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). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
HENRY SCHEIN INC [ HSIC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/06/2018 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 04/12/2018 | G | V | 820 | D | $0.00(1) | 240,096 | D | ||
Common Stock, par value $0.01 per share | 08/10/2018 | G | V | 1,321 | D | $0.00(1) | 238,775 | D | ||
Common Stock, par value $0.01 per share | 08/17/2018 | G | V | 25,685 | D | $0.00(1) | 948,033 | I | By Spouse(2) | |
Common Stock, par value $0.01 per share | 09/04/2018 | G | V | 1,287 | D | $0.00(1) | 237,488 | D | ||
Common Stock, par value $0.01 per share | 09/19/2018 | G | V | 645 | D | $0.00(1) | 236,843 | D | ||
Common Stock, par value $0.01 per share | 11/09/2018 | G | V | 11,937 | D | $0.00(1) | 224,906 | D | ||
Common Stock, par value $0.01 per share | 11/12/2018 | G | V | 1,330 | D | $0.00(1) | 946,703 | I | By Spouse(3) | |
Common Stock, par value $0.01 per share | 11/13/2018 | G | V | 21,023 | D | $0.00(1) | 203,883 | D | ||
Common Stock, par value $0.01 per share | 11/23/2018 | G | V | 338 | D | $0.00(1) | 203,545 | D | ||
Common Stock, par value $0.01 per share | 11/27/2018 | G | V | 302 | D | $0.00(1) | 203,243 | D | ||
Common Stock, par value $0.01 per share | 12/06/2018 | S | 4,412(4) | D | $85.45(5) | 942,291 | I | By Spouse(6) | ||
Common Stock, par value $0.01 per share | 12/06/2018 | S | 12,835(4) | D | $86.33(7) | 929,456 | I | By Spouse(8) | ||
Common Stock, par value $0.01 per share | 12/06/2018 | S | 8,185(4) | D | $87.15(9) | 921,271 | I | By Spouse(10) | ||
Common Stock, par value $0.01 per share | 12/06/2018 | S | 7,768(4) | D | $88.24(11) | 913,503 | I | By Spouse(12) | ||
Common Stock, par value $0.01 per share | 12/06/2018 | S | 1,300(4) | D | $89.07(13) | 912,203 | I | By Spouse(14) | ||
Common Stock, par value $0.01 per share | 12/07/2018 | S | 21,168(4) | D | $85.22(15) | 891,035 | I | By Spouse(16) | ||
Common Stock, par value $0.01 per share | 12/07/2018 | S | 8,390(4) | D | $86.09(17) | 882,645 | I | By Spouse(18) | ||
Common Stock, par value $0.01 per share | 12/07/2018 | S | 4,942(4) | D | $87.04(19) | 877,703 | I | By Spouse(20) | ||
Common Stock, par value $0.01 per share | 9,039 | I | by 401(k) plan |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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) 947,999 shares held by the Bergman Family 2010 Trust 2, of which Marion Bergman, Stanley M. Bergman's wife, is a co-trustee and a beneficiary and (ii) 34 shares held by Mrs. Bergman. |
3. Represents (i) 946,669 shares held by the Bergman Family 2010 Trust 2, of which Marion Bergman, Stanley M. Bergman's wife, is a co-trustee and a beneficiary and (ii) 34 shares held by Mrs. Bergman. 1 |
4. The sale of shares held by the Bergman Family 2010 Trust 2 is being reported because Marion Bergman, Stanley M. Bergman's wife, is a co-trustee and a beneficiary of the trust. A third party is the other co-trustee. The sale was made as part of the trust's diversification plan. |
5. The price reflects a weighted average of sales made at prices ranging from $84.75 to $85.73 per share. The Reporting Person, upon request by the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, will provide full information regarding the number of shares sold at each separate price for this transaction. |
6. Represents (i) 942,257 shares held by the Bergman Family 2010 Trust 2, of which Marion Bergman, Stanley M. Bergman's wife, is a co-trustee and a beneficiary and (ii) 34 shares held by Mrs. Bergman. |
7. The price reflects a weighted average of sales made at prices ranging from $85.76 to $86.74 per share. The Reporting Person, upon request by the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, will provide full information regarding the number of shares sold at each separate price for this transaction. |
8. Represents (i) 929,422 shares held by the Bergman Family 2010 Trust 2, of which Marion Bergman, Stanley M. Bergman's wife, is a co-trustee and a beneficiary and (ii) 34 shares held by Mrs. Bergman. |
9. The price reflects a weighted average of sales made at prices ranging from $86.75 to $87.72 per share. The Reporting Person, upon request by the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, will provide full information regarding the number of shares sold at each separate price for this transaction. |
10. Represents (i) 921,237 shares held by the Bergman Family 2010 Trust 2, of which Marion Bergman, Stanley M. Bergman's wife, is a co-trustee and a beneficiary and (ii) 34 shares held by Mrs. Bergman. |
11. The price reflects a weighted average of sales made at prices ranging from $87.74 to $88.72 per share. The Reporting Person, upon request by the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, will provide full information regarding the number of shares sold at each separate price for this transaction. |
12. Represents (i) 913,469 shares held by the Bergman Family 2010 Trust 2, of which Marion Bergman, Stanley M. Bergman's wife, is a co-trustee and a beneficiary and (ii) 34 shares held by Mrs. Bergman. |
13. The price reflects a weighted average of sales made at prices ranging from $88.73 to $89.33 per share. The Reporting Person, upon request by the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, will provide full information regarding the number of shares sold at each separate price for this transaction. |
14. Represents (i) 912,169 shares held by the Bergman Family 2010 Trust 2, of which Marion Bergman, Stanley M. Bergman's wife, is a co-trustee and a beneficiary and (ii) 34 shares held by Mrs. Bergman. |
15. The price reflects a weighted average of sales made at prices ranging from $84.68 to $85.65 per share. The Reporting Person, upon request by the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, will provide full information regarding the number of shares sold at each separate price for this transaction. |
16. Represents (i) 891,001 shares held by the Bergman Family 2010 Trust 2, of which Marion Bergman, Stanley M. Bergman's wife, is a co-trustee and a beneficiary and (ii) 34 shares held by Mrs. Bergman. |
17. The price reflects a weighted average of sales made at prices ranging from $85.67 to $86.63 per share. The Reporting Person, upon request by the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, will provide full information regarding the number of shares sold at each separate price for this transaction. |
18. Represents (i) 882,611 shares held by the Bergman Family 2010 Trust 2, of which Marion Bergman, Stanley M. Bergman's wife, is a co-trustee and a beneficiary and (ii) 34 shares held by Mrs. Bergman. |
19. The price reflects a weighted average of sales made at prices ranging from $86.67 to $87.49 per share. The Reporting Person, upon request by the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, will provide full information regarding the number of shares sold at each separate price for this transaction. |
20. Represents (i) 877,669 shares held by the Bergman Family 2010 Trust 2, of which Marion Bergman, Stanley M. Bergman's wife, is a co-trustee and a beneficiary and (ii) 34 shares held by Mrs. Bergman. |
Remarks: |
/s/ Jennifer Ferrero (as Attorney-in-Fact for Stanley M. Bergman) | 12/07/2018 | |
** 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. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |