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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 |
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 |
|