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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* Ludlow Timothy (Last) (First) (Middle) 7 CUSTOM HOUSE STREET (Street) PORTLAND ME 04101 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol COVETRUS, INC. [ CVET ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) See Remarks
	3. Date of Earliest Transaction (Month/Day/Year) 07/01/2020
	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	07/01/2020		D		2,165(1)	D	$43.05(2)	52,317	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
Employee Stock Option (right to buy)	$5.67	07/01/2020		D			826(1)	(3)	06/09/2027	Common Stock	826	(4)	57,617	D
Employee Stock Option (right to buy)	$5.67	07/01/2020		D			191(1)	(5)	06/09/2027	Common Stock	191	(4)	1,819	D
Employee Stock Option (right to buy)	$0.37	07/01/2020		D			1,040(1)	(6)	04/15/2025	Common Stock	1,040	(4)	72,604	D

Explanation of Responses:

1. On February 7, 2019 (the "Closing Date"), in connection with the Agreement and Plan of Merger (the "Merger Agreement") by and among Henry Schein, Inc., HS Spinco, Inc., HS Merger Sub, Inc., Direct Vet Marketing, Inc., and Shareholder Representative Services, LLC, an aggregate total of 1,956,817 shares of common stock of Covetrus, Inc. and 154,354 options to acquire common stock of Covetrus were placed in escrow to satisfy certain potential purchase price adjustments under the Merger Agreement. In conjunction with the final settlement and release of the escrow, an aggregate total of 756,387 of such shares and options were cancelled, pro rata, including 2,165 shares of common stock and 2,057 options to acquire common stock held by the Reporting Person.

2. Price represents the closing price of the Company's common stock on the Closing Date.

3. The stock options were granted on June 9, 2017. The stock options vested and became exercisable as to 25% of the total shares on June 9, 2018 and thereafter, vest and become exercisable in 36 successive, equal monthly installments.

4. Not applicable.

5. The stock options were granted on June 9, 2017. As of July 1, 2020, the stock options are vested and exercisable as to 1,419 shares and thereafter shall vest and become exercisable as to 314 shares on December 9, 2020. The remaining 86 shares vest and become exercisable in successive, equal monthly installments until fully vested on June 9, 2021.

6. The stock options were granted on April 15, 2015. The stock options vested and became exercisable as to 25% of the total shares on April 15, 2016 and thereafter, vest and become exercisable in 36 successive, equal monthly installments.

Remarks:

Executive Vice President and Chief Transformation Officer

	/s/ Erin Powers Brennan, as attorney-in-fact for Timothy Ludlow	07/06/2020
	** 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.