UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
(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.) | ||||||||||||
(Address of Principal Executive Offices) | (Zip Code) | |||||||||||||
(844) 848-0137
(Registrant's telephone number, including area code)
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Securities registered pursuant to Section 12(b) of the Act:
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Emerging growth company ☐
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Item 8.01. Other Events.
On September 10, 2023, DENTSPLY SIRONA Inc. (the “Company”) entered into a settlement and release agreement (the “Settlement Agreement”) with Donald M. Casey Jr., the Company’s former Chief Executive Officer, pursuant to which the Company and Mr. Casey agreed to terms related to Mr. Casey’s previously disclosed separation from the Company announced on April 19, 2022. Under the terms of the Settlement Agreement, the parties agreed to the following, among other things:
•In consideration for the mutual release of claims, Mr. Casey acknowledges he has already received all accrued obligations and all amounts payable and owing, with no additional monetary consideration;
•The Company agrees not to seek clawback or recoupment of compensation already paid to Mr. Casey under the Company’s compensation recoupment policy, unless required by a regulatory agency, court order or if Mr. Casey breaches the Settlement Agreement; and
•The Company agrees to facilitate indemnification and advancement of legal fees for Mr. Casey, including as required under the indemnification agreement dated February 14, 2018 between the Company and Mr. Casey, the form of which was attached as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed February 15, 2018, and the Company agrees not to object to such indemnification to the extent consistent with the Company’s charter, bylaws and applicable law.
SIGNATURE
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.
| By: | /s/ Richard C. Rosenzweig | |||||||
| Richard C. Rosenzweig | ||||||||
| Senior Vice President, Corporate Development, | ||||||||
| General Counsel and Secretary | ||||||||
Date: September 13, 2023