Henry Schein (HSIC) executive surrenders shares, including tax-withholding

Rhea-AI Filing Summary

Henry Schein Inc. executive Thomas C. Popeck, CEO of Henry Schein Products, reported dispositions of company stock on February 27, 2026. He disposed of a total of 1,339 shares, leaving him with 34,918 shares of common stock held directly after the transactions.

The filing shows an issuer disposition of 1,202 shares at a price of $0.00 per share. It also records a separate tax-withholding disposition of 137 shares at $82.39 per share. According to the footnote, those 137 shares were surrendered to Henry Schein to satisfy Popeck’s tax withholding obligation upon vesting of his March 1, 2023 grant of performance-based restricted stock/units, which vested on the preceding business day because March 1, 2026 was a non-business day.

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^*

Popeck Thomas C

(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)
	CEO, Henry Schein Products

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		1,202	D	$0	35,055	D
Common Stock, par value $0.01 per share	02/27/2026		F		137(1)	D	$82.39	34,918	D

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 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.)

	/s/ Jennifer Ferrero (as attorney-in-fact for Thomas C. Popeck)	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Henry Schein (HSIC) executive Thomas C. Popeck report?

Thomas C. Popeck reported disposing of 1,339 Henry Schein shares on February 27, 2026. The transactions included an issuer disposition of 1,202 shares and a separate 137-share tax-withholding disposition related to vesting of performance-based restricted stock/units originally granted March 1, 2023.

How many Henry Schein (HSIC) shares does Thomas C. Popeck own after these transactions?

After the reported Form 4 transactions, Thomas C. Popeck directly holds 34,918 shares of Henry Schein common stock. This figure reflects both the 1,202-share issuer disposition and the 137-share tax-withholding surrender recorded on February 27, 2026, as disclosed in the filing.

Were Thomas C. Popeck’s Henry Schein (HSIC) transactions open-market sales?

The disclosed transactions were not open-market sales. One was a disposition to the issuer, and the other was a tax-withholding disposition where 137 shares were surrendered to Henry Schein to cover Popeck’s tax obligation upon vesting of performance-based restricted stock/units.

What does the tax-withholding disposition in the Henry Schein (HSIC) Form 4 mean?

The tax-withholding disposition reflects 137 shares surrendered to Henry Schein at $82.39 per share. According to the footnote, this satisfied Thomas C. Popeck’s tax withholding obligation when his March 1, 2023 performance-based restricted stock/units vested on the preceding business day in 2026.

What role does Thomas C. Popeck hold at Henry Schein (HSIC)?

Thomas C. Popeck is identified as an officer of Henry Schein with the title “CEO, Henry Schein Products.” This role is disclosed in the insider ownership section of the Form 4, which reports his direct holdings and the February 27, 2026 stock dispositions.