HENRY SCHEIN INC — Director's Dealing 2013

Mar 12, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HENRY SCHEIN INC (HSIC)
CIK: 0001000228
Period of Report: 2013-03-08

Reporting Person: BERGMAN STANLEY M (Director, Chairman, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-07	Common Stock, par value $0.01 per share	G	5500	$0.00	Disposed	631816	Indirect
2013-03-08	Common Stock, par value $0.01 per share	A	9680	$0.00	Acquired	190583	Direct
2013-03-08	Common Stock, par value $0.01 per share	F	13827	$90.32	Disposed	176756	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01 per share	10000	Indirect
Common Stock, par value $0.01 per share	4412	Indirect

Footnotes

F1: Gift, not applicable.

F2: Represents (i) 630,462 shares held by the Bergman Family 2010 Trust 2, of which Marion Bergman, Stanley M. Bergman's wife, is a co-trustee and a beneficiary and (ii) 1,354 shares held by Mrs. Bergman. The number of shares reported in the prior sentence also reflects a distribution of 5,500 shares made by the Bergman Family 2010 Trust 2 to Ms. Bergman on March 7, 2013.

F3: Represents additional shares of the issuer's common stock issued under the Henry Schein, Inc. 1994 Stock Incentive Plan that vested on March 8, 2013 in connection with exceeding the performance target with respect to the reporting person's March 10, 2010 grant of performance-based restricted stock. (Actual vesting date of March 10, 2013 was a non-business day so vesting occurred on the preceding business day.)

F4: 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 10, 2010 grant of performance-based restricted stock, which vested on March 8, 2013. (Actual vesting date was a non-business day so vesting occurred on the preceding business day.)

F5: Represents 10,000 shares held by the Edward J. Bergman 2010 Trust for the benefit of one of Mr. Bergman's children and of which Mr. Bergman is the sole trsutee.