Henry Schein Form 4 / STANLEY M BERGMAN ownership change

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

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)
12/12/2022

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01 per share	05/09/2022		G	V	716	D	$0.00⁽¹⁾	253,937	D
Common Stock, par value $0.01 per share	05/12/2022		G	V	605	D	$0.00⁽¹⁾	253,332	D
Common Stock, par value $0.01 per share	05/18/2022		G	V	1,860	D	$0.00⁽¹⁾	251,472	D
Common Stock, par value $0.01 per share	08/10/2022		G	V	329	D	$0.00⁽¹⁾	251,143	D
Common Stock, par value $0.01 per share	08/10/2022		G	V	846	D	$0.00⁽¹⁾	544,117	I	By Spouse⁽²⁾
Common Stock, par value $0.01 per share	09/09/2022		G	V	337	D	$0.00⁽¹⁾	250,806	D
Common Stock, par value $0.01 per share	11/10/2022		G	V	1,400	D	$0.00⁽¹⁾	542,717	I	By Spouse⁽³⁾
Common Stock, par value $0.01 per share	11/22/2022		G	V	375	D	$0.00⁽¹⁾	542,342	I	By Spouse⁽⁴⁾
Common Stock, par value $0.01 per share⁽⁵⁾	12/12/2022		S		8,921	D	$81.02⁽⁶⁾	533,421	I	By Spouse⁽⁷⁾
Common Stock, par value $0.01 per share⁽⁵⁾	12/12/2022		S		1,555	D	$81.62⁽⁸⁾	531,866	I	By Spouse⁽⁹⁾
Common Stock, par value $0.01 per share⁽⁵⁾	12/12/2022		S		35,900	D	$81.076⁽¹⁰⁾	495,966	I	By Spouse⁽¹¹⁾
Common Stock, par value $0.01 per share⁽⁵⁾	12/12/2022		S		7,840	D	$81.615⁽¹²⁾	488,126	I	By Spouse⁽¹³⁾
Common Stock, par value $0.01 per share								9,543	I	by 401(k) plan⁽¹⁴⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Gift, not applicable.

2. Represents (i) 202,276 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) 1,955 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 2,700 shares of Common Stock to Mrs. Bergman on August 10, 2022 and the subsequent gifting of 846 of those shares by Mrs. Bergman on August 10, 2022.

3. Represents (i) 202,276 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) 555 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.

4. Represents (i) 202,276 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) 180 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. 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 and the Bergman Family 2010 Trust #2, LLC which has an effective date of November 11, 2022.

6. The price reflects a weighted average of sales made at prices ranging from $80.39 to $81.36 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.

7. Represents (i) 202,276 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) 180 shares held by Mrs. Bergman and (iii) 330,965 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager.

8. The price reflects a weighted average of sales made at prices ranging from $81.46 to $81.74 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.

9. Represents (i) 202,276 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) 180 shares held by Mrs. Bergman and (iii) 329,410 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager.

10. The price reflects a weighted average of sales made at prices ranging from $80.39 to $81.37 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.

11. Represents (i) 166,376 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) 180 shares held by Mrs. Bergman and (iii) 329,410 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager.

12. The price reflects a weighted average of sales made at prices ranging from $81.38 to $81.78 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.

13. Represents (i) 158,536 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) 180 shares held by Mrs. Bergman and (iii) 329,410 shares held by the Bergman Family 2010 Trust #2, LLC of which Marion Bergman, Stanley M. Bergman's wife, is a manager.

14. 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 12, 2022.

Remarks:

	/s/ Jennifer Ferrero (as Attorney-in-Fact for Stanley M. Bergman)	12/13/2022
	** 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.

Henry Schein (HSIC) Form 4HENRY SCHEIN / STANLEY M BERGMAN ownership change