRL document.

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SIGNATURES

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: January 30, 2026	RADNET, INC.
	By:	/s/ Mark Stolper
		Mark Stolper
		Chief Financial Officer

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FAQ

What did RadNet, Inc. (RDNT) disclose in its latest 8-K filing?

RadNet disclosed it filed a prospectus supplement registering for resale up to 190,924 shares of common stock. These shares relate to the stock portion of consideration for its acquisition of Cimar (UK) Limited completed on November 10, 2025.

How many RadNet (RDNT) shares are being registered for resale for the Cimar acquisition?

RadNet is registering for resale up to 190,924 shares of its common stock. These shares are part of the non-cash consideration to the Cimar Sellers in connection with acquiring all shares of Cimar (UK) Limited in November 2025.

Who are the selling stockholders in RadNet’s 190,924-share resale registration?

The selling stockholders are the Cimar Sellers, the parties listed on Schedule 1 of the Share Purchase Agreement for Cimar (UK) Limited. They may resell up to 190,924 RadNet shares received as part of the transaction consideration.

How is RadNet paying for its acquisition of Cimar (UK) Limited?

RadNet is using a non-cash portion of consideration consisting of up to 190,924 shares of its common stock issued to the Cimar Sellers or their designees. This stock consideration complements other terms in the Cimar acquisition agreement dated November 10, 2025.

Which RadNet subsidiary acquired Cimar (UK) Limited in the Cimar deal?

Cimar (UK) Limited was acquired by DH AI International Holdings, B.V., a wholly owned RadNet subsidiary incorporated in the Netherlands. This entity entered the Share Purchase Agreement with the Cimar Sellers on November 10, 2025, as part of the overall transaction structure.

What legal opinion did RadNet file related to the 190,924-share registration?

RadNet filed an opinion from Reed Smith LLP as Exhibit 5.1. The law firm opined on the legality of the securities being registered under the prospectus supplement, and its consent is included within that same exhibit as part of the filing package.