Sec Form 13D Filing - Timothy Raymond Damadian filing for - 2026-01-02

Item 2.b of the Group Schedule 13D is hereby amended and restated to read in its entirety as follows: With respect to each of Bonanni, Butterman, Caico, Christie, Corradeno, Culver, Dettori, Erickson, Flanagan, Feigenbaum, Gemma, G. Heinemann, Green, Hargrave, Hrubes, J. Persoons, J. Damadian, Krooss, McCann, Naglieri, Nuzzo, O'Rawe, Orrico, Randazzo, Rodrigo, Reimann, Sabatino, T. Damadian, Veroline, and Viel, each of whom is an employee of or service provider to the Issuer or Health Management Corporation of America, LLC, a majority-controlled subsidiary of the Issuer ("HMCA") , the address of such person's principal office and principal place of business is that of the Issuer, 110 Marcus Drive, Melville, New York 11747. With respect to Lehman, the address of his principal office and principal place of business is c/o Sandy Hill Inc., 64 Birch Hill Rd, Locust Valley, New York 11560. With respect to each other Reporting Person, the address of such Reporting Person's principal office and principal place of business is as set forth in Item 2.c, which information is incorporated herein by reference.

Item 2.c of the Group Schedule 13D is hereby supplemented by the following: B. Damadian, an adult daughter of T. Damadian and H. Damadian, is a Radiologist employed by Stand-Up MRI of Manhattan P.C., an entity for which HMCA provides its services and which has its offices located at 305 East 55 Street, Suite 102, New York, NY 10022. Breezy Mgmt., LLC. is a New York limited liability company whose Managing Member is Julia Eckert. Ms. Eckert is the Director of Operations of HMCA. Breezy Mgmt., LLC has its principal offices located c/o Julie Eckert, 110 Marcus Drive, Melville, NY 11747-4292 R. Heinemann is the Chief Financial Officer of the Procida Construction Corp., a group of affiliated entities with principal offices at 456 East 173 Street, Bronx, NY 10457. Benham is retired and, accordingly, has no principal place of business. Bernstein is a Partner with the law firm Baker, Greenspan & Bernstein, Esqs., having its principal offices located at 2099 Bellmore Avenue, Bellmore, NY 11710. Butterman is the Senior Vice President of the Issuer. Caico is the Regional Sales Director of HMCA. Carlin is a self-employed Radiologist performing services for various entities, including Comprehensive of MRI of New York, P.C., an entity that conducts business with HMCA, with principal offices located at 85 Secor Road, Scarsdale, NY 10583. Christie is a Technology Consultant with HMCA. Corradeno is an Engineering Consultant of the Issuer. Culver is the Director of Communication of the Issuer. Decker is a Radiologist employed by Comprehensive MRI of New York, P.C., an entity which conducts business with HMCA, with principal offices located at 9 Sage Brush Court, East Setauket, NY 11733. Dettori is the Vice President of Manufacturing and Facilities of the Issuer. Diamond is a Radiologist and owner of Comprehensive MRI of New York, P.C., an entity that, directly or through its subsidiaries and affiliated entities, conducts business with HMCA, with principal offices located at c/o Stand Up MRI of Melville, P.C., 110 Marcus Drive, Melville, NY 11747-4292. Diethelm is retired and, accordingly, has no principal place of business. Diethelm is the sister of J. Persoons and Nancy Persoons. Erickson is the Regional Director of HMCA. G5 Associates, LLC is a New York limited liability company in which Steven Gentile is the Manager. Mr. Gentile is the President of L.I. Adventureland, Inc. G5 Associates LLC has its principal offices located at 2245 Broadhollow Road, Farmingdale, NY 11735. G. Heinemann is a Director of Billing and Collections of