Henry Schein (HSIC) EVP Mlotek surrenders shares for tax and issuer

Rhea-AI Filing Summary

Henry Schein Inc. executive Mark E. Mlotek reported share dispositions in company stock. On February 27, 2026, he disposed of 9,440 shares of common stock in a disposition to the issuer and a further 1,065 shares at $82.39 per share to cover tax withholding on vested performance-based restricted stock/units.

After these transactions, his direct holdings totaled 86,479 shares, which include shares held in joint tenancy with his spouse. He also reported indirect holdings of 5,916 equivalent shares as trustee of family trusts and 4,085 equivalent shares through a 401(k) plan stock fund.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MLOTEK MARK E

(Last) (First) (Middle)

C/O HENRY SCHEIN, INC.

135 DURYEA ROAD

(Street)

MELVILLE NY 11747

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HENRY SCHEIN INC [ HSIC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Strategic Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.01 per share	02/27/2026		D		9,440	D	$0	87,544(1)	D
Common Stock, par value $0.01 per share	02/27/2026		F		1,065(2)	D	$82.39	86,479(1)	D
Common Stock, par value $0.01 per share								5,916	I	As Trustee of trusts for the benefit of family members.
Common Stock, par value $0.01 per share								4,085	I	By 401(k) plan(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes shares of Issuer's common stock held in joint tenancy with reporting person's spouse.

2. Represents the surrender of shares to the Issuer to satisfy the reporting person's tax withholding obligation upon the vesting of the reporting person's March 1, 2023 grant of performance-based restricted stock/units. (Actual vesting date of March 1, 2026 was a non-business day so vesting occurred on the preceding business day.)

3. 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 February 27, 2026.

	/s/ Jennifer Ferrero (as attorney-in-fact for Mark E. Mlotek)	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transactions did HSIC executive Mark Mlotek report?

Mark E. Mlotek reported two dispositions of Henry Schein (HSIC) common stock. He returned 9,440 shares to the issuer and surrendered 1,065 shares at $82.39 each to cover tax withholding tied to vested performance-based restricted stock and units.

How many Henry Schein (HSIC) shares does Mark Mlotek hold after these transactions?

After the reported transactions, Mark Mlotek directly holds 86,479 Henry Schein shares, including shares in joint tenancy with his spouse. He also has indirect interests in 5,916 equivalent shares via family trusts and 4,085 equivalent shares through the company’s 401(k) plan stock fund.

Were Mark Mlotek’s HSIC share dispositions open-market sales?

The reported HSIC dispositions were not open-market sales. One was a disposition of 9,440 shares back to the issuer, and the other was surrender of 1,065 shares to satisfy tax withholding obligations upon vesting of performance-based restricted stock/units.

What does the tax-withholding disposition in the HSIC Form 4 mean?

The tax-withholding disposition reflects 1,065 HSIC shares surrendered at $82.39 each. These shares were used to satisfy Mark Mlotek’s tax obligations arising from vesting of a March 1, 2023 grant of performance-based restricted stock and units.

How are HSIC shares held through the 401(k) plan reported for Mark Mlotek?

Mlotek’s 401(k) holdings are reported as 4,085 equivalent HSIC shares in a unitized stock fund. This fund combines Henry Schein common stock with cash or cash equivalents, and equivalent shares are calculated using the HSIC closing price on February 27, 2026.