{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-25-083614","form_type":"8-K","ticker":null,"cik":"0000891024","company_name":"PATTERSON COMPANIES, INC.","filed_at":"2025-04-17T23:59:59+00:00","discovered_at":"2026-05-14T18:02:51.686524+00:00","generated_at":"2026-05-23T12:50:33.846600+00:00","sec_items":["1.02","2.01","3.01","3.03","5.03","5.01","5.02","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"Patterson Companies completes $2.8B acquisition by Patient Square Capital at $31.35/share","bullets":["All outstanding shares converted into $31.35/share in cash, aggregate consideration approximately $2.8 billion.","Common stock delisted from Nasdaq; trading halted prior to the open on April 17, 2025.","Board of directors replaced except Donald J. Zurbay; Kevin M. Barry appointed as director.","Company now wholly owned subsidiary of Patient Square Capital, an affiliate of Patient Square Capital, LP.","Prior credit agreements repaid and terminated upon closing."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-25-083614","json":"https://secwatch.observer/filing/0001193125-25-083614.json","markdown":"https://secwatch.observer/filing/0001193125-25-083614.md","text":"https://secwatch.observer/filing/0001193125-25-083614.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/0001193125-25-083614-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/d904320d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-23T12:50:33.846600+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"2496a0035e","claim":"John D. Buck resigned as Director at PATTERSON COMPANIES, INC..","evidence_excerpt":"each member of the board of directors of the Company, other than Donald J. Zurbay, ceased serving in such capacity and accordingly John D. Buck, Meenu Agarwal, Alex N. Blanco, Jody H. Feragen, Robert C. Frenzel, Philip G.J. McKoy, Neil A. Schrimsher, and Pamela J. Tomczik resigned as directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/0001193125-25-083614-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"29f8681ca7","claim":"Jody H. Feragen resigned as Director at PATTERSON COMPANIES, INC..","evidence_excerpt":"each member of the board of directors of the Company, other than Donald J. Zurbay, ceased serving in such capacity and accordingly John D. Buck, Meenu Agarwal, Alex N. Blanco, Jody H. Feragen, Robert C. Frenzel, Philip G.J. McKoy, Neil A. Schrimsher, and Pamela J. Tomczik resigned as directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/0001193125-25-083614-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"30edfd3c07","claim":"Pamela J. Tomczik resigned as Director at PATTERSON COMPANIES, INC..","evidence_excerpt":"each member of the board of directors of the Company, other than Donald J. Zurbay, ceased serving in such capacity and accordingly John D. Buck, Meenu Agarwal, Alex N. Blanco, Jody H. Feragen, Robert C. Frenzel, Philip G.J. McKoy, Neil A. Schrimsher, and Pamela J. Tomczik resigned as directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/0001193125-25-083614-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"718e347d93","claim":"Kevin M. Barry was appointed as Director at PATTERSON COMPANIES, INC..","evidence_excerpt":"In addition, Kevin M. Barry was appointed as a director of the Company immediately following the Effective Time.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/0001193125-25-083614-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"95fc9f9782","claim":"Philip G.J. McKoy resigned as Director at PATTERSON COMPANIES, INC..","evidence_excerpt":"each member of the board of directors of the Company, other than Donald J. Zurbay, ceased serving in such capacity and accordingly John D. Buck, Meenu Agarwal, Alex N. Blanco, Jody H. Feragen, Robert C. Frenzel, Philip G.J. McKoy, Neil A. Schrimsher, and Pamela J. Tomczik resigned as directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/0001193125-25-083614-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"b990b3a5ab","claim":"Alex N. Blanco resigned as Director at PATTERSON COMPANIES, INC..","evidence_excerpt":"each member of the board of directors of the Company, other than Donald J. Zurbay, ceased serving in such capacity and accordingly John D. Buck, Meenu Agarwal, Alex N. Blanco, Jody H. Feragen, Robert C. Frenzel, Philip G.J. McKoy, Neil A. Schrimsher, and Pamela J. Tomczik resigned as directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/0001193125-25-083614-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"bfc85eb427","claim":"Robert C. Frenzel resigned as Director at PATTERSON COMPANIES, INC..","evidence_excerpt":"each member of the board of directors of the Company, other than Donald J. Zurbay, ceased serving in such capacity and accordingly John D. Buck, Meenu Agarwal, Alex N. Blanco, Jody H. Feragen, Robert C. Frenzel, Philip G.J. McKoy, Neil A. Schrimsher, and Pamela J. Tomczik resigned as directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/0001193125-25-083614-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"db60e8b172","claim":"Meenu Agarwal resigned as Director at PATTERSON COMPANIES, INC..","evidence_excerpt":"each member of the board of directors of the Company, other than Donald J. Zurbay, ceased serving in such capacity and accordingly John D. Buck, Meenu Agarwal, Alex N. Blanco, Jody H. Feragen, Robert C. Frenzel, Philip G.J. McKoy, Neil A. Schrimsher, and Pamela J. Tomczik resigned as directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/0001193125-25-083614-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"ee03c5ca66","claim":"Neil A. Schrimsher resigned as Director at PATTERSON COMPANIES, INC..","evidence_excerpt":"each member of the board of directors of the Company, other than Donald J. Zurbay, ceased serving in such capacity and accordingly John D. Buck, Meenu Agarwal, Alex N. Blanco, Jody H. Feragen, Robert C. Frenzel, Philip G.J. McKoy, Neil A. Schrimsher, and Pamela J. Tomczik resigned as directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/0001193125-25-083614-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"55c7903da1e0f618b58f69b2c09f7c168b2006a1","claim":"PATTERSON COMPANIES, INC.: Company's Amended and Restated Bylaws amended and restated in their entirety at the effective time of the merger.","evidence_excerpt":"(ii) the Company’s Amended and Restated Bylaws, as in effect immediately prior to the Effective Time, were amended and restated in their entirety (the “Second Amended and Restated Bylaws”)","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/0001193125-25-083614-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"}],"fact_type":"governance_change"},{"claim_id":"8c58d1323b4c07bde71d2c8bc92a93a3c3ccb8c4","claim":"PATTERSON COMPANIES, INC.: Company's Restated Articles of Incorporation amended and restated in their entirety at the effective time of the merger.","evidence_excerpt":"(i) the Company’s Restated Articles of Incorporation, as in effect immediately prior to the Effective Time, were amended and restated in their entirety (the “Amended and Restated Articles of Incorporation”)","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/0001193125-25-083614-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"}],"fact_type":"governance_change"},{"claim_id":"b39379b689925ad27318455667e80909599b10eb","claim":"PATTERSON COMPANIES, INC. underwent a change of control involving Paradigm Parent, LLC for approximately $2.8 billion (closed 2025-04-17).","evidence_excerpt":"owned subsidiary of Parent. Parent is an affiliate of Patient Square Capital. The aggregate consideration paid by Parent to Company shareholders in the Merger was approximately $2.8 billion. The funds used by Parent to consummate the Merger came from (1) equity financing and (2) debt financing.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/891024/000119312525083614/0001193125-25-083614-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Paradigm Parent, LLC"},{"label":"Consideration","value":"approximately $2.8 billion"},{"label":"Closing","value":"2025-04-17"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}