DENTSPLY SIRONA Inc. (XRAY)
NASDAQ: XRAY · Real-Time Price · USD
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Apr 28, 2026, 2:06 PM EDT - Market open
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AGM 2021

May 26, 2021

Andrea Daley
VP of Investor Relations, Dentsply Sirona

Good morning and welcome to the Dentsply Sirona 2021 Annual Meeting of Stockholders. I would like to hand the meeting over to Eric Brandt, Chairman of the Board of Directors. Please go ahead.

Eric K. Brandt
Chairman of the Board, Dentsply Sirona

Thank you. I ask that the Annual Meeting of Stockholders of Dentsply Sirona come to order. Today's meeting is being conducted via webcast, and all of our participants are attending virtually. We successfully held our Annual Meeting virtually for the first time in 2020, and we have made the decision to hold the Annual Meeting virtually again in 2021. We believe that continuing to hold the Annual Meeting virtually this year allows us to improve stockholder accessibility, increase communications, reduce costs, and continue to protect the health and safety of our stockholders and employees. This meeting is being recorded and will be available for playback on our Investor Relations website. Also with me today are Don Casey, Chief Executive Officer and a Director of the company. Keith Ebeling, Executive Vice President, General Counsel, and Secretary of the company. Keith will serve as Secretary of today's meeting.

Also present at this meeting are the members of the company's Board of Directors and members of the company's management, including Mr. Jorge Gomez, our Executive Vice President and Chief Financial Officer. Ms. Andrea Daley, our Vice President of Investor Relations, who will assist with reading any stockholder questions which are submitted. With us also, David Pickett, a partner at PricewaterhouseCoopers, our independent registered public accounting firm. Mr. Pickett will be available to answer questions you may have regarding the audit. The company has appointed Jane Ludlow as the Inspector of Elections, who is present. If you have any questions about the three proposals on the agenda, we ask that you submit your proposal-related questions now via the Ask a Question tool on the virtual meeting platform to ensure we have sufficient time to answer your questions before the polls close.

Each stockholder is limited to a total of no more than two questions or comments, no more than one of which may be on a single topic. We have allocated time at the end of the meeting to answer company-related questions. Any unanswered questions will be answered after the meeting with responses available on our Investor Relations website. A copy of the rules of conduct has been made available virtually as part of this meeting materials listed below the webcast. We kindly ask that all participants respect these rules so that we may conduct an orderly meeting. If you've already submitted your proxy, you do not need to do so again unless you wish to change your vote.

For those who have not voted and wish to vote now, please go to the voting area which is located on the lower right side of the webpage directly above the Meeting Materials section. Click on the words "Vote Here" to complete and submit your ballot. Keith, has notice of the Annual Meeting been given to all stockholders? Keith? My apologies. Can people hear me speak?

Keith Ebeling
EVP, General Counsel, and Secretary, Dentsply Sirona

Yes, we can, Eric.

Eric K. Brandt
Chairman of the Board, Dentsply Sirona

Has Keith spoken?

Keith Ebeling
EVP, General Counsel, and Secretary, Dentsply Sirona

It hasn't. Under the General Corporation Law of the State of Delaware, an affidavit has been prepared stating that the notice of an Annual Meeting of Stockholders to be held on May 26th, 2021, and other proxy materials, including a proxy statement along with voting instructions, were mailed or made available on or about April 16th, 2021, to all stockholders of record at the close of business on March 29th, 2021. Also, as required by the General Corporation Law of the State of Delaware, a complete list of the stockholders entitled to vote at this meeting is available on the virtual meeting platform. That list and the affidavit of mailing will be filed with the records of the company pertaining to this Annual Meeting.

Eric K. Brandt
Chairman of the Board, Dentsply Sirona

Is there a quorum present?

Keith Ebeling
EVP, General Counsel, and Secretary, Dentsply Sirona

Yes. Ms. Ludlow, the Inspector of Elections, has informed the company that a majority of the shares entitled to vote are represented at this meeting in person or by proxy.

Eric K. Brandt
Chairman of the Board, Dentsply Sirona

Thanks. As notice of this meeting has been given to all stockholders entitled to receive such notice and a quorum is present, it is my pleasure to declare this Annual Meeting of Stockholders of Dentsply Sirona, Inc., to be lawfully convened and welcome you to this meeting. I will now call upon Don to introduce the proposals.

