Pay vs Performance Disclosure - USD ($)

12 Months Ended

Sep. 15, 2023

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Pay vs Performance Disclosure

Pay vs Performance Disclosure, Table

Pay Versus Performance

Pay Versus Performance Table

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive “compensation actually paid” and certain financial performance of the Company. For further information concerning the Company’s pay for performance philosophy and how the Company aligns executive compensation with the Company’s performance, refer to “— Compensation Discussion and Analysis.”

Year	Summary Compensation Table Total for Stanley Vashovsky(1) ($)	Summary Compensation Table Total for Anthony Capone(1) ($)	Summary Compensation Table Total for Lee Bienstock(1) ($)	Compensation Actually Paid to Stanley Vashovsky(2) ($)	Compensation Actually Paid to Anthony Capone(2) ($)		Compensation Actually Paid to Lee Bienstock(2) ($)	Average Summary Compensation Table Total for Non-PEO NEOs(3) ($)	Average Compensation Actually Paid to Non-PEO NEOs(4) ($)	Value of Initial Fixed $100 Investment Based On:		Net Income(7) ($)	Revenue(8) ($)
										Total Stockholder Return(5) ($)	Peer Group Total Stockholder Return(6) ($)
2023	N/A	928,902	11,351,018	N/A	(1,197,322	)	10,910,300	3,127,390	2,670,004	55	103	10,048,328	624,288,642
2022	2,488,105	N/A	N/A	2,488,105	N/A		N/A	4,741,813	4,110,771	70	102	30,743,213	440,515,746
2021	7,281,861	N/A	N/A	7,567,162	N/A		N/A	4,519,730	4,712,985	93	106	19,179,488	318,718,580

(1)     Effective as of December 31, 2022, Mr. Vashovsky retired as the Company’s Chief Executive Officer. The Board appointed Mr. Capone to succeed Mr. Vashovsky beginning January 1, 2023. Effective as of September 15, 2023, Mr. Capone resigned as the Company’s Chief Executive Officer, and the Board appointed Mr. Bienstock to succeed Mr. Capone as Chief Executive Officer. The dollar amounts reported in these columns are the amounts reported for Messrs. Bienstock, Capone and Vashovsky, respectively, for each of the corresponding years in the “Total” column of our Summary Compensation Table. Refer to “—2023 Summary Compensation Table.”

(2) The dollar amounts reported in these columns represent the amounts of “compensation actually paid” to Messrs. Bienstock, Capone and Vashovsky as computed in accordance with Item 402(v) of Regulation S-K and do not reflect the total compensation actually realized or received by such individuals. In accordance with these rules, the adjustments made to the “Total Compensation” as set forth in the Summary Compensation Table for 2023 are shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant.

(3)      The dollar amounts reported in this column represent the average of the amounts reported for the NEOs as a group (excluding the Chief Executive Officer(s)) in the “Total” column of the Summary Compensation Table in each applicable year. The names of each of the NEOs included for these purposes in each applicable year are as follows: (i) for 2023, Messrs. Rosenberg, Sugrue, Tendler and Oberholzer; (ii) for 2022, Messrs. Capone and Bienstock; and (iii) for 2021, Messrs. Capone and Oberholzer.

(4)      The dollar amounts reported in this column represent the average amount of “compensation actually paid” to the NEOs as a group (excluding the Chief Executive Officer(s)), as computed in accordance with Item 402(v) of Regulation S-K. In accordance with these rules, the adjustments made to the “Total Compensation” as set forth in the Summary Compensation Table for 2023 are shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of the grant.

(5)      Total Stockholder Return (TSR) is calculated by dividing (a) the sum of (i) the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and (ii) the difference between the Company’s share price at the end of each fiscal year shown and the beginning of the measurement period, and the beginning of the measurement period by (b) the Company’s share price at the beginning of the measurement period. The beginning of the measurement period for each year in the table is December 31, 2020.

(6)      The peer group used for this purpose is the following published industry index: S&P 500 Health Care Sector Index.

