Form 4: ICAD Director's Holdings Converted Following RadNet Merger Completion

A director of ICAD, Inc. disposed of all common stock and certain stock options as a result of the company's merger with RadNet, Inc. on July 17, 2025.

Summary

• Susan Alyson Wood, a Director of ICAD, Inc., reported the disposition of 4,134 shares of ICAD Common Stock.
• This disposition occurred on July 17, 2025, which was the effective time of the merger between ICAD, Inc. and RadNet, Inc. (via Trio Merger Sub, Inc.).
• Each outstanding share of ICAD Common Stock was automatically canceled and converted into the right to receive 0.0677 shares of RadNet Common Stock, plus cash for any fractional shares.
• Ms. Wood also disposed of various stock options to purchase ICAD shares.
• Options with an exercise price less than $7.20 were assumed by RadNet and converted into options to purchase RadNet stock, adjusted by the 0.0677 exchange ratio.
• Specifically, options for 40,000 shares at $2.89, 8,738 shares at $3.70, 30,000 shares at $1.95, 13,137 shares at $2.70, 30,000 shares at $1.78, 13,044 shares at $1.52, 30,000 shares at $2.06, and 10,593 shares at $3.69 were converted.
• Options with an exercise price of $7.20 or more terminated and ceased to be outstanding without any consideration.
• Specifically, options for 3,879 shares at $8.81, 2,590 shares at $13.20, 30,000 shares at $18.00, and 30,000 shares at $7.20 terminated.

Sentiment

Score: 5

Explanation: The document is a factual report of a completed corporate transaction (merger) and its impact on insider holdings, without expressing positive or negative sentiment beyond the mechanics of the event.

Positives

• The merger between ICAD, Inc. and RadNet, Inc. was successfully completed, providing ICAD shareholders with RadNet stock.
• Eligible stock options held by the director were assumed and converted into RadNet options, preserving some value for the option holder.

Negatives

• ICAD, Inc. common stock was canceled and retired as a result of the merger.
• Stock options with an exercise price of $7.20 or more terminated without any consideration, resulting in a loss of value for those specific options.

Future Outlook

The document primarily reports on a completed transaction (merger) and does not provide forward-looking statements or guidance beyond the immediate effects of the merger on securities.

Industry Context

This filing reflects the completion of a merger in the healthcare technology and medical imaging sector, where ICAD, Inc., a company focused on AI-powered cancer detection, was acquired by RadNet, Inc., a leading national provider of freestanding, fixed-site outpatient diagnostic imaging services. Such consolidations are common in industries seeking to integrate advanced technologies and expand service offerings.

Management Changes

Stakeholder Impact

• Shareholders of ICAD, Inc. had their common stock converted into RadNet, Inc. common stock, altering their investment vehicle.
• Holders of ICAD stock options with exercise prices below $7.20 had their options converted into RadNet options, maintaining some equity incentive.
• Holders of ICAD stock options with exercise prices of $7.20 or more had their options terminated without consideration, resulting in a loss of potential value.

Key Dates

Keywords

ICAD, RadNet, Merger, Form 4, Beneficial Ownership, Stock Options, Insider Transaction, Corporate Acquisition, Healthcare Technology