Cover
Cover | 12 Months Ended |
Dec. 31, 2022 | |
Document Information [Line Items] | |
Document Type | DEF 14A |
Amendment Flag | false |
Entity Information [Line Items] | |
Entity Registrant Name | AGILITI, INC. \DE |
Entity Central Index Key | 0001749704 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure [Table] | ||
Pay vs Performance [Table Text Block] | Year (1) Summary Compensation Table Total for PEO (2) Compensation Actually Paid to PEO (3) Average Summary Compensation Table Total for Non-PEO NEOs (2) Average Compensation Actually Paid to Non-PEO NEOs (3) s Value of Initial $100 Net Income (5) Adjusted EBITDA (6) Total Peer Group Total Shareholder Return (4) 2022 $5,556,350 ($3,709,787) $1,357,745 ($607,358) $117 $111 $30,443,000 $296,565,000 2021 $5,632,702 $22,283,157 $1,626,959 $5,546,216 $165 $115 $24,167,000 $330,682,000 | |
Company Selected Measure Name | Adjusted EBITDA | |
Named Executive Officers, Footnote [Text Block] | Thomas J. Leonard served as our CEO for the entirety of 2022 and 2021. The other NEOs for each year reported are as follows: • 2022 – James B. Pekarek, Thomas W. Boehning, David L. Anbari and Robert L. Creviston • 2021 – James B. Pekarek, Thomas W. Boehning, Bettyann Bird and Lee M. Neumann | |
Peer Group Issuers, Footnote [Text Block] | The peer group Total Shareholder Return (TSR) represents TSR of the companies in the S&P 500 Healthcare & Services Index. | |
PEO Total Compensation Amount | $ 5,556,350 | $ 5,632,702 |
PEO Actually Paid Compensation Amount | $ (3,709,787) | 22,283,157 |
Adjustment To PEO Compensation, Footnote [Text Block] | The SEC’s rules require certain adjustments be made to the “Summary Compensation Table” totals to determine “compensation actually paid” as reported in the “Pay Versus Performance Table” above. For purposes of the equity award adjustments shown below, no equity awards were cancelled due to a failure to meet vesting conditions, no equity awards were granted and vested in the same year and no dividends or other earnings paid on stock or option awards in the covered fiscal year prior to the vesting date were not otherwise included in the total compensation for the covered fiscal year. In calculating the “compensation actually paid” amounts reflected in these columns, the fair value or change in fair value, as applicable, of the equity award adjustments included in such calculations was computed in accordance with FASB ASC Topic 718. The valuation assumptions used to calculate such fair values did not materially differ from those disclosed at the time of grant. The following tables detail the applicable adjustments that were made to determine “compensation actually paid” (all amounts are averages for the named executive officers other than the CEO):Compensation Actually Paid to PEO: Year Summary Deduct Stock Deduct Option Equity Award Compensation 2022 $5,556,350 $2,810,009 $1,491,133 ($4,964,994) ($3,709,787) 2021 $5,632,702 $2,416,680 $1,240,409 $20,307,544 $22,283,157 ◦ PEO Equity Award Adjustment: Year Year End Year over Year Year over Total Equity Award 2022 $2,689,767 ($4,684,932) ($2,969,829) ($4,964,994) 2021 $7,440,953 $12,274,333 $592,258 $20,307,544 | |
Non-PEO NEO Average Total Compensation Amount | $ 1,357,745 | 1,626,959 |
Non-PEO NEO Average Compensation Actually Paid Amount | $ (607,358) | 5,546,216 |
