Form 4: Henry Schein CEO Gifts Shares Under 10b5-1 Plan
Insider Transaction Report
Henry Schein's Chairman and CEO, Stanley M. Bergman, gifted 550 shares of common stock on September 10, 2025, under a pre-arranged trading plan.
Summary
- Stanley M. Bergman, Chairman and CEO of Henry Schein, Inc. (HSIC), reported a disposition of 550 shares of common stock.
- The transaction, classified as a gift with a price of $0, occurred on September 10, 2025.
- This disposition was executed pursuant to a Rule 10b5-1(c) contract, instruction, or written plan.
- Following the transaction, Mr. Bergman directly beneficially owns 321,547 shares of common stock.
- Indirect beneficial ownership includes 465,961 shares held by his spouse through various trusts and LLCs, and 9,789 shares through the Henry Schein, Inc. 401(k) Savings Plan.
Sentiment
Score: 5
Explanation: Neutral. A routine insider gift under a pre-arranged plan, not indicative of significant positive or negative sentiment regarding the company's prospects.
Positives
- The transaction was executed under a Rule 10b5-1 plan, indicating a pre-scheduled, non-discretionary transaction that enhances transparency and reduces potential for insider trading concerns.
Negatives
- A disposition of shares by a key executive, even if a gift, results in a minor reduction of their direct equity stake in the company.
Future Outlook
NA
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Insider Trading Policy | Transaction executed under a Rule 10b5-1(c) plan, which allows insiders to set up a pre-arranged plan to buy or sell company stock to avoid accusations of insider trading. | 09/10/2025 | Enhances transparency and reduces potential for insider trading concerns by demonstrating a pre-scheduled, non-discretionary transaction. |
Stakeholder Impact
- Shareholders: The transaction represents a minor reduction in the CEO's direct ownership, but overall beneficial ownership remains substantial. The use of a 10b5-1 plan signals a structured and compliant approach to executive share management.
Key Dates
| Date | Description |
|---|---|
| 09/10/2025 | Date of common stock gift by Stanley M. Bergman. |
| 09/11/2025 | Date the Form 4 was signed and filed. |
Recommendation
holdThis Form 4 reports a routine, pre-scheduled gift of a small number of shares by the CEO under a 10b5-1 plan. It does not provide new information that would significantly alter the investment thesis for Henry Schein, Inc. The transaction is neutral in its implications for the company's fundamentals or future performance, thus a 'hold' recommendation is appropriate.
Keywords
Henry Schein, HSIC, Stanley M. Bergman, Form 4, Insider Transaction, Share Gift, CEO, Beneficial Ownership, 10b5-1 Plan
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