Henry Schein Inc.
06/18/2026 | Press release | Distributed by Public on 06/18/2026 07:09
Annual Report of Employee Stock Purchase/Savings Plan (Form 11-K)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
11-K
(Mark One)
XANNUAL REPORT PURSUANT TO SECTION15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended
December 31, 2025
OR
__TRANSITION REPORT PURSUANT TOSECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to ____________
Commission File Number:0-27078
A.Full title of the plan and the address of the plan, if different from that of theissuer named below:
Henry Schein, Inc.
401(k) Savings Plan
B.Name of issuer of the securities held pursuant to the plan and the address ofits principal executive office:
Henry Schein, Inc.
135 Duryea Road
Melville, New York11747
2
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
TABLE OF CONTENTS
Page
Number
Report of Independent Registered Public Accounting Firm
3
Financial Statements:
Statements of Net Assets Available for Benefits as of December 31, 2025 and December 31, 2024
4
Statements of Changes in Net Assets Available for Benefits for the years ended December 31, 2025 and
December 31, 2024
5
Notes to Financial Statements
6
Supplemental schedule for the year ended December 31, 2025:
Form 5500, Schedule H, Part IV, Line 4i - Schedule of Assets (Held at End of Year) as of December 31, 2025
15
Signature
16
Exhibits:
Consent of Independent Registered Public Accounting Firm
Exhibit 23.1
All other schedules required by Section 2520.103-10 of the U.S. Departmentof Labor's Rules and Regulations
for Reporting and Disclosure under the Employee Retirement Income SecurityAct of 1974 have been omitted
because they are not applicable.
3
Report of Independent Registered Public Accounting Firm
Plan Administrator and Participants
Henry Schein, Inc. 401(k) Savings Plan
Melville, New York
Opinion on the Financial Statements
Wehave auditedthe accompanyingstatements ofnet assetsavailable forbenefits ofthe HenrySchein, Inc.401(k) SavingsPlan (the
"Plan") as of December 31,2025 and 2024, therelated statementsof changes in netassets available for benefitsfor the years thenended,
and therelated notes(collectively,the "financialstatements").In ouropinion, thefinancial statementspresent fairly,in allmaterial
respects, the net assets availablefor benefits of the Planas of December 31, 2025and 2024, and the changesin net assets available for
benefits for theyears then ended, in conformity with accounting principles generally accepted in theUnited States of America.
Basis for Opinion
These financialstatements are theresponsibility ofthe Plan'smanagement.Our responsibility isto express anopinion on thePlan's
financial statementsbased onour audits.Weare apublic accountingfirm registeredwith thePublic CompanyAccounting Oversight
Board(UnitedStates)(PCAOB)andarerequiredtobeindependentwithrespecttothePlaninaccordancewiththeU.S.federal
securities laws and the applicable rules and regulations of the Securities andExchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standardsrequire that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to erroror fraud. The
Plan isnot requiredto have,nor werewe engagedto perform,an auditof itsinternal controlover financialreporting. Aspart ofour
audits weare requiredto obtainan understandingof internalcontrol overfinancial reportingbut notfor the purposeof expressingan
opinion on the effectiveness of the Plan'sinternal control over financial reporting. Accordingly,we express no such opinion.
Our audits included performingprocedures to assessthe risk of materialmisstatement of the financialstatements, whether due toerror or
fraud, and performingprocedures that respondto those risks. Suchprocedures included examining,on a test basis, evidenceregarding
theamountsanddisclosuresinthefinancialstatements.Ourauditsalsoincludedevaluatingtheaccountingprinciplesusedand
significantestimates madeby thePlan'smanagement,as wellas evaluatingthe overallpresentationof thefinancial statements.We
believe that our audits provide a reasonable basis for our opinion.
