Henry Schein CEO Bergman reports 550-share gift; major direct and indirect holdings remain

Rhea-AI Filing Summary

Stanley M. Bergman, Chairman and CEO of Henry Schein, reported a gift transaction of Henry Schein common stock on 09/10/2025. The Form 4 shows 550 shares were disposed as a gift (transaction code G). After the reported transaction, Mr. Bergman beneficially owned 321,547 shares directly. He also reported 465,961 shares held indirectly by his spouse and 9,789 equivalent shares through the company 401(k) plan based on the plan's unitized stock fund value as of the same date. The filing was signed by an attorney-in-fact on behalf of Mr. Bergman on 09/11/2025. The Form's footnotes explain the composition of spouse-held trusts and how the 401(k) equivalent shares were calculated using the closing price on 09/10/2025.

Positive

• Substantial insider ownership: 321,547 shares directly and 465,961 shares indirectly, indicating strong alignment with shareholders
• Clear disclosure of indirect holdings and 401(k) unitized-share calculation enhances transparency

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: A small gift reduces direct holdings but Mr. Bergman retains substantial alignment with shareholders.

The Form 4 discloses a 550-share gift, a de minimis reduction relative to the large stake disclosed: 321,547 direct shares plus significant indirect holdings through spouse-controlled trusts and family entities. For governance and alignment purposes, the transaction appears routine and not indicative of a change in commitment by the CEO and chairman. The disclosure also clarifies indirect ownership via multiple family trusts, which is important for ownership attribution and control analysis.

Securities Analyst

TL;DR: Transaction is immaterial to ownership percentage; disclosure provides useful clarity on family and plan holdings.

The filing records a gift (code G) of 550 shares and reconfirms sizable holdings attributed to Mr. Bergman directly and indirectly. The note that 401(k) equivalent shares were calculated using the closing price on 09/10/2025 ensures the reported unitized-plan amount reflects market valuation at the transaction date. No derivative transactions or option exercises are reported. From a market-impact perspective, the small size of the disposition suggests negligible effect on float or signaling.

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

OMB APPROVAL

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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^*

BERGMAN STANLEY M

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/10/2025

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 shre	09/10/2025		G		550	D	$0(1)	321,547	D
Common Stock, par value $0.01 per share								465,961	I	By Spouse(2)
Common Stock, par value $0.01 per share								9,789	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. Gift, not applicable.

2. Represents (i) 112,672 shares held by the Bergman Family 2010 Trust #2, of which Mrs. Bergman, Stanley M. Bergman's wife, is a co-trustee and a beneficiary; (ii) 21 shares held by Mrs.Bergman; (iii) 329,410 shares held by the Bergman Family 2010 Trust #2, LLC, of which Mrs. Bergman is a manager; and (iv) 23,858 shares held by the SBMB GST Trusts Partners LLC, of which Mrs. Bergman is a manager.

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 September 10, 2025.

	/s/ Jennifer Ferrero (as attorney-in-fact for Stanley M. Bergman)	09/11/2025
	** 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 Stanley M. Bergman report on Form 4 for HSIC?

He reported a gift of 550 shares of Henry Schein common stock on 09/10/2025 (transaction code G).

How many Henry Schein shares does Mr. Bergman own after the transaction?

The Form 4 shows 321,547 shares directly and additional indirect holdings of 465,961 shares attributed to his spouse, plus 9,789 equivalent shares in the 401(k) plan.

What is the nature of the indirect ownership reported on this Form 4?

Indirect ownership includes shares held by family trusts and entities managed by Mrs. Bergman, detailed in the filing's explanatory footnote.

How was the 401(k) plan interest calculated on the Form 4?

The number of equivalent shares in the Henry Schein 401(k) unitized stock fund was calculated based on the closing price on 09/10/2025, per the filing.

Who signed the Form 4 filing for Mr. Bergman?

The Form 4 was signed by Jennifer Ferrero as attorney-in-fact for Stanley M. Bergman on 09/11/2025.