MLOTEK MARK E 4

What Happened
Mark E. Mlotek, EVP & Chief Strategic Officer of Henry Schein (HSIC), had 10,505 shares surrendered to the issuer to satisfy tax withholding tied to a performance-based award vesting. The filing shows two dispositions on Feb 27, 2026: 9,440 shares disposed to the issuer (reported at $0) and 1,065 shares disposed valued at $82.39 each (total $87,745). These were not open-market sales but share surrenders to cover taxes on vesting.

Key Details

• Transaction date: February 27, 2026 (vesting occurred on the preceding business day since March 1, 2026 was a non-business day).
• Reported on Form 4 filed March 3, 2026 — filing is timely (within the 2-business-day window).
• Specifics: 9,440 shares (Disposition to issuer, D) and 1,065 shares (tax-withholding, F) at $82.39 per share = $87,745. Total surrendered = 10,505 shares.
• Shares owned after transaction: not stated in the provided excerpt of the filing.
• Relevant footnotes: F2 confirms the surrender was to satisfy tax withholding on a March 1, 2023 performance-based restricted stock/units grant (vesting effectively Feb 27, 2026). F1 notes some shares are held jointly with spouse. F3 notes equivalent shares held in the company 401(k) unitized stock fund are reported based on the Feb 27, 2026 closing price.

Context

• This was a routine tax-withholding transaction (surrender/cashless settlement) tied to vesting of performance awards, not an open-market sale that signals a voluntary cash-out.
• For retail investors, tax withholdings and share surrenders on vesting are common and generally not a directional insider trade signal.