SEC Form 4 · accession 0001209191-19-017432
HENRY SCHEIN INC · HSIC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael S Ettinger
Officer — SVP Corp/Legal Ch of Staff Sec
Period of report
Mar 4, 2019
Accepted (ET)
Mar 6, 2019 · 5:09 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001000228
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per share | Mar 4, 2019 | D | 4,810 | $0.00 | D | 68,404 | D | |
| Common Stock, par value $0.01 per shareF1 | Mar 4, 2019 | F | 1,686 | $59.76 | D | 66,718 | D | |
| Common Stock, par value $0.01 per shareF2 | Mar 5, 2019 | A | 21,470 | $0.00 | A | 88,188 | D | |
| Common Stock, par value $0.01 per share | holding | — | — | — | 800 | I | As trustee of trusts for the benefit of his children. | |
| Common Stock, par value $0.01 per share | holding | — | — | — | 210 | I | by 401(k) plan |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents 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 4, 2016 grant of performance-based restricted stock/units.
- F2Grant of restricted stock units (RSU) pursuant to the Issuer's 2013 Stock Incentive Plan. Subject to certain exceptions, 65% will vest subject to (x) Issuer's achievement of a specified performance goal and (y) reporting person's continued perf. of services for the Issuer. 35% will vest subject to (x) passage of a specified period of time and (y) reporting person's continued perf. of services for the Issuer. With respect to the performance-based RSU, if the continued service requirement is satisfied and achievement of the performance goal (x) exceeds 100% of target, the Issuer may issue additional vested shares of common stock in an amount that corresponds to the incremental percentage of the performance goal achieved in excess of 100% of target or (y) is less than 100% of target, the reporting person will surrender to the Issuer shares of common stock in an amount that corresponds to the incremental percentage of the performance goal achieved that is below 100% of target (shortfall).