Ardent Health, Inc.
For the period ended Dec 31, 2024. Filed Apr 8, 2025.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Dec 31, 2024 · Filed Apr 8, 2025
Contents
Pay Versus Performance
The following table and supporting narrative contain information regarding "compensation actually paid" to our NEOs and
the relationship to Company performance in accordance with SEC rules. Neither compensation actually paid nor the
amount reported in the Summary Compensation Table reflect the amount of compensation actually paid, earned or
received during the applicable year. Per SEC rules, compensation actually paid was calculated by adjusting Summary
Compensation Table total compensation values for the applicable year as described in the footnotes to the table.
Pay Versus Performance Table
| Year · Summary Compensation Table Total for PEO (1) · Compensation Actually Paid to PEO (1) · Average Summary Compensation Table Total for Non-PEO NEOs (2) · Average Compensation Actually Paid to Non-PEO NEOs (2) · Value of Initial Fixed $100 Investment Based On: · Net Income($M) · Adjusted EBITDAR ($M) (4) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Total Shareholder Return · Peer Group Total Shareholder Return (3) | ||||||||
| 2024 | $6,939,253 | $18,696,908 | $2,493,471 | $4,440,157 | $106 | $94 | $300 | $659 |
(1)Reflects compensation for our CEO, Marty Bonick, who served as our Principal Executive Officer ("PEO") in 2024.
(2)Reflects compensation for Alfred Lumsdaine, Stephen C. Petrovich, David Schultz and Ethan Chernin in 2024, as shown in the Summary Compensation
Table above.
(3)Peer Group used for TSR comparisons reflects the S&P Health Care Index. TSR calculation assumes an initial investment of $100 at the market close of
July 18, 2024, the date our stock commenced trading on the NYSE. Data for the S&P Health Care Index assumes reinvestment of dividends.
(4)The Company-selected measure is Adjusted EBITDAR, as defined in the "Supplemental Non-GAAP Valuation Measure" section in the Company’s
Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2024.
To calculate "compensation actually paid" for our CEO and other NEOs the following adjustments were made to Summary
Compensation Table total pay for the year ended December 31, 2024.
| Adjustments | PEO | Other NEOs |
|---|---|---|
| Summary Compensation Table Total | $6,939,253 | $2,493,471 |
| Deduction for amount reported in “Stock Awards” column of the Summary Compensation Table | (4,520,268) | (1,327,397) |
| Deduction for amounts reported in “Option Awards” column of the Summary Compensation Table | — | — |
| Addition of fair value at fiscal year (FY) end, of equity awards granted during the FY that remained outstanding | 16,083,689 | 3,406,334 |
| Addition of fair value at vesting date, of equity awards granted during the FY that vested during the FY | — | 20,597 |
| Addition of change in fair value at FY end versus prior FY end for awards granted in prior FY that remained outstanding | — | — |
| Addition of change in fair value at vesting date versus prior FY end for awards granted in prior FY that vested during the FY | 194,234 | (4,130) |
| Deduction of the fair value at the prior FY end for awards granted in prior FY that failed to meet their vesting conditions | — | (148,718) |
| Addition in respect of any dividends or other earnings paid during applicable FY prior to vesting date of underlying award | — | — |
| Addition of incremental fair value of in respect of any options or SARS modified during the FY | — | — |
| Deduction for values reported in the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” column of the Summary Compensation Table | — | — |
| Addition for the Service Cost attributable to services rendered during the FY | — | — |
| Compensation Actually Paid | $18,696,908 | $4,440,157 |
Equity Valuation Assumptions
Measurement date equity fair values are calculated with assumptions derived on a basis consistent with those used for
grant date fair value purposes. Restricted stock units are valued based on the closing stock price on the relevant
measurement date. Performance stock units subject to non-market-based conditions are valued based on revised
assumptions of the probable payout on the applicable measurement dates and the closing stock price on that date. Profits
interest units or stock options are valued using a Black-Scholes model.
Compensation Actually Paid Versus Company Performance
While the SEC rules require a graphical comparison of compensation actually paid versus Company performance,
management believes that there would not be meaningful comparison in showing compensation actually paid compared to
TSR, Net Income, or Adjusted EBITDAR as there is only one year of pay data since the Company went public during 2024.
Tabular List of Company Performance Measures
The following table alphabetically lists the measures we believe are most important in linking compensation actually paid to
Company performance during 2024.
Adjusted EBITDAR
Adjusted EBITDAR margin
Net revenue
Further details on these measures and how they feature in our compensation plans can be found in the section entitled
"Compensation Discussion and Analysis."
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.