(7)      The dollar amounts reported represent the amount of net income reflected in the Company’s audited financial statements for the applicable year.

Named Executive Officers, Footnote

Effective as of December 31, 2022, Mr. Vashovsky retired as the Company’s Chief Executive Officer. The Board appointed Mr. Capone to succeed Mr. Vashovsky beginning January 1, 2023. Effective as of September 15, 2023, Mr. Capone resigned as the Company’s Chief Executive Officer, and the Board appointed Mr. Bienstock to succeed Mr. Capone as Chief Executive Officer. The dollar amounts reported in these columns are the amounts reported for Messrs. Bienstock, Capone and Vashovsky, respectively, for each of the corresponding years in the “Total” column of our Summary Compensation Table. Refer to “—2023 Summary Compensation Table.

Peer Group Issuers, Footnote

The peer group used for this purpose is the following published industry index: S&P 500 Health Care Sector Index.

Adjustment To PEO Compensation, Footnote

Compensation Actually Paid to PEOs	Mr. Vashovsky 2021			Mr. Vashovsky 2022		Mr. Capone 2023			Mr. Bienstock 2023
Summary Compensation Table Total	$	7,281,861		$	2,488,105	$	928,902		$	11,351,018
Less, value of “Stock Awards” and “Option Awards” reported in Summary Compensation Table		(4,198,000	)		—		(366,000	)		(9,137,725	)
Plus, year-end fair value of outstanding and unvested equity awards granted in the year		4,483,301			—		257,229			8,973,729
Plus, fair value as of vesting date of equity awards granted and vested in the year		—			—		—			70,268
Plus (less), year over year change in fair value of outstanding and unvested equity awards granted in prior years		—			—		(1,499,305	)		(514,514	)
Plus (less), change in fair value from last day of prior fiscal year to vesting date for equity awards granted in prior years that vested in the year		—			—		(518,148	)		167,524
Compensation Actually Paid to PEOs	$	7,567,162		$	2,488,105	$	(1,197,322	)	$	10,910,300

Non-PEO NEO Average Total Compensation Amount

^[1]

$ 3,127,390

$ 4,741,813

$ 4,519,730

Non-PEO NEO Average Compensation Actually Paid Amount

^[2]

$ 2,670,004

4,110,771

4,712,985

Adjustment to Non-PEO NEO Compensation Footnote

Compensation Actually Paid to Non-PEOs	2021			2022			2023
Average Summary Compensation Table Total	$	4,519,730		$	4,741,813		$	3,127,390
Less, average value of “Stock Awards” and “Option Awards” reported in Summary Compensation Table		(2,833,500	)		(2,958,000	)		(1,951,835	)
Plus, average year-end fair value of outstanding and unvested equity awards granted in the year		3,026,755			2,965,064			1,903,896
Plus (less), average year over year change in fair value of outstanding and unvested equity awards granted in prior years		—			(474,822	)		(376,861	)
Plus (less), average change in fair value from last day of prior fiscal year to vesting date for equity awards granted in prior years that vested in the year		—			(163,284	)		(32,586	)
Average Compensation Actually Paid to Non-PEO NEOs	$	4,712,985		$	4,110,771		$	2,670,004

Compensation Actually Paid vs. Total Shareholder Return

Description of Certain Relationships Between Information Presented in the Pay Versus Performance Table

As described in more detail in the section “— Compensation Discussion and Analysis,” the Company’s executive compensation program reflects a variable pay-for-performance philosophy. While the Company utilizes several performance measures to align executive compensation with Company performance, all of those Company measures are not presented in the Pay versus Performance table. Moreover, the Company generally seeks to incentivize long-term performance, and therefore does not specifically align the Company’s performance measures with compensation that is actually paid (as computed in accordance with SEC rules) for a particular year. In accordance with SEC rules, the Company is providing the following descriptions of the relationships between information presented in the Pay versus Performance table.

