The following table includes information regarding our Named Executive Officers’ total compensation earned during the years ended December 31, 2023, 2022 and 2021. This table is prepared in accordance with SEC rules which require that equity awards be valued based on the grant date fair value of such awards, and there can be no assurance regarding the extent to which the value of such equity-based compensation reflected in the table below (including performance-based restricted stock) will be realized by any executive.
| Name and Position* · Year · Salary ($) (1) · Bonus ($) (1) · Plan Based Awards · Non-equity Incentive PlanCompensation($) (1) · Change inPension Value andNonqualified DeferredCompensationEarnings ($) (4) · All OtherCompensation ($) (5) · TotalCompensation($) |
|---|
| Restricted Stock Awards ($) (2) · OptionAwards($) (3) |
|---|
| Tim L. Hingtgen | 2023 | 1,287,550 | - | 3,690,000 | 922,000 | 2,072,955 | 347,168 | 28,550 | 8,348,223 |
|---|
| Chief Executive Officer | 2022 | 1,250,000 | - | 3,054,000 | 725,000 | 734,375 | 499,859 | 39,308 | 6,302,542 |
|---|
| 2021 | 1,200,000 | - | 2,643,000 | 622,000 | 3,504,000 | 1,520,328 | 37,297 | 9,526,625 |
| Kevin J. Hammons | 2023 | 772,530 | - | 1,660,500 | 414,900 | 757,079 | 127,523 | 17,474 | 3,750,006 |
|---|
| President and Chief | 2022 | 750,000 | - | 2,290,500 | 543,750 | 271,875 | 317,355 | 17,606 | 4,191,086 |
|---|
| Financial Officer | 2021 | 700,000 | 450,000 | 1,982,250 | 466,500 | 1,225,000 | 1,062,076 | 16,571 | 5,902,397 |
|---|
| Lynn T. Simon, M.D. | 2023 | 659,894 | - | 738,000 | 184,400 | 475,124 | 64,557 | 22,496 | 2,144,471 |
|---|
| President of Clinical Operations and | 2022 | 643,775 | - | 1,221,600 | 290,000 | 209,227 | 264,170 | 22,616 | 2,651,388 |
|---|
| Chief Medical Officer | 2021 | 625,024 | 720,000 | 1,057,200 | 248,800 | 893,750 | 889,485 | 21,595 | 4,455,854 |
|---|
| Kevin A. Stockton | 2023 | 625,017 | 35,000 | 461,250 | 115,250 | 355,258 | - | 10,927 | 1,602,702 |
|---|
| Executive Vice President Operations and Development |
|---|
| Chad A. Campbell | 2023 | 640,025 | | 461,250 | 115,250 | 396,815 | 32,972 | 10,970 | 1,657,282 |
|---|
| Regional President |
|---|
| * | Positions as of December 31, 2023 |
|---|
| (1) | Amounts represent cash-based salary and bonus compensation before any deferrals under the Company’s deferred compensation plans. The amounts reflected in the “Non-Equity Incentive Plan Compensation” column as set forth above for 2023, 2022 and 2021 reflect the annual cash incentive compensation paid to our Named Executive Officers for such years under the EPIP. |
| (2) | The dollar amounts shown in this column represent the fair value of restricted shares (including both time-based and performance-based restricted shares) on their respective grant dates, which equals the closing trading price per share of our common stock on the grant date. The fair value of these restricted shares on March 1, 2023 was $6.15 per share. The grant date fair value of performance-based restricted shares included in the table above was computed in accordance with ASC 718 and assumes performance conditions are achieved at the target (100%) performance |
level. Assuming the highest level of performance conditions are achieved with respect to the 2023 performance-based restricted stock awards (which would result in vesting at a 200% performance level), the stock award values for 2023 would be as follows: Mr. Hingtgen, $6,150,000; Mr. Hammons, $2,767,500; Dr. Simon $1,230,000, Mr. Stockton, $768,750 and Mr. Campbell, $768,750.
| (3) | The dollar amounts in this column represent the grant date fair value of options using the Black-Scholes option pricing model. For options granted on March 1, 2023, the Black-Scholes price per option for all Named Executive Officers was calculated to be $4.61 per share. Assumptions used in calculating the value of options are described in Note 2 to the Company’s audited consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the SEC on February 21, 2024. |
| (4) | Amounts represent the actuarial increase in the present value of the Named Executive Officer’s benefit under the SERP using interest rate and mortality rate assumptions consistent with those used in the Company’s financial statements and include amounts which the Named Executive Officers may not currently be entitled to receive because such amounts are not vested. The non-qualified deferred compensation plan earnings contained no above-market or preferential portion of earnings for 2023, 2022 or 2021. |
| (5) | All Other Compensation for the year ended December 31, 2023 consists of the following (which benefits are valued based on the aggregate incremental cost to the Company and are discussed in “Perquisites” on pages 62 to 63 of this Proxy Statement): |
| Name | Long-TermDisabilityPremiums($) | 401(k) PlanEmployerMatchingContributions($) | LifeInsurancePremiums($) | PersonalUse ofCorporateAircraft($) | Membership/Dues($) |
|---|
| Tim L. Hingtgen | 3,912 | 3,500 | 10,062 | - | 11,076 |
|---|
| Kevin J. Hammons | 3,912 | 3,500 | 10,062 | - | - |
|---|
| Lynn T. Simon, M.D. | 3,552 | 3,500 | 15,444 | - | - |
|---|
| Kevin A. Stockton | 2,045 | 3,500 | 5,382 | - | - |
|---|
| Chad A. Campbell | 2,088 | 3,500 | 5,382 | - | - |
|---|
