SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
September 16, 2020 (September 15, 2020)
Date of Report (date of earliest event reported)
DENTSPLY SIRONA Inc.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
13320 Ballantyne Corporate Place,
(Address of Principal Executive Offices)
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading Symbol(s)||Name of each exchange on which registered|
|Common Stock, par value $0.01 per share||XRAY||The Nasdaq Stock Market LLC|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective September 15, 2020, DENTSPLY SIRONA Inc. (the “Company”) appointed Clyde R. Hosein to the Board of Directors of the Company (the “Board”) and expanded the size of the Board from eleven members to twelve members. Mr. Hosein will participate in the same compensation plans as the other non-employee members of the Board, as described under “Directors’ Compensation” in the Company’s proxy statement dated April 7, 2020 for its 2020 annual meeting of stockholders. Mr. Hosein will serve as a member of the Company’s Audit and Finance Committee and Science and Technology Committee.
Item 7.01 Regulation FD Disclosure.
On September 16, 2020, the Company issued a press release announcing the appointment of Mr. Hosein. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information furnished in Items 7.01 and 9.01 to this Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
|DENTSPLY SIRONA Inc. press release, dated September 16, 2020|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL Document) |
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|DENTSPLY SIRONA Inc.|
|Date: September 16, 2020||By:||/s/ Keith J. Ebling|
|Keith J. Ebling, Executive Vice President,|
|General Counsel and Secretary|
Dentsply Sirona Announces Appointment of Clyde Hosein as New Board Member
CHARLOTTE, NC., September 16, 2020 - DENTSPLY SIRONA Inc. (“Dentsply Sirona”) (Nasdaq: XRAY), the Dental Solutions Company, today announced that Clyde R. Hosein has been appointed to its Board of Directors (“Board”), increasing the size of its Board from eleven to twelve members.
“We are extremely pleased to welcome Clyde Hosein to our Board,” said Eric K. Brandt, Chairman of Dentsply Sirona. “As we proactively manage our anticipated Director retirements and Board refreshment cycle, Clyde clearly enhances our operational finance and technology depth.”
“The dental industry continues on a path of digital transformation. We are confident that Clyde’s deep experience in the management of high-tech companies, and strong track record of financial and operational execution, will allow us to further develop and enhance Dentsply Sirona’s strategic position,” said Don Casey CEO of Dentsply Sirona. “We look forward to working with Clyde and benefiting from his unique insights, broad perspective and extensive experience.”
“I am excited to join the Dentsply Sirona Board and have the opportunity to leverage my more than 30 years of technology experience/evolution to the dental industry as it becomes more digital/data-centric,” said Clyde Hosein.
About Clyde R. Hosein
Mr. Hosein has been a member of the Board of Directors of Cree, Inc. since December 2005. Since December 2017, he has served as Chief Financial Officer of Automation Anywhere, Inc., an enterprise software provider of robotic process automation. From August 2013 to May 2017, he served as Executive Vice President and Chief Financial Officer of RingCentral, Inc., a publicly traded provider of software-as-a-service cloud-based business communications solutions. Prior to this, Mr. Hosein served from June 2008 to October 2012 as Chief Financial Officer of Marvell Technology Group Ltd., a publicly traded semiconductor provider of high-performance analog, mixed-signal, digital signal processing and embedded microprocessor integrated circuits, and he also served as its Interim Chief Operating Officer and Secretary from October 2008 to March 2010. From 2003 to 2008, he served as Vice President and Chief Financial Officer of Integrated Device Technology, Inc., a provider of mixed-signal semiconductor solutions. From 2001 to 2003, he served as Senior Vice President, Finance and Administration and Chief Financial Officer of Advanced Interconnect Technologies, a semiconductor assembly and test company. He has also held other senior level financial positions, including the role of Chief Financial Officer at Candescent Technologies, a developer of flat panel display technology. Early in his career he spent 14 years in financial and engineering roles at IBM Corporation. Mr. Hosein holds an M.B.A. from New York University Stern School of Business and a B.S. in industrial engineering from Polytechnic University in New York.
About Dentsply Sirona
Dentsply Sirona is the world’s largest manufacturer of professional dental products and technologies, with a 133-year history of innovation and service to the dental industry and patients worldwide. Dentsply
Sirona develops, manufactures, and markets a comprehensive solutions offering including dental equipment and dental consumable products under a strong portfolio of world class brands. The Company also manufactures and markets healthcare consumable products. As The Dental Solutions Company, Dentsply Sirona’s products provide innovative, high-quality and effective solutions to advance patient care and deliver better, safer and faster dentistry. Dentsply Sirona’s worldwide headquarters is located in Charlotte, North Carolina. The Company’s shares of common stock are listed in the United States on Nasdaq under the symbol XRAY. Visit www.dentsplysirona.com for more information about Dentsply Sirona and its products.
John Sweeney, CFA, IRC
Vice President, Investor Relations