Compensation Actually Paid, Cumulative TSR and Peer Group TSR

Compensation Actually Paid vs. Net Income

Compensation Actually Paid and Net Income

Compensation Actually Paid vs. Company Selected Measure

Compensation Actually Paid and Revenue

Tabular List, Table

Financial Performance Measures

As described in greater detail under “— Compensation Discussion and Analysis,” the Company’s executive compensation program reflects a variable pay-for-performance philosophy. The metrics that the Company uses for both our long-term and short-term incentive awards are selected based on an objective of incentivizing our NEOs to increase the value of our enterprise for our stockholders. The most important financial performance measures used by the Company to link executive compensation actually paid to the Company’s NEOs, for the most recently completed fiscal year, to the Company’s performance are below. The Company does not use any other metrics for long-term and short-term incentive awards.

1.      Revenue

2.      Adjusted EBITDA

Total Shareholder Return Amount

^[3]

$ 55

70

93

Peer Group Total Shareholder Return Amount

^[4]

103

102

106

Net Income (Loss)

^[5]

$ 10,048,328

$ 30,743,213

19,179,488

PEO Name

Mr. Capone

Mr. Bienstock

Mr. Vashovsky

Revenues

$ 624,288,642

$ 440,515,746

318,718,580

Measure:: 1

Pay vs Performance Disclosure

Name

Revenue

Measure:: 2

Pay vs Performance Disclosure

Name

Adjusted EBITDA

Stanley Vashovsky [Member]

Pay vs Performance Disclosure

PEO Total Compensation Amount

^[6]

2,488,105

7,281,861

PEO Actually Paid Compensation Amount

^[7]

2,488,105

7,567,162

Anthony Capone [Member]

Pay vs Performance Disclosure

PEO Total Compensation Amount

^[6]

928,902

PEO Actually Paid Compensation Amount

^[7]

(1,197,322)

Lee Bienstock [Member]

Pay vs Performance Disclosure

PEO Total Compensation Amount

^[6]

11,351,018

PEO Actually Paid Compensation Amount

10,910,300

^[7]

^[6]

^[6]

PEO | Mr. Vashovsky [Member] | Summary Compensation Table Total [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

2,488,105

7,281,861

PEO | Mr. Vashovsky [Member] | Less, value of “Stock Awards” and “Option Awards” reported in Summary Compensation Table [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(4,198,000)

PEO | Mr. Vashovsky [Member] | Plus, year-end fair value of outstanding and unvested equity awards granted in the year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

4,483,301

PEO | Mr. Vashovsky [Member] | Plus, fair value as of vesting date of equity awards granted and vested in the year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

PEO | Mr. Vashovsky [Member] | Plus (less), year over year change in fair value of outstanding and unvested equity awards granted in prior years [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

PEO | Mr. Vashovsky [Member] | Plus (less), change in fair value from last day of prior fiscal year to vesting date for equity awards granted in prior years that vested in the year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

PEO | Mr. Vashovsky [Member] | Compensation Actually Paid to PEOs [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

2,488,105

7,567,162

PEO | Mr. Capone [Member] | Summary Compensation Table Total [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

928,902

PEO | Mr. Capone [Member] | Less, value of “Stock Awards” and “Option Awards” reported in Summary Compensation Table [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(366,000)

PEO | Mr. Capone [Member] | Plus, year-end fair value of outstanding and unvested equity awards granted in the year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

257,229

PEO | Mr. Capone [Member] | Plus, fair value as of vesting date of equity awards granted and vested in the year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

PEO | Mr. Capone [Member] | Plus (less), year over year change in fair value of outstanding and unvested equity awards granted in prior years [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(1,499,305)

PEO | Mr. Capone [Member] | Plus (less), change in fair value from last day of prior fiscal year to vesting date for equity awards granted in prior years that vested in the year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(518,148)

PEO | Mr. Capone [Member] | Compensation Actually Paid to PEOs [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(1,197,322)

PEO | Mr. Bienstock [Member] | Summary Compensation Table Total [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

11,351,018

PEO | Mr. Bienstock [Member] | Less, value of “Stock Awards” and “Option Awards” reported in Summary Compensation Table [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(9,137,725)

