DENTSPLY SIRONA Inc. Files 8-K for Material Agreement

Ticker: XRAY · Form: 8-K · Filed: Dec 31, 2025 · CIK: 818479

Dentsply Sirona Inc. 8-K Filing Summary
FieldDetail
CompanyDentsply Sirona Inc. (XRAY)
Form Type8-K
Filed DateDec 31, 2025
Risk Levelmedium
Pages6
Reading Time7 min
Key Dollar Amounts$0.01, $25,000,000, $5,000,000, $17,000,000, $75,000,000
Sentimentneutral

Sentiment: neutral

Topics: material-agreement, financial-obligation, 8-k

TL;DR

DENTSPLY SIRONA signed a big deal, expect new financial obligations.

AI Summary

DENTSPLY SIRONA Inc. filed an 8-K on December 24, 2025, reporting the entry into a material definitive agreement and the creation of a direct financial obligation. The filing also includes financial statements and exhibits.

Why It Matters

This filing indicates DENTSPLY SIRONA Inc. has entered into a significant agreement that may create new financial obligations, requiring investor attention.

Risk Assessment

Risk Level: medium — The filing reports a material definitive agreement and a direct financial obligation, which could introduce new risks or opportunities for the company.

Key Players & Entities

  • DENTSPLY SIRONA Inc. (company) — Registrant
  • December 24, 2025 (date) — Date of earliest event reported
  • Delaware (jurisdiction) — State of incorporation
  • 39-1434669 (identifier) — IRS Employer Identification No.
  • 13320 Ballantyne Corporate Place, Charlotte North Carolina 28277-3607 (address) — Address of principal executive offices

FAQ

What type of material definitive agreement did DENTSPLY SIRONA Inc. enter into?

The filing does not specify the exact nature of the material definitive agreement, only that one was entered into on December 24, 2025.

What is the nature of the direct financial obligation created?

The filing states that a direct financial obligation has been created, but does not provide specific details about its terms or amount.

When was this 8-K filing submitted?

The 8-K filing was submitted on December 31, 2025, reporting events as of December 24, 2025.

What are the main items reported in this 8-K filing?

The main items reported are the entry into a material definitive agreement, the creation of a direct financial obligation, and the inclusion of financial statements and exhibits.

What is DENTSPLY SIRONA Inc.'s principal executive office address?

DENTSPLY SIRONA Inc.'s principal executive office is located at 13320 Ballantyne Corporate Place, Charlotte, North Carolina 28277-3607.

Filing Stats: 1,688 words · 7 min read · ~6 pages · Grade level 11.2 · Accepted 2025-12-31 16:25:54

Key Financial Figures

  • $0.01 — ich registered Common Stock, par value $0.01 per share XRAY The Nasdaq Stock Market
  • $25,000,000 — e fiscal quarter ending March 31, 2025, $25,000,000, (ii) for the fiscal quarter ending Jun
  • $5,000,000 — he fiscal quarter ending June 30, 2025, $5,000,000, (iii) for the fiscal quarter ending Se
  • $17,000,000 — scal quarter ending September 30, 2025, $17,000,000, and (iv) for the fiscal quarters endin
  • $75,000,000 — gh and including the December 31, 2026, $75,000,000 in the aggregate for all such fiscal qu

