Private equity offers orthopedic surgeons big multiples and polished pitch decks—but the real story lives in the fine print. This article walks through how rollover equity, compensation resets, EBITDA ‘engineering,’ and PE hold periods actually work in many orthopedic deals. It then shows, with a simple $4M practice sale example, how planning around personal goodwill and deal structure can change a surgeon’s federal tax bill by hundreds of thousands of dollars. If you’re an orthopedic surgeon being courted by private equity, this is the pre‑dinner framework to read before you say yes—or no.

Most surgeons wait until 12–18 months before retirement to think about selling their practice—by then, leverage and tax options are already limited. This article lays out a five‑year, physician‑specific exit protocol that helps you separate personal goodwill, diversify revenue, recruit an associate, and structure a sale that supports both your valuation and after‑tax proceeds.