Adjustment to Non-PEO NEO Compensation Footnote [Text Block] | The SEC’s rules require certain adjustments be made to the “Summary Compensation Table” totals to determine “compensation actually paid” as reported in the “Pay Versus Performance Table” above. For purposes of the equity award adjustments shown below, no equity awards were cancelled due to a failure to meet vesting conditions, no equity awards were granted and vested in the same year and no dividends or other earnings paid on stock or option awards in the covered fiscal year prior to the vesting date were not otherwise included in the total compensation for the covered fiscal year. In calculating the “compensation actually paid” amounts reflected in these columns, the fair value or change in fair value, as applicable, of the equity award adjustments included in such calculations was computed in accordance with FASB ASC Topic 718. The valuation assumptions used to calculate such fair values did not materially differ from those disclosed at the time of grant. The following tables detail the applicable adjustments that were made to determine “compensation actually paid” (all amounts are averages for the named executive officers other than the CEO):Average Compensation Actually Paid to Non-PEO NEOs: Year Summary Deduct Deduct Option Awards ($) Equity Award Compensation 2022 $1,357,745 $520,290 $276,095 ($1,168,718) ($607,358) 2021 $1,626,959 $525,469 $269,707 $4,714,433 $5,546,216 ◦ non-PEO NEO Equity Award Adjustment: Year Year End Fair Value of Equity Award Year over Year Change in Fair Value of Outstanding and Unvested Equity Awards Year over Total Equity Award 2022 $498,029 ($1,135,518) ($531,229) ($1,168,718) 2021 $1,617,918 $2,984,544 $111,971 $4,714,433 | |
Compensation Actually Paid vs. Total Shareholder Return [Text Block] | Compensation Actually Paid and Company TSR The SEC’s rules require that TSR be presented as a performance measure in the Pay versus Performance Table above. The graph below shows the relationship between (1) compensation actually paid to our CEO (CAP) and the average of the compensation actually paid to our other NEOs and (2) our cumulative TSR, over the two fiscal years ending December 31, 2022. | |
Compensation Actually Paid vs. Net Income [Text Block] | Compensation Actually Paid and Net Income The SEC’s rules require that net income be presented as a performance measure in the Pay Versus Performance Table above. The graph below shows the relationship between compensation actually paid to our CEO (CAP) and the average of the compensation actually paid to our other NEOs and net income attributable to the Company over the two fiscal years ending December 31, 2022, as reported in the Company’s consolidated financial statements. | |
Compensation Actually Paid vs. Company Selected Measure [Text Block] | Compensation Actually Paid and Adjusted EBITDA Adjusted EBITDA is one of the corporate financial performance objectives used to determine awards under our Annual Performance-Based Incentive Compensation Program. The graph below shows the relationship between (1) compensation actually paid (CAP) to our CEO and the average of the compensation actually paid to our other NEOs and (2) our Adjusted EBITDA over the two fiscal years ending December 31, 2022, as reported in the company’s consolidated financial statements. | |
Total Shareholder Return Vs Peer Group [Text Block] | Company TSR and Peer Group TSR The SEC’s rules require that TSR be presented as a performance measure in the Pay versus Performance Table above. The graph below shows the relationship between (1) our cumulative TSR and (2) peer group TSR, over the two fiscal years ending December 31, 2022. | |
Tabular List [Table Text Block] | Most Important Financial Performance Measures Adjusted EBITDA Revenue Relative Total Shareholder Return (rTSR) | |
Total Shareholder Return Amount | $ 117 | 165 |
Peer Group Total Shareholder Return Amount | 111 | 115 |
Net Income (Loss) | $ 30,443,000 | $ 24,167,000 |
Company Selected Measure Amount | 296,565,000 | 330,682,000 |
PEO Name | Thomas J. Leonard | Thomas J. Leonard |
