Valuation & Multiples

What is a MEIP in a healthcare PE deal?

A management equity incentive plan (MEIP) is a pool of equity reserved for executives and providers who stay with the platform after a PE deal, paying out at the next liquidity event. In WTW's 2026 survey of 47 PE-backed companies, the median pool was 10% of undiluted shares, and 75% of it was granted up front.

Reviewed by Stanislav Sukhinin, CFALast reviewed September 30, 2026

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Definition

A MEIP (management equity incentive plan) is the equity pool a PE buyer sets aside to retain and motivate the leadership team of an acquired practice through the hold period and exit.

The detail

PE buyers do not run practices. They buy the team that does. A MEIP is how they keep that team aligned through the hold period. The pool is set aside at the time of the investment and granted to a small group of executives and physician leaders: in WTW's 2026 survey the median plan started with 15 participants, about 2% of the company's employees, and smaller investments (under $200 million) tended to set aside a larger percentage than big ones. Vesting usually mixes time and performance. Goodwin's private equity deal database shows 62% of middle-market incentive plans blend the two. Time vesting typically runs four or five years in total, either a one-year cliff followed by three or four years of installments or equal installments, usually annual, over four or five years, and performance vesting is usually tied to the sponsor's multiple on invested capital or IRR at exit. Profits interests were the most common vehicle in WTW's survey (50% of respondents), ahead of stock options (30%) and restricted shares or units (28%). Selling physicians who stay with the platform can receive a MEIP grant on top of their rollover equity. The questions to ask: what is the strike price or threshold value, does the MEIP participate pari passu with the PE sponsor, what happens if you are terminated, and what is the vesting acceleration on a change of control. These questions are boring until they are not, which is usually at the exit, when getting the answers wrong costs real money.

What this means for clinic owners

From Sorso

Rollover equity and MEIP grants are two different instruments with different economics. Understand which one you are receiving and what it actually pays out under realistic and pessimistic scenarios, not just the glossy deck model.

Stanislav Sukhinin, CFA

Talk it through

Want Stan to look at this for your clinic?

Stan Sukhinin, CFA, founded Sorso in 2020: a fractional CFO and accounting firm for outpatient clinics across the US, with accounting from $2,000 a month and fractional CFO from $4,000. Book a free 30-minute call, bring the question and, if you have it, last month's P&L, and he will tell you what he would check first.

Stanislav Sukhinin, CFA — Founder of Sorso
Stanislav Sukhinin, CFA

Founder of Sorso and a CFA charterholder. Before Sorso, Stan spent 19 years in corporate finance at institutions including UniCredit and Société Générale — managing a $450M loan portfolio and making senior partner at a major mezzanine lender by 29 — then built a fractional CFO firm exclusively for outpatient healthcare clinics.

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