Henry Schein (NASDAQ: HSIC) CFO surrenders shares to cover tax withholding

Rhea-AI Filing Summary

Henry Schein Inc. Senior Vice President & Chief Financial Officer Ronald N. South reported a tax-related share disposition. On March 16, 2026, 5,216 shares of common stock were surrendered at $74.61 per share to the company to satisfy tax withholding obligations upon vesting of his March 16, 2022 time-based restricted stock units. Following this withholding transaction, he directly holds 88,930 shares of Henry Schein common stock.

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^*

South Ronald N.

(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)
	SVP & Chief Financial 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		5,216(1)	D	$74.61	88,930	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 16, 2022 grant of time-based restricted stock units.

	/s/ Jennifer Ferrero (as attorney-in-fact for Ronald N. South)	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 insider transaction did Henry Schein (HSIC) report for its CFO?

Henry Schein SVP & CFO Ronald N. South reported surrendering 5,216 common shares. The shares were delivered to the company to cover tax withholding linked to vesting of his March 16, 2022 time-based restricted stock units, rather than an open-market sale.

Was the Henry Schein (HSIC) CFO’s Form 4 transaction an open-market sale?

The transaction was not an open-market sale. It was coded as a tax-withholding disposition, where 5,216 shares were surrendered to Henry Schein to satisfy the CFO’s tax obligations arising from vesting of previously granted time-based restricted stock units.

How many Henry Schein (HSIC) shares did the CFO surrender for taxes?

Ronald N. South surrendered 5,216 shares of Henry Schein common stock. These shares, valued at $74.61 per share for reporting purposes, were delivered back to the issuer solely to cover tax withholding obligations tied to the vesting of restricted stock units.

What price per share was used in the Henry Schein (HSIC) CFO’s Form 4 entry?

The Form 4 lists a transaction price of $74.61 per share for the 5,216 surrendered shares. This price is used for reporting the value of shares delivered to Henry Schein to satisfy the CFO’s tax withholding obligations on vested restricted stock units.

How many Henry Schein (HSIC) shares does the CFO hold after this Form 4 transaction?

After the tax-withholding share surrender, the CFO directly holds 88,930 Henry Schein common shares. This figure reflects his remaining direct ownership following the disposition of 5,216 shares to the issuer for satisfaction of his tax obligations on vesting equity awards.

What triggered the Henry Schein (HSIC) CFO’s tax-withholding share surrender?

The surrender was triggered by the vesting of the CFO’s March 16, 2022 grant of time-based restricted stock units. To satisfy associated tax withholding obligations, 5,216 Henry Schein common shares were delivered back to the issuer instead of paying the taxes in cash.