Henry Schein (HSIC) CFO disposes shares, covers tax on vested stock

Rhea-AI Filing Summary

Henry Schein SVP & Chief Financial Officer Ronald N. South reported two stock dispositions on February 27, 2026. He disposed of 6,815 shares of common stock in a transaction coded as a disposition to the issuer and separately disposed of 709 shares at $82.39 per share to satisfy tax withholding obligations tied to the vesting of a March 1, 2023 performance-based restricted stock/unit grant. Following these transactions, he directly holds 73,850 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)
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		6,815	D	$0	74,559	D
Common Stock, par value $0.01 per share	02/27/2026		F		709(1)	D	$82.39	73,850	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 Ronald N. South)	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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transactions did Henry Schein (HSIC) report for CFO Ronald N. South?

Henry Schein reported that CFO Ronald N. South disposed of 6,815 common shares to the issuer and 709 additional shares at $82.39 per share on February 27, 2026, mainly related to tax withholding tied to a prior performance-based restricted stock/unit grant.

How many Henry Schein (HSIC) shares does CFO Ronald N. South own after the Form 4 transactions?

After the reported February 27, 2026 transactions, CFO Ronald N. South directly owns 73,850 shares of Henry Schein common stock. This figure reflects both the disposition to the issuer and the tax-withholding share surrender disclosed in the Form 4 filing.

Why did Henry Schein (HSIC) CFO Ronald N. South dispose of 709 shares at $82.39?

The 709-share disposition at $82.39 per share was used to satisfy Ronald N. South’s tax withholding obligation. This obligation arose upon vesting of his March 1, 2023 grant of performance-based restricted stock/units, which effectively vested on February 27, 2026.

What does the disposition to issuer mean in Henry Schein (HSIC) CFO’s Form 4?

The Form 4 shows a 6,815-share transaction coded as a disposition to the issuer. This indicates shares of Henry Schein common stock were transferred back to the company, distinct from the separate 709-share tax-withholding disposition reported for Ronald N. South.

What role does Ronald N. South hold at Henry Schein (HSIC) according to the Form 4?

Ronald N. South is identified as Senior Vice President and Chief Financial Officer of Henry Schein. The Form 4 attributes the reported common stock dispositions and the remaining 73,850 directly held shares to him in this executive capacity.

What vesting detail is provided in Henry Schein (HSIC) CFO’s Form 4 footnote?

The footnote explains that shares were surrendered to Henry Schein to satisfy tax withholding upon vesting of a March 1, 2023 performance-based restricted stock/unit grant. Because March 1, 2026 was a non-business day, vesting occurred on the preceding business day.