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Ownership Document
|
| Schema Version: X0508 |
| Document Type: 4 |
| Period of Report: 3/9/24 |
| Issuer: |
| Issuer CIK: 1000228 |
| Issuer Name: HENRY SCHEIN INC |
| Issuer Trading Symbol: HSIC |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1194352 |
| | Owner Name: MLOTEK MARK E |
| Reporting Owner Address: |
| | Owner Street 1: C/O HENRY SCHEIN, INC. |
| | Owner Street 2: 135 DURYEA ROAD |
| | Owner City: MELVILLE |
| | Owner State: NY |
| | Owner ZIP Code: 11747 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? Yes |
| | Is Ten Percent Owner? No |
| | Is Other? No |
| | Officer Title: EVP, Chief Strategic Officer |
| Aff 10b5 One? No |
| Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock, par value $0.01 per share |
| | Transaction Date: |
| | | Value: 3/9/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 26,752 |
| Footnote ID: F1 |
| | | Transaction Price Per Share: |
| Value: 0.00 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 90,851 |
| Footnote ID: F2 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock, par value $0.01 per share |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 2,100 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: As Trustee of a trust for the benefit of family members. |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock, par value $0.01 per share |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 4,088 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By 401(k) plan |
| Footnote ID: F3 |
| Footnotes: |
| Footnote - F1: Grant of restricted stock units (RSU) pursuant to the Issuer's 2020 Stock Incentive Plan. Subject to certain exceptions, 50% will vest subject to (x) Issuer's achievement of a specified performance goal and (y) reporting person's continued perf. of services for the Issuer. 50% will vest subject to (x) passage of a specified period of time and (y) reporting person's continued perf. of services for the Issuer. With respect to the performance-based RSU, if the continued service requirement is satisfied and achievement of the perf. goal (x) exceeds 100% of target, the Issuer may issue additional vested shares of common stock in an amount that corresponds to the incremental percentage of the performance goal achieved in excess of 100% of target or (y) is less than 100% of target, the reporting person will surrender to the Issuer shares of common stock in an amount that corresponds to the incremental percentage of the performance goal achieved that is below 100% of target (shortfall). |
| Footnote - F2: Includes shares of Issuer's common stock held in joint tenancy with reporting person's spouse. |
| Footnote - F3: Reflects the reporting person's interest in equivalent shares of Henry Schein common stock held by the unitized stock fund in the Henry Schein, Inc. 401(k) Savings Plan (the "Plan"). The unitized stock fund consists of Henry Schein common stock and cash or cash equivalents. The number of shares attributed to the reporting person as a participant in the Plan and expressed as equivalent shares has been calculated based on the closing price of Henry Schein common stock on March 8, 2024. |
| Owner Signature: |
| Signature Name: /s/ Jennifer Ferrero (as attorney-in-fact for Mark E. Mlotek) |
| Signature Date: 3/11/24 |