Keith Ebeling
EVP, General Counsel, and Secretary, Dentsply Sirona

Thank you, Eric. There are three proposals on the agenda today. The first proposal is to elect 10 nominees to Dentsply Sirona's Board of Directors, each to serve until the adjournment of the 2022 Annual Meeting of Stockholders and until his or her respective successor is duly elected and qualified. The 10 nominees are Eric K. Brandt, Donald M. Casey Jr., Willie A. Deese, Betsy D. Holden, Clyde R. Hosein, Arthur D. Kowaloff, Harry M. Jansen Kraemer Jr., Gregory T. Lucier, Leslie F. Varon, and Janet S. Vergis. The Board of Directors recommends a vote for all of the nominees. The second proposal is to ratify the appointment of PricewaterhouseCoopers as the company's independent registered public accounting firm for the year ending December 31st, 2021. The Board of Directors has recommended a vote for the adoption of this proposal.

The third proposal is to approve by non-binding advisory vote the compensation of the company's executive officers, as described in the proxy statement. The Board of Directors has recommended a vote for the adoption of this proposal.

Eric K. Brandt
Chairman of the Board, Dentsply Sirona

I move that each of these proposals be approved.

Keith Ebeling
EVP, General Counsel, and Secretary, Dentsply Sirona

I second the motion.

Eric.

Hello?

Eric K. Brandt
Chairman of the Board, Dentsply Sirona

Yep. We got you.

Information supporting the recommendations of the Board of Directors regarding each proposal is set out in the proxy statement. If any stockholder has questions or comments specifically relating to any of the proposals, please submit them through the online portal now. We will now pause to review any questions submitted on the proposals. We will only answer questions related to the proposals at this time. Ms. Daley, do we have any proposals or questions?

Andrea Daley
VP of Investor Relations, Dentsply Sirona

There are no proposal-related questions that have been submitted at this time.

Eric K. Brandt
Chairman of the Board, Dentsply Sirona

Thank you. We will now move on to voting. If you've already submitted your proxy, you do not need to do so again unless you wish to change your vote. For those who have not voted and wish to vote now, please do so pursuant to the instructions on the virtual meeting platform. I now declare the polls closed, and I direct the Inspector of Elections, Ms. Ludlow, to tabulate the votes.

Jane Ludlow
Inspector of Elections, Dentsply Sirona

Mr. Chairman, I have completed tabulating the votes.

Eric K. Brandt
Chairman of the Board, Dentsply Sirona

Thank you. Jane, please report the votes for each of the matters voted upon today.

Keith Ebeling
EVP, General Counsel, and Secretary, Dentsply Sirona

The Inspector of Elections has informed the company of the following: regarding proposal one, each of the nominees for director has been elected by the affirmative vote of a majority of the votes cast at the meeting. Regarding proposal two, the ratification of the appointment of PricewaterhouseCoopers as the company's independent registered public accountants, as described in the proxy statement, has received the affirmative vote of a majority of the votes cast at the meeting. Regarding proposal three, the advisory vote on the compensation of the company's executive officers, as described in the proxy statement, has received the affirmative vote of a majority of the votes cast at the meeting.

Eric K. Brandt
Chairman of the Board, Dentsply Sirona

Thank you. I therefore can declare the following: Mr. Casey, Mr. Deese, Ms. Holden, Mr. Hosein, Mr. Kowaloff, Mr. Kraemer, Mr. Lucier, Ms. Varon, and Ms. Vergis, and I have been elected as directors of the company to hold office until the 2022 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified. Two, the appointment of PricewaterhouseCoopers as the independent registered public accountants, as described in the proxy statement, has been ratified. Three, the compensation of the company's executive officers, as described in the proxy statement, is approved by a non-binding advisory vote. Jane will file the report on voting related to all the proposals in the records of this meeting. We will now pause to review any questions submitted regarding the company. Ms. Daley?

Andrea Daley
VP of Investor Relations, Dentsply Sirona

No company-related questions have been submitted.

Eric K. Brandt
Chairman of the Board, Dentsply Sirona

Thank you. This concludes the official business, and I therefore declare this Annual Meeting adjourned. Thank you for attending Dentsply Sirona's 2021 Annual Meeting of Stockholders. Good morning.

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