Additional 402(v) Disclosure [Text Block] | The Company completed its initial public offering in April 2021 and was not subject to Section 13(a) or 15(d) of the Exchange Act prior to that time.Net income attributable to the Company is reflected as reported in the company’s consolidated financial statements included in our 2022 Annual Report on Form 10-K. Pay Versus Performance Comparative Disclosure The Company uses several measures to reward achievement of our specific annual and long-term strategic goals, however, all of those performance measures are not presented in the Pay Versus Performance Table set forth above. The Company does not specifically align the Company’s performance measures with compensation that is actually paid (as calculated in accordance with Item 402(v) of Regulation S-K) for a particular year. In accordance with Item 402(v) of Regulation S-K, the Company is providing the following descriptions of the relationships between information presented in the Pay versus Performance Table. | |
Measure [Axis]: 1 | ||
Pay vs Performance Disclosure [Table] | ||
Measure Name | Adjusted EBITDA | |
Non-GAAP Measure Description [Text Block] | We have selected Adjusted EBITDA as our most important financial measure (that is not otherwise required to be disclosed in the table) used to link “compensation actually paid” to our NEOs to our performance for fiscal year 2022. Adjusted EBITDA is defined above under the caption “Annual Performance-Based Incentive Compensation” and is reflected as reported in the company’s consolidated financial statements included in our 2022 Annual Report on Form 10-K.” | |
Measure [Axis]: 2 | ||
Pay vs Performance Disclosure [Table] | ||
Measure Name | Revenue | |
Measure [Axis]: 3 | ||
Pay vs Performance Disclosure [Table] | ||
Measure Name | Relative Total Shareholder Return (rTSR) | |
PEO [Member] | Stock Awards Adjustment [Member] | ||
Pay vs Performance Disclosure [Table] | ||
Adjustment to Compensation Amount | $ 2,810,009 | $ 2,416,680 |
PEO [Member] | Option Awards Adjustment [Member] | ||
Pay vs Performance Disclosure [Table] | ||
Adjustment to Compensation Amount | 1,491,133 | 1,240,409 |
PEO [Member] | Equity Award Adjustment [Member] | ||
Pay vs Performance Disclosure [Table] | ||
Adjustment to Compensation Amount | (4,964,994) | 20,307,544 |
PEO [Member] | Equity Awards, Fair Value [Member] | ||
Pay vs Performance Disclosure [Table] | ||
Adjustment to Compensation Amount, Equity Awards | 2,689,767 | 7,440,953 |
PEO [Member] | Equity Awards, Outstanding and Unvested [Member] | ||
Pay vs Performance Disclosure [Table] | ||
Adjustment to Compensation Amount, Equity Awards | (4,684,932) | 12,274,333 |
PEO [Member] | Equity Awards Granted in Prior Years, Vested [Member] | ||
Pay vs Performance Disclosure [Table] | ||
Adjustment to Compensation Amount, Equity Awards | (2,969,829) | 592,258 |
Non-PEO NEO [Member] | Stock Awards Adjustment [Member] | ||
Pay vs Performance Disclosure [Table] | ||
Adjustment to Compensation Amount | 520,290 | 525,469 |
Non-PEO NEO [Member] | Option Awards Adjustment [Member] | ||
Pay vs Performance Disclosure [Table] | ||
Adjustment to Compensation Amount | 276,095 | 269,707 |
Non-PEO NEO [Member] | Equity Award Adjustment [Member] | ||
Pay vs Performance Disclosure [Table] | ||
Adjustment to Compensation Amount | (1,168,718) | 4,714,433 |
Non-PEO NEO [Member] | Equity Awards, Fair Value [Member] | ||
Pay vs Performance Disclosure [Table] | ||
Adjustment to Compensation Amount, Equity Awards | 498,029 | 1,617,918 |
Non-PEO NEO [Member] | Equity Awards, Outstanding and Unvested [Member] | ||
Pay vs Performance Disclosure [Table] | ||
Adjustment to Compensation Amount, Equity Awards | (1,135,518) | 2,984,544 |
Non-PEO NEO [Member] | Equity Awards Granted in Prior Years, Vested [Member] | ||
Pay vs Performance Disclosure [Table] | ||
Adjustment to Compensation Amount, Equity Awards | $ (531,229) | $ 111,971 |