PEO | Mr. Bienstock [Member] | Plus, year-end fair value of outstanding and unvested equity awards granted in the year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

8,973,729

PEO | Mr. Bienstock [Member] | Plus, fair value as of vesting date of equity awards granted and vested in the year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

70,268

PEO | Mr. Bienstock [Member] | Plus (less), year over year change in fair value of outstanding and unvested equity awards granted in prior years [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(514,514)

PEO | Mr. Bienstock [Member] | Plus (less), change in fair value from last day of prior fiscal year to vesting date for equity awards granted in prior years that vested in the year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

167,524

PEO | Mr. Bienstock [Member] | Compensation Actually Paid to PEOs [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

10,910,300

Non-PEO NEO | Average Summary Compensation Table Total [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

3,127,390

4,741,813

4,519,730

Non-PEO NEO | Less, average value of “Stock Awards” and “Option Awards” reported in Summary Compensation Table [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(1,951,835)

(2,958,000)

(2,833,500)

Non-PEO NEO | Plus, average year-end fair value of outstanding and unvested equity awards granted in the year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

1,903,896

2,965,064

3,026,755

Non-PEO NEO | Plus (less), average year over year change in fair value of outstanding and unvested equity awards granted in prior years [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(376,861)

(474,822)

Non-PEO NEO | Plus (less), average change in fair value from last day of prior fiscal year to vesting date for equity awards granted in prior years that vested in the year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(32,586)

(163,284)

Non-PEO NEO | Average Compensation Actually Paid to Non-PEO NEOs [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

$ 2,670,004

$ 4,110,771

$ 4,712,985

[1] The dollar amounts reported in this column represent the average of the amounts reported for the NEOs as a group (excluding the Chief Executive Officer(s)) in the “Total” column of the Summary Compensation Table in each applicable year. The names of each of the NEOs included for these purposes in each applicable year are as follows: (i) for 2023, Messrs. Rosenberg, Sugrue, Tendler and Oberholzer; (ii) for 2022, Messrs. Capone and Bienstock; and (iii) for 2021, Messrs. Capone and Oberholzer.

[2] The dollar amounts reported in this column represent the average amount of “compensation actually paid” to the NEOs as a group (excluding the Chief Executive Officer(s)), as computed in accordance with Item 402(v) of Regulation S-K. In accordance with these rules, the adjustments made to the “Total Compensation” as set forth in the Summary Compensation Table for 2023 are shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of the grant.

[3] Total Stockholder Return (TSR) is calculated by dividing (a) the sum of (i) the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and (ii) the difference between the Company’s share price at the end of each fiscal year shown and the beginning of the measurement period, and the beginning of the measurement period by (b) the Company’s share price at the beginning of the measurement period. The beginning of the measurement period for each year in the table is December 31, 2020.

[4] The peer group used for this purpose is the following published industry index: S&P 500 Health Care Sector Index.

[5] The dollar amounts reported represent the amount of net income reflected in the Company’s audited financial statements for the applicable year.

[6] Effective as of December 31, 2022, Mr. Vashovsky retired as the Company’s Chief Executive Officer. The Board appointed Mr. Capone to succeed Mr. Vashovsky beginning January 1, 2023. Effective as of September 15, 2023, Mr. Capone resigned as the Company’s Chief Executive Officer, and the Board appointed Mr. Bienstock to succeed Mr. Capone as Chief Executive Officer. The dollar amounts reported in these columns are the amounts reported for Messrs. Bienstock, Capone and Vashovsky, respectively, for each of the corresponding years in the “Total” column of our Summary Compensation Table. Refer to “—2023 Summary Compensation Table.

[7] The dollar amounts reported in these columns represent the amounts of “compensation actually paid” to Messrs. Bienstock, Capone and Vashovsky as computed in accordance with Item 402(v) of Regulation S-K and do not reflect the total compensation actually realized or received by such individuals. In accordance with these rules, the adjustments made to the “Total Compensation” as set forth in the Summary Compensation Table for 2023 are shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant.