Ettinger Michael S 4

4 · HENRY SCHEIN INC · Filed Mar 3, 2026

AI-generated summary of this filing

Updated Mar 3, 2026

Henry Schein (HSIC) COO Michael Ettinger Withholds Shares for Taxes

What Happened

Michael S. Ettinger, COO of Henry Schein (HSIC), had performance-based restricted stock/units vest effective Feb 27, 2026 (original vest date Mar 1, 2026 fell on a non-business day). To satisfy withholding, 914 shares were surrendered (code F) at $82.39 per share for a reported value of $75,304.
The filing also shows a disposition to the issuer of 9,047 shares (code D) reported at $0.00; these are reported as equivalent shares held in the Henry Schein 401(k) unitized stock fund. Based on the $82.39 closing price, those 9,047 equivalent shares would be roughly $745k in value (reported as plan/unit interest, not a cash sale).

Key Details

Transaction date: 2026-02-27 (vesting occurred the preceding business day because Mar 1 was non-business day)
Reported filings date: 2026-03-03 (filed timely)
Transactions reported: 914 shares surrendered for tax withholding (F) at $82.39 — $75,304; 9,047 shares disposition to issuer (D) reported at $0 (equivalent shares in 401(k) per footnote)
Shares owned after transaction: Not disclosed in the excerpt of the filing
Footnotes: F1 — surrender to satisfy tax withholding on vesting of Mar 1, 2023 grant; F2 — 9,047 figure reflects equivalent shares in the Plan’s unitized stock fund (calculated using the Feb 27 close)
Filing timeliness: No late filing indicated (filed within required reporting window)

Context

This was a routine tax-withholding/net-settlement event tied to RSU vesting, not an open-market sale. Such share surrenders are common when restricted stock/units vest and do not necessarily signal a change in insider sentiment.

Form 4

Period: 2026-02-27

EVP & Chief Operating Officer

Transactions

Disposition to Issuer
Common Stock, par value $0.01 per share
2026-02-27−9,047→ 92,575 total
Tax Payment
Common Stock, par value $0.01 per share
[F1]
2026-02-27$82.39/sh−914$75,304→ 91,661 total

Holdings

Footnotes (2)

[F1]Represents the surrender of shares to the Issuer to satisfy the reporting person's tax withholding obligation upon the vesting of the reporting person's March 1, 2023 grant of performance-based restricted stock/units. (Actual vesting date of March 1, 2026 was a non-business day so vesting occurred on the preceding business day.)
[F2]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 February 27, 2026.

Signature

/s/ Jennifer Ferrero (as attorney-in-fact for Michael S. Ettinger)|2026-03-03

1 file