HMCA. Gemma is a Regional Manager of HMCA. Green is a Research and Design Engineer of the Issuer. H. Damadian, the wife of T. Damadian and mother of B. Damadian, is not currently employed. Accordingly, she has no principal place of business. Hargrave is a Director of Billing & Collections of HMCA. Hershowitz Limited Partnership is a New York limited partnership whose General Partner is Dr. Stephen Hershowitz. Dr. Hershowitz is a licensed Radiologist performing services at Stand Up MRI of Deer Park, P.C., a professional corporation owned by Dr. Hershowitz and operating an MRI scanning center to which HMCA provides its management and other services. Hershowitz Limited Partnership has its principal offices located at 1118 Deer Park Road, North Babylon, NY 11703. HNA Management, LLC, is a Connecticut limited liability company whose Managing Member is Nancy Persoons. Ms. Persoons is Vice President at M.D. Sass, LLC, which has its principal offices located at 88 Bartram Avenue, Bridgeport, CT 06605. Ms. Persoons is the sister of J. Persoons and Diethelm. Hrubes is the Credentialing Manager of HMCA. J. Persoons is the Vice President of New York Operations of HMCA. Krooss is the Vice President of Customer Service of the Issuer. M. Flanagan is a Claims Specialist, Excess Casualty employed by XL Specialty Insurance Company with principal offices located at Seaview House, 70 Seaview Avenue, Stamford, CT 06902. M. Flanagan is the daughter of J. Flanagan and sister of R. Flanagan. McCann is a Regional Sales Manager of HMCA. Merhige is the Principal of RLM Engineering, PLLC with principal offices located at 241 Rushmore Avenue, Carle Place, NY 11514. Naglieri is a Controller of HMCA Payroll Services, LLC, a wholly-owned subsidiary of HMCA. Nuzzo is a regional sales Regional Sales Manager of HMCA. Orrico is a Regional Sales Manager of HMCA. Pizarro is the Chief Executive Officer of Premier Diagnostic Imaging, LLC with principal offices located at 1653 Prospect Street, Sarasota, FL 34239. Prakash is a Diagnostic Radiologist performing services at various entities with principal offices located at 217 West 19th Street, New York, NY 10011. R. Flanagan is a Supply Chain Management Analyst at The Boeing Company with principal offices located at 2711 Centerville Road, Suite 400, Wilmington, DE 19808. R. Flanagan is the son of James Flanagan and brother of M. Flanagan. Randazzo is an in-house accountant at HMCA. RYJOKA Holdings, LLC is a Delaware limited liability company for which Joe Davi serves as its Managing Member. Mr. Davi is the Chief Executive Officer of Med-Metrix, LLC, which has its principal offices located at 9 Entin Road, Parsippany, NJ 07054. Sabatino is the Chief Information Officer of HMCA. Sophimage, LLC is a New York limited liability company in which Bill O'Reilly serves as its Managing Member. Mr. O'Reilly is a Senior Vice President at Marsh USA Inc. Mr. O'Reilly is employed at March USA Inc.'s offices located at 5 Canterbury Drive Northport, NY 11768. Tice is a Radiologist performing services for Comprehensive MRI of New York P.C. and its subsidiaries and affiliates, with a principal place of business at c/o Stand Up MRI of Melville, P.C., 110 Marcus Drive, Melville, NY 1177-4292. Vella Brown is a Senior Vice President of President of Med-Metrix, LLC with principal offices located at 9 Entin Road, Parsippany, NJ 07054. Viel is a Regional Director of HMCA. W. Heinemann is a Regional Vice President of Med-Metrix, LLC, with principal offices located at 9 Entin Road, Parsippany, NJ 07054. Wagner is a Radiologist and owner of Stand-Up MRI of Manhattan P.C., an entity which conducts business with the Issuer and has offices located at 305 East 55 Street, Suite 102, New York, NY 10022.

