ARDENT HEALTH, INC., DEF 14A filed on 4/8/2026

Proxy Statement (definitive)

Cover Notes to Financial Statements

Cover	12 Months Ended
Cover	Dec. 31, 2025
Document Information [Line Items]
Document Type	DEF 14A
Amendment Flag	false
Entity Information [Line Items]
Entity Registrant Name	Ardent Health, Inc.
Entity Central Index Key	0001756655

Pay vs Performance Disclosure - USD ($)

12 Months Ended

Dec. 31, 2025

Dec. 31, 2024

Pay vs Performance Disclosure

Pay vs Performance Disclosure, Table

Pay Versus Performance Table


Year	Summary Compensation Table Total for PEO (1)	Compensation Actually Paid to PEO (1)	Average Summary Compensation Table Total for Non-PEO NEOs (2)	Average Compensation Actually Paid to Non-PEO NEOs (2)	Value of Initial Fixed $100 Investment Based On:		Net Income ($M)	Adjusted EBITDAR ($M) (4)

					Total Shareholder Return	Peer Group Total Shareholder Return (3)


2025	$6,090,004	$(3,171,355)	$2,026,300	$216,369	$55	$105	$230	$709
2024	$6,939,257	$18,696,908	$2,493,471	$4,440,157	$106	$94	$300	$659

Company Selected Measure Name

Adjusted EBITDAR

Named Executive Officers, Footnote

Reflects compensation for our CEO, Marty Bonick, who served as our Principal Executive Officer ("PEO") in 2024 and 2025. For both years presented, reflects compensation for Alfred Lumsdaine, Stephen C. Petrovich, David Schultz and Ethan Chernin, and, with respect to 2025, additionally reflects compensation for David Caspers, as shown in the Summary Compensation Table above.

Peer Group Issuers, Footnote

Peer Group used for TSR comparisons reflects the S&P Health Care Index. TSR calculation assumes an initial investment of $100 at the market close of

July 18, 2024, the date our stock commenced trading on the NYSE. Data for the S&P Health Care Index assumes reinvestment of dividends.

PEO Total Compensation Amount

$ 6,090,004

$ 6,939,257

PEO Actually Paid Compensation Amount

$ (3,171,355)

18,696,908

Adjustment To PEO Compensation, Footnote

To calculate CAP for our PEO and other NEOs, the following adjustments were made to Summary Compensation Table total

compensation for the year ended December 31, 2025.


Adjustments	PEO		Other NEOs

Summary Compensation Table Total	$6,090,004		$2,026,300
Deduction for amount reported in “Stock Awards” column of the Summary Compensation Table	(5,000,004)		(1,185,011)
Addition of fair value at fiscal year (FY) end of equity awards granted during the FY that remained outstanding	2,905,859		566,773
Addition of fair value at vesting date of equity awards granted during the FY that vested during the FY	—		43,245
Addition of change in fair value at FY end versus prior FY end for awards granted in prior FY that remained outstanding	(5,849,014)		(996,308)
Addition of change in fair value at vesting date versus prior FY end for awards granted in prior FY that vested during the FY	(1,318,200)		(238,630)
Compensation Actually Paid	$(3,171,355)		$216,369

Non-PEO NEO Average Total Compensation Amount

$ 2,026,300

2,493,471

Non-PEO NEO Average Compensation Actually Paid Amount

$ 216,369

4,440,157

Adjustment to Non-PEO NEO Compensation Footnote

To calculate CAP for our PEO and other NEOs, the following adjustments were made to Summary Compensation Table total

compensation for the year ended December 31, 2025.


Adjustments	PEO		Other NEOs

Summary Compensation Table Total	$6,090,004		$2,026,300
Deduction for amount reported in “Stock Awards” column of the Summary Compensation Table	(5,000,004)		(1,185,011)
Addition of fair value at fiscal year (FY) end of equity awards granted during the FY that remained outstanding	2,905,859		566,773
Addition of fair value at vesting date of equity awards granted during the FY that vested during the FY	—		43,245
Addition of change in fair value at FY end versus prior FY end for awards granted in prior FY that remained outstanding	(5,849,014)		(996,308)
Addition of change in fair value at vesting date versus prior FY end for awards granted in prior FY that vested during the FY	(1,318,200)		(238,630)
Compensation Actually Paid	$(3,171,355)		$216,369

Compensation Actually Paid vs. Total Shareholder Return

CAP and Cumulative TSR / Cumulative TSR of the Peer Group

CAP vs ARDT and Peer TSR.jpg

Compensation Actually Paid vs. Net Income

CAP and Net Income

CAP vs ARDT Net Income.jpg

Compensation Actually Paid vs. Company Selected Measure

CAP and Adjusted EBITDAR

CAP vs Adj EBITDAR.jpg

Total Shareholder Return Vs Peer Group

CAP and Cumulative TSR / Cumulative TSR of the Peer Group

CAP vs ARDT and Peer TSR.jpg

Tabular List, Table

Adjusted EBITDAR

2.Adjusted EBITDAR margin

3.Net revenue

Total Shareholder Return Amount

$ 55

106

Peer Group Total Shareholder Return Amount

105

94

Net Income (Loss), Including Portion Attributable to Noncontrolling Interest

$ 230

$ 300

Company Selected Measure Amount

709

659

Marty Bonick

Marty Bonick,

Additional 402(v) Disclosure

Measurement date equity fair values are calculated with assumptions derived on a basis consistent with those used for

grant date fair value purposes. Restricted stock units are valued based on the closing stock price on the relevant

measurement date. Performance stock units subject to non-market-based conditions are valued based on revised

assumptions of the probable payout on the applicable measurement dates and the closing stock price on that date.

Pay vs Performance Disclosure

Adjusted EBITDAR

Non-GAAP Measure Description

The Company-selected measure is Adjusted EBITDAR, as defined in the "Supplemental Non-GAAP Valuation Measure" section in the Company’s

Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC.

Pay vs Performance Disclosure

Adjusted EBITDAR margin

Pay vs Performance Disclosure

Net revenue

PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

$ (5,000,004)

PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

2,905,859

PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(5,849,014)

PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

0

PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(1,318,200)

Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(1,185,011)

Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

566,773

Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(996,308)

Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

43,245

Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

$ (238,630)

Award Timing Disclosure	12 Months Ended
Award Timing Disclosure	Dec. 31, 2025
Award Timing Disclosures [Line Items]
Award Timing MNPI Disclosure	The Committee’s typical practice is to grant equity awards to our officers during the first or second quarter of each year. We do not engage in the practice of timing grants with the release of material non-public information. In 2025, we did not grant stock options or other stock-based compensation other than Common Stock, RSUs and PRSUs.
Award Timing Method	The Committee’s typical practice is to grant equity awards to our officers during the first or second quarter of each year.
Award Timing Predetermined	true
Award Timing MNPI Considered	false
Award Timing, How MNPI Considered	The Committee’s typical practice is to grant equity awards to our officers during the first or second quarter of each year. We do not engage in the practice of timing grants with the release of material non-public information. In 2025, we did not grant stock options or other stock-based compensation other than Common Stock, RSUs and PRSUs.
MNPI Disclosure Timed for Compensation Value	false

Insider Trading Policies and Procedures	12 Months Ended
Insider Trading Policies and Procedures	Dec. 31, 2025
Insider Trading Policies and Procedures [Line Items]
Insider Trading Policies and Procedures Adopted	true