RadNet Inc美股招股说明书(2025-12-04版)

PROSPECTUS SUPPLEMENT(to Prospectus dated December 4, 2025) RadNet, Inc.Common Stock This prospectus supplement relates to the possible resale from time to time of 73,567 shares of our common stock, par value $0.0001per share (our “common stock”), which are held by, or may be released to, the selling stockholders identified in this prospectus The shares of common stock covered by this prospectus supplement were originally issued, or may be released, to the sellingstockholders, as part of our acquisitions (i) on October 1, 2025, of substantially all assets of Remote Diagnostic Imaging Partners,LLC, a Delaware limited liability company (“RDIP”), pursuant to an Asset Purchase Agreement, dated as of October 1, 2025 (the“RDIP APA”), among us, our wholly-owned subsidiary Radnet Management, Inc., a Delaware corporation, RDIP, and the members ofRDIP set forth therein (the “RDIP Sellers”), and pursuant to the RDIP APA (referred to herein as the “RDIP Acquisition”), and (ii) onJune 2, 2025, of all shares in See-Mode Technologies Pte. Ltd. (“See-Mode”) from certain sellers (the “See-Mode Sellers”) set forth in The number of shares of common stock being registered hereunder is comprised of: (i) 42,922 of 56,472 shares (the “Initial Shares”),of our outstanding common stock originally issued to the RDIP Sellers on October 1, 2025 pursuant to the terms of the RDIP APA, inconnection with the closing of the transaction contemplated thereby, that have not been resold by the RDIP Sellers, (ii) up to 2,972shares (the “Holdback Shares”) (together with the Initial Shares, the “RDIP Shares”), of our common stock issued to the RDIP Sellers,and potentially releasable to the RDIP Sellers, that have been and will be withheld by us for 12 months following the closing date of The above referenced securities were issued in reliance upon the exemption from the registration contained in Section 4(a)(2) of theSecurities Act of 1933, as amended (the “Securities Act”) or Rule 506 of Regulation D or Regulation S promulgated thereunder. Weare registering the offer and resale of the RDIP Shares and the See-Mode Shares to satisfy the registration rights provisions of the We will not receive any proceeds from the sale of any shares offered by this prospectus supplement. Sales of the RDIP Shares and theSee-Mode Shares by the selling stockholders may occur at fixed prices, at market prices prevailing at the time of sale, at prices relatedto prevailing market prices or at negotiated prices. The selling stockholders may sell shares to or through underwriters, broker-dealersor agents, who may receive compensation in the form of discounts, concessions or commissions from the selling stockholders, the We are paying the cost of registering the RDIP Shares and the See-Mode Shares covered by this prospectus supplement as well asvarious related expenses. The selling stockholders are responsible for all selling commissions, transfer taxes and other costs related to Our common stock trades on the Nasdaq Global Select Market (“Nasdaq”), under the trading symbol “RDNT.” On December 3, 2025,the last reported sale price of our common stock on Nasdaq was $79.46 per share. Investing in our common stock involves a high degree of risk. Please read “Risk Factors” beginning on page S-5 of thisprospectus supplement and the risk factors included in the accompanying prospectus and in the documents filed with the U.S.Securities and Exchange Commission (the “SEC”), and incorporated by reference herein and therein to read about certain Neither the SEC nor any state securities commission has approved or disapproved of these securities or determined if thisprospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense. The date of this prospectus supplement is December 4, 2025. ABOUT THIS PROSPECTUS SUPPLEMENTPROSPECTUS SUPPLEMENT SUMMARYTHE OFFERING PROSPECTUS ABOUT THIS PROSPECTUSABOUT RADNETWHERE YOU CAN FIND MORE INFORMATION We have not authorized anyone to provide any information or to make any representations other than those contained orincorporated by reference into this prospectus supplement, the accompanying prospectus or in any free writing prospectusprepared by or on behalf of us. We take no responsibility for, and can provide no assurance as to the reliability of, any otherinformation that others may give you. This prospectus supplement is an offer to sell only the shares offered hereby, but onlyunder the circumstances and in the jurisdictions where it is lawful to do so. The information contained in this prospectus ABOUT THIS PROSPECTUS SUPPLEMENT On December 4, 2025, we filed with the SEC a registration statement on Form S-3 (File No. 333-291945) using a shelf registrationprocess relating to certain securities, including the securities described in this prospectus supplement. The registration statement This prospectus supplement and the accompanying prospectus are part of a registration statement that we