HENRY SCHEIN INC — Director's Dealing 2012

Dec 6, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HENRY SCHEIN INC (HSIC)
CIK: 0001000228
Period of Report: 2012-12-05

Reporting Person: MATTHEWS NORMAN S (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-05	Common Stock, par value $0.01 per share	M	15000	$39.43	Acquired	44547	Direct
2012-12-05	Common Stock, par value $0.01 per share	S	15000	$79.94	Disposed	29547	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-05	Stock Option (Right to Buy)	$39.43	M	15000	Disposed	2015-03-09	Common Stock, par value $0.01 per share (15000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01 per share	9400	Indirect

Footnotes

F1: The price reflects a weighted average of sales made at prices ranging from $79.66 to $80.35 per share. The Reporting Person, upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, will provide full information regarding the number of shares sold at each separate price for this transaction.

F2: Represents shares held by Norman S. Matthews' wife, Peter Banks and Harold Tanner as trustees of a trust for the benefit of Mr. Matthews' wife.

F3: Acquired pursuant to the Issuer's 1996 Non-Employee Director Stock Incentive Plan, as amended.

F4: The option vests in four equal installments on each of March 9, 2006, March 9, 2007 and March 9, 2008 and March 9, 2009.