Form 4: DENTSPLY SIRONA Executive Kevin Czerney Reports Acquisition of Company Stock and Phantom Shares

DENTSPLY SIRONA Inc.'s VP, Chief Accounting Officer, Kevin Czerney, reported the acquisition of 181.72 shares of common stock and additional phantom stock units through dividend reinvestment and employee plans.

Summary

• Kevin Czerney, VP, Chief Accounting Officer of DENTSPLY SIRONA Inc. (XRAY), acquired 181.72 shares of common stock on July 11, 2025.
• These common shares represent dividends on restricted stock units (RSUs) and are subject to the same vesting terms as the underlying awards, vesting simultaneously with the related RSUs.
• Each RSU converts to common stock on a 1:1 basis.
• Following this transaction, Kevin Czerney's direct beneficial ownership of common stock increased to 26,917.652 shares.
• This total includes 370 shares acquired between January 1 and June 30, 2025, under the Dentsply Sirona Employee Stock Purchase Plan.
• It also includes 78.747 shares acquired through dividend reinvestment on July 10, 2025.
• Additionally, on July 11, 2025, Kevin Czerney acquired 33.2744 shares of Phantom Stock under the Supplemental Executive Retirement Plan (SERP) and 3.2538 shares under the Dentsply Supplemental Savings Plan (DSSP).
• These phantom stock acquisitions were a result of accrued dividends.
• His beneficial ownership of SERP phantom stock is now 3,402.844 shares, and DSSP phantom stock is 332.7034 shares.
• Each share of phantom stock is the economic equivalent of one share of common stock and becomes payable in common stock upon the reporting person's termination of employment.
• The Form 4 was signed by Jessica Causey, Attorney-In-Fact for Kevin Czerney, on July 15, 2025.

Sentiment

Score: 7

Explanation: The filing indicates routine insider share acquisition through compensation plans, which is generally a neutral to slightly positive signal as it shows continued executive participation and alignment with company performance. No negative or highly positive news is conveyed.

Positives

• The acquisition of additional shares by a key executive (VP, Chief Accounting Officer) through compensation plans indicates continued alignment of management interests with shareholders.
• The acquisition of common stock and phantom stock through dividends and employee plans suggests a stable, ongoing compensation structure that encourages long-term holding and executive retention.

Future Outlook

The filing does not provide specific forward-looking statements or guidance regarding the company's future performance, focusing solely on an insider's recent stock transactions.

Management Comments

• Represents dividends on restricted stock units (RSUs) awarded to the Reporting Person in the form of additional RSUs and are subject to the same vesting terms as the underlying awards. The dividends vest simultaneously with the RSUs to which they relate. Each RSU converts to common stock on a 1:1 basis.
• Includes 370 shares acquired between January 1st June 30, 2025 under the Dentsply Sirona Employee Stock Purchase Plan.
• Includes 78.747 shares acquired through dividend reinvestment on 7/10/2025.
• Each share of phantom stock is the economic equivalent of one share of common stock. The shares of phantom stock become payable in common stock upon the reporting person's termination of employment.
• Comprised of phantom stock acquired as a result of accrued dividends.

Industry Context

This Form 4 filing reports routine insider transactions, specifically the acquisition of shares through dividend reinvestment and employee plans. Such transactions are common across industries for executives participating in company equity and compensation programs, reflecting standard practices for aligning executive interests with shareholder value.

Comparison to Industry Standards

• The acquisition of shares through dividend reinvestment and employee stock purchase plans is a standard practice in corporate executive compensation, aligning with common industry benchmarks for long-term incentive programs.
• The use of phantom stock in executive retirement and savings plans (SERP, DSSP) is also a common mechanism in the healthcare and dental equipment industry, similar to practices observed in companies like Henry Schein, Patterson Companies, or Align Technology, which often utilize deferred compensation and equity-linked incentives to retain key talent.
• The 1:1 conversion ratio for RSUs to common stock is a typical structure for such equity awards across various sectors, including medical devices and consumables.

Corporate Governance

Stakeholder Impact

• Shareholders: The acquisition of shares by a key executive through compensation plans can be viewed positively as it aligns management's interests with shareholder value.
• Employees: The mention of an Employee Stock Purchase Plan (ESPP) indicates a program that allows employees to acquire company stock, potentially fostering employee ownership and engagement.

Next Steps

• Continued vesting of restricted stock units (RSUs) and associated dividends.
• Future reporting of changes in beneficial ownership by Kevin Czerney as required by Section 16(a) of the Securities Exchange Act of 1934.
• Phantom stock units will become payable in common stock upon the reporting person's termination of employment.

Key Dates

Recommendation

Keywords

DENTSPLY SIRONA, XRAY, SEC Form 4, Insider Transaction, Stock Acquisition, Phantom Stock, Executive Compensation, Restricted Stock Units, Employee Stock Purchase Plan, Dividend Reinvestment