{"filing":{"accession_number":"0001104659-26-093050","cik":"0002069604","ticker":"PARK","company_name":"Park Dental Partners, Inc.","form":"8-K","filing_date":"2026-08-10","report_date":"2026-08-07","primary_document":"tm2622596d1_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2069604/000110465926093050/tm2622596d1_8k.htm"},"events":[{"id":26395,"run_id":23987,"accession_number":"0001104659-26-093050","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"summary":"Park Dental Partners entered into a definitive Transaction Agreement on August 7, 2026, to acquire Village Family Dental DSO for base consideration of $39.1 million plus up to $4.6 million in earnout and $2.3 million in employment-contingent consideration, expanding the company into North Carolina with 12 practice locations and 48 doctors.","company_name":"Park Dental Partners, Inc.","ticker":"PARK","filing_date":"2026-08-10","form":"8-K","submitted_at":null,"items":[{"id":27501,"accession_number":"0001104659-26-093050","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Park Dental Partners entered into a definitive Transaction Agreement on August 7, 2026, to acquire the Village Family Dental dental services organization (DSO) for base consideration of $39.1 million (including $9.2 million in restricted stock) plus up to $4.6 million in earnout consideration and $2.3 million in employment-contingent consideration, for a potential aggregate of up to $46.0 million. This is a material acquisition that expands the Company into its fourth state (North Carolina) and adds 12 practice locations and 48 doctors, representing a significant strategic expansion and material financial commitment.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T12:03:49.174734+00:00","company_name":"","ticker":null,"filing_date":""},{"id":27503,"accession_number":"0001104659-26-093050","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Park Dental Partners announced entry into a definitive agreement to acquire Village Family Dental DSO, a multi-specialty dental group with 12 practice locations and 48 doctors in North Carolina. This represents a material acquisition that expands the company into its fourth state and materially increases its affiliated doctor count and practice footprint. The press release explicitly states the company \"has entered into a definitive agreement to acquire Village Family Dental DSO,\" which is a clear M\u0026A transaction requiring 8-K disclosure under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T12:03:49.174734+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":26396,"run_id":23987,"accession_number":"0001104659-26-093050","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"summary":"As part of the Village Family Dental acquisition, Park Dental Partners issued 474,535 unregistered shares of common stock to the seller in exchange for Rollover DSO Equity, relying on Section 4(a)(2) and Regulation D exemptions.","company_name":"Park Dental Partners, Inc.","ticker":"PARK","filing_date":"2026-08-10","form":"8-K","submitted_at":null,"items":[{"id":27502,"accession_number":"0001104659-26-093050","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Item 3.02 discloses an unregistered issuance of 474,535 shares of common stock to the Seller in exchange for Rollover DSO Equity as part of the Village Family Dental acquisition. The Company relies on Section 4(a)(2) and Regulation D exemptions, which are standard private placement exemptions. This equity issuance is dilutive to existing shareholders and is material to investors assessing capital structure and ownership changes.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T12:03:49.174734+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":27501,"accession_number":"0001104659-26-093050","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Park Dental Partners entered into a definitive Transaction Agreement on August 7, 2026, to acquire the Village Family Dental dental services organization (DSO) for base consideration of $39.1 million (including $9.2 million in restricted stock) plus up to $4.6 million in earnout consideration and $2.3 million in employment-contingent consideration, for a potential aggregate of up to $46.0 million. This is a material acquisition that expands the Company into its fourth state (North Carolina) and adds 12 practice locations and 48 doctors, representing a significant strategic expansion and material financial commitment.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T12:03:49.174734+00:00","company_name":"Park Dental Partners, Inc.","ticker":"PARK","filing_date":"2026-08-10"},{"id":27502,"accession_number":"0001104659-26-093050","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Item 3.02 discloses an unregistered issuance of 474,535 shares of common stock to the Seller in exchange for Rollover DSO Equity as part of the Village Family Dental acquisition. The Company relies on Section 4(a)(2) and Regulation D exemptions, which are standard private placement exemptions. This equity issuance is dilutive to existing shareholders and is material to investors assessing capital structure and ownership changes.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T12:03:49.174734+00:00","company_name":"Park Dental Partners, Inc.","ticker":"PARK","filing_date":"2026-08-10"},{"id":27503,"accession_number":"0001104659-26-093050","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Park Dental Partners announced entry into a definitive agreement to acquire Village Family Dental DSO, a multi-specialty dental group with 12 practice locations and 48 doctors in North Carolina. This represents a material acquisition that expands the company into its fourth state and materially increases its affiliated doctor count and practice footprint. The press release explicitly states the company \"has entered into a definitive agreement to acquire Village Family Dental DSO,\" which is a clear M\u0026A transaction requiring 8-K disclosure under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T12:03:49.174734+00:00","company_name":"Park Dental Partners, Inc.","ticker":"PARK","filing_date":"2026-08-10"}]}