SEC FORM 4 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).
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)
12/14/2021
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 03/05/2021 G V 880 D (1) 623,969 I By Spouse(2)
Common Stock, par value $0.01 per share 05/18/2021 G V 690 D (1) 295,346 D
Common Stock, par value $0.01 per share 05/20/2021 G V 8,490 D (1) 286,856 D
Common Stock, par value $0.01 per share 05/21/2021 G V 4,659 D (1) 619,310 I By Spouse(3)
Common Stock, par value $0.01 per share 05/24/2021 G V 310 D (1) 619,000 I By Spouse(4)
Common Stock, par value $0.01 per share 05/25/2021 G V 372 D (1) 618,628 I By Spouse(5)
Common Stock, par value $0.01 per share 05/28/2021 G V 310 D (1) 286,546 D
Common Stock, par value $0.01 per share 06/15/2021 G V 975 D (1) 285,571 D
Common Stock, par value $0.01 per share 08/16/2021 G V 718 D (1) 284,853 D
Common Stock, par value $0.01 per share 09/13/2021 G V 400 D (1) 284,453 D
Common Stock, par value $0.01 per share 09/13/2021 G V 373 D (1) 618,255 I By Spouse(6)
Common Stock, par value $0.01 per share 11/09/2021 G V 373 D (1) 617,882 I By Spouse(7)
Common Stock, par value $0.01 per share 11/09/2021 G V 373 D (1) 284,080 D
Common Stock, par value $0.01 per share 11/26/2021 G V 384 D (1) 617,498 I By Spouse(8)
Common Stock, par value $0.01 per share 12/13/2021 G V 256 D (1) 617,242 I By Spouse(9)
Common Stock, par value $0.01 per share(10) 12/14/2021 S 26,799 D $75.353(11) 590,443 I By Spouse(12)
Common Stock, par value $0.01 per share(10) 12/14/2021 S 3,201 D $76.084(13) 587,242 I By Spouse(14)
Common Stock, par value $0.01 per share 9,366 I by 401(k) plan(15)
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) 283,895 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; (ii) 188 shares held by Mrs. Bergman and (iii) 339,886 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager.
3. Represents (i) 277,895 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; (ii) 1,529 shares held by Mrs. Bergman and (iii) 339,886 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager. The amounts in the previous sentence reflect the transfer by the Bergman Family Trust #2 of 6,000 shares of Common Stock to Mrs. Bergman on May 20, 2021 and the subsequent gifting of 4,659 of those shares by Mrs. Bergman on May 21, 2021.
4. Represents (i) 277,895 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; (ii) 1,219 shares held by Mrs. Bergman and (iii) 339,886 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager.
5. Represents (i) 277,895 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; (ii) 847 shares held by Mrs. Bergman and (iii) 339,886 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager.
6. Represents (i) 277,895 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; (ii) 474 shares held by Mrs. Bergman and (iii) 339,886 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager.
7. Represents (i) 277,895 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; (ii) 101 shares held by Mrs. Bergman and (iii) 339,886 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager.
8. Represents (i) 277,511 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; (ii) 101 shares held by Mrs. Bergman and (iii) 339,886 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager. The amounts in the previous sentence reflect the transfer by the Bergman Family Trust #2 of 384 shares of Common Stock to Mrs. Bergman on November 24, 2021 and the subsequent gifting of those 384 shares by Mrs. Bergman on November 26, 2021.
9. Represents (i) 277,255 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; (ii) 101 shares held by Mrs. Bergman and (iii) 339,886 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager. The amounts in the previous sentence reflect the transfer by the Bergman Family Trust #2 of 256 shares of Common Stock to Mrs. Bergman on December 13, 2021 and the subsequent gifting of those 256 shares by Mrs. Bergman on December 13, 2021.
10. The sales transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 sales plan of the Bergman Family 2010 Trust #2 dated November 9, 2021.
11. The price reflects a weighted average of sales made at prices ranging from $75.00 to $75.95 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) 250,456 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; (ii) 101 shares held by Mrs. Bergman and (iii) 339,886 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager.
13. The price reflects a weighted average of sales made at prices ranging from $76.00 to $76.16 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) 247,255 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; (ii) 101 shares held by Mrs. Bergman and (iii) 339,886 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager.
15. 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 December 14, 2021.
Remarks:
/s/ Jennifer Ferrero (as Attorney-in-Fact for Stanley M. Bergman) 12/15/2021
** 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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