BERGMAN STANLEY M 4

What Happened Stanley M. Bergman, Chairman (recently retired as CEO effective March 1, 2026), disposed of a total of 99,692 Henry Schein shares in late Feb–early Mar 2026. On March 2 he sold 23,858 shares and 19,954 shares on the open market at a weighted average price of $81.31 per share (total ≈ $3,562,354). On February 27 he surrendered 48,531 shares to the issuer (no cash proceeds) and surrendered 7,349 shares valued at $82.39 each to satisfy tax withholding ($605,484). Total disclosed value from the reported dispositions is approximately $4.17M (excluding the shares surrendered at $0).

Key Details

• Transaction dates: Feb 27, 2026 (share surrender/tax withholding) and Mar 2, 2026 (open-market sales). Form 4 filed Mar 3, 2026 (within the two-business-day reporting requirement).
• Prices and proceeds: Open-market sales at ~$81.31 (range $81.28–$81.38) for ~$3.56M; 7,349 shares at $82.39 for ~$605.5K; 48,531 surrendered to issuer at $0.
• Shares disposed: 23,858 + 19,954 (open market) and 48,531 + 7,349 (surrenders/tax) = 99,692 shares total.
• Reported beneficial ownership after the transactions: filing shows related beneficial holdings of 403,757 shares (per one footnote) and 383,803 shares (per another footnote) for the reporting person/entities referenced in the filing.
• Notable footnotes: F1 = surrender of shares to satisfy tax withholding upon vesting of a performance-based award; F2 = weighted-average sale price range and availability of per-price breakdown on request; F3/F4 = details on trust holdings; F5 = reference to equivalent shares in the company 401(k) unitized stock fund.

Context

• The February 27 share surrenders relate to vesting and tax-withholding (a common, non-market-signaling administrative action). The March 2 transactions were open-market sales.
• Bergman retired as CEO effective March 1, 2026, but remains Chairman of the Board (noted in the filing).
• These are dispositions (sales/surrenders), which are often routine (tax withholding, estate/trust management, or liquidity), and do not by themselves indicate the insider’s view of long-term company performance.