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)
03/13/2023
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 03/13/2023 G 5,773 D $0.00(1) 281,531(2) D
Common Stock, par value $0.01 per share 03/14/2023 G 14,080 D $0.00(1) 242,451(3) D
Common Stock, par value $0.01 per share 03/15/2023 G 3,861 D $0.00(1) 214,732(4) D
Common Stock, par value $0.01 per share 03/15/2023 J 13,800(5) D $0.00 498,184(6)(7) I By Spouse
Common Stock, par value $0.01 per share 9,500(8) I by 401(k) plan
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. The amount reflected in Column 5 includes the transfer of 25,000 shares from the Bergman Family Trust #2 to Stanley M. Bergman on March 13, 2023.
3. The amount reflected in Column 5 includes the transfer of 25,000 shares from Stanley M. Bergman to the Bergman Family Trust #2 on March 14, 2023.
4. The amount reflected in Column 5 reflects the transfer on March 15, 2023 of (i) 11,929 shares from Stanley M. Bergman to the Edward J. Bergman 2011 GST Trust, of which Mrs. Bergman, Stanley M. Bergman's wife, is a co-trustee and (ii) 11,929 shares from Stanley M. Bergman to the Paul I. Bergman 2011 GST Trust, of which Mrs. Bergman is a co-trustee.
5. The transfer of shares in this transaction represents the decanting of the shares by the Bergman Family 2010 Trust #2 to a related trust.
6. Represents (i) 144,736 shares held by the Bergman Family 2010 Trust #2, of which Mrs. Bergman, is a co-trustee and a beneficiary; (ii) 180 shares held by Mrs. Bergman; (iii) 329,410 shares held by the Bergman Family 2010 Trust #2, LLC, of which Mrs. Bergman is a manager; and (iv) 23,858 shares held by the SBMB GST Trusts Partners LLC, of which Mrs. Bergman is a manager.
7. The amount in Footnote 6 includes the transfer of 11,929 shares from Stanley M. Bergman to the Edward J. Bergman 2011 GST Trust and 11,929 shares from Stanley M. Bergman to the Paul I. Bergman 2011 GST Trust both on March 15, 2023, and the subsequent contribution of those 23,858 shares to the SBMB GST Trusts Partners LLC on March 15, 2023.
8. 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 March 13, 2023.
Remarks:
/s/ Jennifer Ferrero (as Attorney-in-Fact for Stanley M. Bergman) 03/15/2023
** 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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