Henry Schein (HSIC) EVP surrenders 5,928 shares to cover tax withholding

Rhea-AI Filing Summary

Henry Schein Inc. executive Mark E. Mlotek, EVP and Chief Strategic Officer, surrendered 5,928 shares of common stock at $74.61 per share to the company to cover his tax withholding obligation tied to the vesting of time-based restricted stock units granted on March 16, 2022.

After this tax-withholding disposition, he holds 98,372 shares directly, plus 7,416 shares indirectly as trustee of family trusts and 4,086 shares indirectly through the Henry Schein 401(k) Savings Plan.

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)
03/16/2026

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	03/16/2026		F		5,928(1)	D	$74.61	98,372(2)	D
Common Stock, par value $0.01 per share								7,416	I	As Trustee of trusts for the benefit of family members.
Common Stock, par value $0.01 per share								4,086	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. 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 16, 2022 grant of time-based restricted stock units.

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

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 March 16, 2026.

	/s/ Jennifer Ferrero (as attorney-in-fact for Mark E. Mlotek)	03/17/2026
	** 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 did Henry Schein (HSIC) executive Mark E. Mlotek report in this Form 4?

Mark E. Mlotek reported surrendering 5,928 Henry Schein shares to satisfy tax withholding on vested restricted stock units. This was a tax-related disposition to the company, not an open-market sale, and reflects routine equity compensation mechanics rather than a discretionary trade.

How many Henry Schein (HSIC) shares did Mark E. Mlotek surrender and at what price?

He surrendered 5,928 shares of Henry Schein common stock at $74.61 per share. The shares were delivered back to the company to cover his tax withholding obligation arising from the vesting of a March 16, 2022 restricted stock unit grant.

How many Henry Schein (HSIC) shares does Mark E. Mlotek own after this transaction?

After the transaction, he owns 98,372 shares directly, 7,416 shares indirectly as trustee of family trusts, and 4,086 shares indirectly through the company’s 401(k) Savings Plan. These figures show his remaining equity exposure following the tax-withholding share surrender.

Was Mark E. Mlotek’s Henry Schein (HSIC) transaction an open-market sale?

No. The 5,928 shares were surrendered to Henry Schein to satisfy tax withholding on vested restricted stock units. This tax-withholding disposition is not an open-market sale and does not represent a discretionary decision to sell shares into the market.

What equity award triggered Mark E. Mlotek’s tax-withholding share surrender at Henry Schein (HSIC)?

The surrender was triggered by the vesting of time-based restricted stock units granted on March 16, 2022. When those units vested, shares were delivered and a portion was returned to Henry Schein to cover the associated tax withholding obligation.