HENRY SCHEIN INC 8-K

What Happened
Henry Schein, Inc. (HSIC) filed an 8-K on December 23, 2025 disclosing that, effective December 19, 2025, it amended four private placement/shelf financing agreements with institutional counterparties (PGIM/Prudential, NYL Investors/New York Life, MetLife, and Corebridge). The amendments extend the scheduled facility termination dates to December 19, 2028 and modify certain financial definitions and covenants. Copies of the four amendment agreements are attached to the filing as exhibits (with certain non‑material/confidential information redacted).

Key Details

• Amendments effective December 19, 2025 to four agreements: Third Amended and Restated Private Shelf Agreement (PGIM), Master Note Facility (NYL Investors/New York Life), Master Note Purchase Agreement (MetLife), and Multicurrency Private Shelf Agreement (Corebridge).
• New scheduled facility termination date for the amended agreements: December 19, 2028.
• Amendments modify certain financial definitions and covenants (specific language and redactions are included in the attached exhibits).
• The filing includes Item 2.03 (Creation of a Direct Financial Obligation); the required information is included in the 8-K.

Why It Matters
These amendments preserve Henry Schein’s access to private placement financing through late 2028 and adjust covenant and definition language that can affect borrowing terms and compliance metrics. For investors, this impacts the company’s near‑term liquidity and financing flexibility—important for capital allocation, potential debt issuance, or refinancing plans. Investors should review the full amendment exhibits (and any redacted portions as noted) to understand the exact covenant changes and any potential effects on the company’s credit profile.