Filing Documents

01 Entry Into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement On December 24, 2025, DENTSPLY SIRONA Inc. (the "Company") obtained the consent of the requisite lenders under its revolving credit facility, dated May 12, 2023, with JPMorgan Chase Bank, N.A., as administrative agent, to, among other things, amend certain provisions by entering into the Second Amendment to Credit Agreement, dated as of December 24, 2025 (the "Second Amendment to Credit Agreement"). On December 24, 2025, the Company entered into the following agreements (collectively, the "Note Purchase Agreement Amendments"): a. Note Purchase Agreement Amendment No. 4, dated as of December 24, 2025, by and among the Company and the noteholders party thereto with respect to the Note Purchase Agreement, dated as of December 11, 2015, by and among the Company and the other parties thereto; b. Note Purchase and Guarantee Agreement Amendment No. 4, dated as of December 24, 2025, by and among the Company, DENTSPLY DENTAL B.V. (as successor by merger to Sirona Dental Services GmbH) and the noteholders party thereto with respect to the Note Purchase Agreement and Guarantee Agreement, dated as of October 27, 2016, by and among the Company, Sirona Dental Services GmbH and the other parties thereto; and c. Note Purchase Agreement Amendment No. 4, dated as of December 24, 2025, by and among the Company and the noteholders party thereto with respect to the Note Purchase Agreement, dated as of June 24, 2019, by and among the Company and the other parties thereto. Pursuant to (a) the Note Purchase Agreement Amendments, the Company and the applicable noteholders have agreed, among other things, and (b) the Second Amendment to Credit Agreement, the Company, the lenders party thereto and JPMorgan Chase Bank, N.A. have agreed, among other things, to: (i) establish a financial covenant requiring that the ratio of Consolidated Debt (as defined) to Consolidated EBITDA (as defined), or Total Leverage Ratio (as defined), not

Forward Looking Statements

Forward Looking Statements All statements in this Current Report on Form 8-K that do not directly and exclusively relate to historical facts constitute "forward-looking statements." Such statements are subject to numerous assumptions, risks, uncertainties and other factors that could cause actual results to differ materially from those described in such statements, many of which are outside of the Company's control. More information about potential risks and uncertainties that could affect the Company's business and results of operations is included in the "Risk Factors" and "Forward-Looking Statements" sections in the Company's most recent Annual Report on Form 10-K, the Company's Quarterly Reports on Form 10-Q for any subsequent fiscal quarters, and any updating information or other factors which may be described in the Company's other filings with the Securities and Exchange Commission (the "SEC"). No assurance can be given that any expectation, belief, goal or plan set forth in any forward-looking statement can or will be achieved, and readers are cautioned not to place undue reliance on such statements which speak only as of the date they are made. The Company does not undertake any obligation to update or release any revisions to any forward-looking statement or to report any events or circumstances after the date of this Current Report on Form 8-K or to reflect the occurrence of unanticipated events. Investors should understand it is not possible to predict or identify all such factors or risks. As such, you should not consider the risks identified in the Company's SEC filings to be a complete discussion of all potential risks or uncertainties associated with an investment in the Company.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 4.1 Second Amendment to Credit Agreement, dated as of December 24, 2025, by and among DENTSPLY SIRONA Inc., the financial institutions listed on the signature pages thereof as Lenders and JPMorgan Chase Bank, N.A., as administrative agent. 4.2 Note Purchase Agreement Amendment No. 4, dated as of December 24, 2025, by and among DENTSPLY SIRONA Inc. and each of the holders of Notes parties thereto, with respect to that certain Note Purchase Agreement, dated December 11, 2015, by and among DENTSPLY SIRONA Inc. and the other parties thereto. 4.3 Note Purchase and Guarantee Agreement Amendment No. 4, dated as of December 24, 2025, by and among DENTSPLY SIRONA Inc., DENTSPLY DENTAL B.V. (as successor by merger to Sirona Dental Services GmbH) and each of the holders of Notes parties thereto, with respect to that certain Note Purchase and Guarantee Agreement, dated October 27, 2016, by and among DENTSPLY SIRONA Inc., Sirona Dental Services GmbH and the other parties thereto. 4.4 Note Purchase Agreement Amendment No. 4, dated as of December 24, 2025, by and among DENTSPLY SIRONA Inc. and each of the holders of Notes parties thereto, with respect to that certain Note Purchase Agreement, dated June 24, 2019, by and among DENTSPLY SIRONA Inc. and the other parties thereto. 104 Cover Page Interactive Data File (embedded within the Inline XBRL Document). 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/ Daniel T. Scavilla Name: Daniel T. Scavilla Title: President and Chief Executive Officer Date: December 31, 2025

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