Form 4: DENTSPLY SIRONA Director Jonathan Mazelsky Increases Deferred Stock Holdings
Insider Transaction Report
DENTSPLY SIRONA Inc. Director Jonathan Jay Mazelsky acquired 1,561.2862 shares of phantom stock as part of his deferred compensation plan, increasing his total beneficial ownership to 9,159.0102 shares.
Summary
- Jonathan Jay Mazelsky, a Director of DENTSPLY SIRONA Inc. (XRAY), acquired 1,561.2862 shares of phantom stock.
- The transaction occurred on June 30, 2025.
- Each phantom stock share is the economic equivalent of one share of DENTSPLY SIRONA common stock.
- The phantom stock was valued at $16.01 per share for this transaction.
- These phantom stock shares become payable in common stock upon Mr. Mazelsky's termination of service as a director.
- Following this acquisition, Mr. Mazelsky beneficially owns a total of 9,159.0102 shares of phantom stock.
Sentiment
Score: 6
Explanation: Slightly positive. A director increasing their beneficial ownership, even through deferred compensation, generally signals continued alignment with the company's long-term prospects. It's a routine compensation event, not indicative of significant positive or negative news.
Positives
- A director is increasing their beneficial ownership in the company, albeit through deferred compensation, which can signal alignment with long-term shareholder interests.
- The acquisition of phantom stock is part of a structured deferred compensation plan, indicating a standard practice for director remuneration.
Negatives
- The acquisition is of phantom stock, not direct common stock, meaning there is no immediate cash outlay or direct market purchase by the director.
- The shares are not immediately exercisable or convertible, becoming payable only upon termination of service.
Future Outlook
The phantom stock becomes payable in common stock upon the reporting person's termination of service as a director.
Industry Context
This filing reflects a standard practice of director compensation through deferred equity, common across various industries for aligning director incentives with long-term company performance. It does not provide specific insights into broader dental or medical device industry trends.
Comparison to Industry Standards
- Director compensation through deferred stock units or phantom stock is a common practice in publicly traded companies across various sectors, including healthcare and medical devices.
- This method aligns director interests with shareholder value over the long term by deferring payout until service termination.
- Specific comparable companies like Align Technology (ALGN) or Henry Schein (HSIC) also utilize similar equity-based compensation structures for their non-employee directors, though the specific mix of cash and equity, and the vesting/payout terms, can vary.
- The $16.01 per share value for the phantom stock reflects the market price at the time of acquisition, which is standard for such grants.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Structure | The acquisition of phantom stock is part of the company's Directors' Deferred Compensation plan, a standard corporate governance practice for non-employee director remuneration. | 06/30/2025 | This practice aligns director incentives with long-term shareholder value by deferring equity payout until service termination, promoting sustained commitment to company performance. |
Related Party Transactions
- The acquisition of phantom stock by Jonathan Jay Mazelsky, a director, from DENTSPLY SIRONA Inc. constitutes a related party transaction as it involves compensation from the company to a member of its board.
Stakeholder Impact
- Shareholders: The acquisition of phantom stock by a director can be viewed positively as it aligns the director's long-term interests with shareholder value. It is part of a standard compensation structure.
- Employees: No direct impact on employees is indicated by this filing.
- Customers: No direct impact on customers is indicated by this filing.
- Suppliers: No direct impact on suppliers is indicated by this filing.
- Creditors: No direct impact on creditors is indicated by this filing.
Next Steps
- The phantom stock will become payable in common stock upon Jonathan Jay Mazelsky's termination of service as a director.
Key Dates
| Date | Description |
|---|---|
| 06/30/2025 | Date of acquisition of phantom stock by Jonathan Jay Mazelsky. |
| 07/01/2025 | Date phantom stock became exercisable/expiration date (as per Table II, but explanation clarifies payable upon termination). |
| 07/02/2025 | Date the Form 4 was signed and filed. |
Keywords
DENTSPLY SIRONA, XRAY, Jonathan Jay Mazelsky, Director, SEC Form 4, Phantom Stock, Deferred Compensation, Insider Transaction, Beneficial Ownership, Corporate Governance
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