Item 3 of the Group Schedule 13D is hereby supplemented by the following: Each of the following Additional Reporting Persons acquired the number of shares of Common Stock listed opposite their respective names more than 60 days prior to the date of the filing of Amendment No. 2 pursuant to a bonus share grant made under the Issuer's Stock Bonus Plan and related to such Additional Reporting Person's employment by, or service provider status with, the Issuer or a wholly-owned or majority controlled subsidiary of the Issuer: * Corradeno acquired 600 shares * Culver acquired 3,983 shares * G. Heinemann acquired 570 shares * Green acquired 1,883 shares * HNA acquired 258 shares (1) * Hrubes acquired 911 shares * McCann acquired 67 shares * Naglieri acquired 1,250 shares Each of the following Additional Reporting Persons purchased the number of shares of Common Stock listed opposite their respective names more than 60 days prior to the date of the filing of Amendment No. 2, in each incidence utilizing personal funds, in the case of a natural person, or working capital, in the case of a non-natural person Additional Reporting Person: * B. Damadian acquired 2,209 shares * Corradeno acquired 600 shares + * Culver acquired 3,983 shares + * Diamond acquired 3,491 shares * G. Heinemann acquired 570 shares + * Green acquired 1,883 shares + * HNA acquired 258 shares (1) * Hrubes acquired 911 shares + * M. Flanagan acquired 4,426 shares (2) * McCann acquired 67 shares + * Naglieri acquired 1,250 shares + * R. Flanagan acquired 4,425 shares * W. Heinemann acquired 800 shares * Wagner acquired 100 shares (1) The shares held by HNA were acquired by Nancy Persoons, the Managing Member of HNA, in connection with the Issuer's acquisition of an entity operating an MRI center in which she held an equity interest and subsequently contributed by Ms. Persoons to HNA. (2) The respective shares of Common Stock held by M. Flanagan and R. Flanagan were acquired by them as gifts from their father J. Flanagan. + Includes shares that the Additional Reporting Persons acquired under the Issuer's Stock Bonus Plan and reflected in the immediately preceding table.

See the Exhibit 4.

Item 5(a) of the Group Schedule 13D is hereby supplemented by the following: Cover pages, in addition to those previously contained in the Group Schedule 13D, have been inserted into the Group Schedule 13D by the filing of this Amendment No. 2. Items 11 and 13 of the cover pages to this Amendment No. 2 provide the aggregate number of shares and percentage of Common Stock beneficially owned by each of the Reporting Persons, which cover pages are incorporated herein by reference.

Item 5(b) of the Group Schedule 13D is hereby supplemented by the following: Cover pages, in addition to those previously contained in the Group Schedule 13D, have been inserted into the Group Schedule 13D by the filing of this Amendment No. 2. Items 7 through 10 of the cover pages to this Amendment No. 2 provide the number of shares of Common Stock beneficially owned by each of the Reporting Persons as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote and sole or shared power to dispose or to direct the disposition, which such cover pages are incorporated herein by reference.

None of the Reporting Persons have effected any transactions in Common Stock during the past 60 days prior to the date of this Schedule 13D.

To the knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, securities covered by this Schedule 13D.

Not applicable

Item 6 of the Group Schedule 13D is hereby supplemented by the following: See Item 4 to this Amendment No. 2 for further information regarding the Merger Agreement, Voting Agreements, and Financing, which information is incorporated herein by reference.

Item 7 of the Group Schedule 13D is hereby supplemented by the following: Exhibit 4 - Description of Item 4. Exhibit 5 - Merger Agreement, dated as of December 23, 2025, among Acquisition Group, Merger Co, and the Issuer. Exhibit 6 - Bank Commitment Letter, dated as of December 23, 2025 [AS REDACTED] + Exhibit 7 - Form of Debt Commitment Agreements. Exhibit 8 - Form of Equity Commitment Agreements. Exhibit 9 - Form of Voting Agreements. + Certain bank proprietary information has been redacted from this Exhibit, as indicated by "[XXX]" in the Exhibit. The Reporting Persons will furnish any omitted information redacted upon an appropriated request of the SEC.