Supplemental Information
The supplemental information inthe accompanying ERISA-required Supplemental ScheduleH, line 4i- Scheduleof Assets (Held atEnd
of Year) as of December 31, 2025 has been subjected to audit procedures performed in conjunction with theaudit of the Plan's financial
statements.The supplemental information is presented for the purpose of additional analysis and is nota required part of the financial
statementsbutincludedsupplementalinformationrequiredbytheDepartmentofLabor'sRulesandRegulationsforReportingand
Disclosureunderthe EmployeeRetirementIncomeSecurityActof 1974.The supplementalinformationis theresponsibilityofthe
Plan'smanagement.Ourauditproceduresincludeddeterminingwhetherthesupplementalinformationreconcilestothefinancial
statementsortheunderlyingaccountingandotherrecords,asapplicable,andperformingprocedurestotestthecompletenessand
accuracy ofthe informationpresented inthe supplementalinformation. Informing ouropinion onthe supplementalinformation,we
evaluatedwhetherthesupplementalinformation,includingits formandcontent,is presentedinconformitywith theDepartmentof
Labor'sRulesandRegulationsforReportingandDisclosureundertheEmployeeRetirementIncomeSecurityActof1974.Inour
opinion, the supplemental information is fairly stated, in all material respects, inrelation to the financial statements as a whole.
/s/ BDO USA, P.C.
We have servedas the Plan's auditor since 1984.
New York,New York
June 18, 2026
4
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
STATEMENTSOF NET ASSETS AVAILABLEFOR BENEFITS
December 31,
December 31,
2025
2024
Assets
Investments, at fair value (Note 4):
Money market account
$
65,747
$
71,270
Mutual funds
285,506,316
870,828,651
Common collective trust funds
1,334,523,181
595,273,658
Common stock
37,045,008
37,410,973
Totalinvestments
1,657,140,252
1,503,584,552
Receivables:
Notes receivable from participants
20,560,905
19,901,072
Employer's contribution (Note 1(b))
21,575,237
31,804,274
Other
231
4,761
Totalreceivables
42,136,373
51,710,107
TotalAssets
1,699,276,625
1,555,294,659
Liabilities
Benefits payable
30,786
7,204
Net assets available for benefits
$
1,699,245,839
$
1,555,287,455
See accompanying Notes to Financial Statements
5
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
STATEMENTSOF CHANGES IN NET ASSETS AVAILABLEFOR BENEFITS
YearEnded
December 31,
December 31,
2025
2024
Additions:
Investment income:
Interest and dividends
$
33,594,479
$
38,237,772
Net appreciation (depreciation) in fair value of investments:
Common collective trust funds and mutual funds
202,944,414
147,452,371
Common stock
3,246,349
(3,813,353)
Totalinvestment income, net
239,785,242
181,876,790
Participants' contributions
70,742,200
68,400,344
Employer's contribution (Note 1(b))
21,575,237
31,804,274
Interest income - notes receivable from participants
1,853,226
1,653,387
Totaladditions
333,955,905
283,734,795
Deductions:
Benefits paid to participants
193,904,916
163,183,377
Administrative expenses
1,326,201
1,349,164
Totaldeductions
195,231,117
164,532,541
Net increase before transfer in froma related plan
138,724,788
119,202,254
Transfer in froma related plan (Note 1(a))
5,233,596
7,298,737
Net increase in plan assets
143,958,384
126,500,991
Net assets available for benefits, beginning of year
1,555,287,455
1,428,786,464
Net assets available for benefits, end of year
$
1,699,245,839
$
1,555,287,455
See accompanying Notes to Financial Statements
6
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
NOTES TO FINANCIAL STATEMENTS
Note 1 - Description of Plan
The following description of the Henry Schein, Inc. 401(k) Savings Plan (the"Plan") provides only general information.Participants
should refer to the Plan document or Summary Plan Description for a more complete descriptionof the Plan's provisions.
(a) Nature of Operations
The Plan is a contributory defined contribution 401(k) plan originally effectiveJanuary 1, 1970.The Plan was amended effective
December 26, 1993, to include anInternal Revenue Code Section 401(k) feature.The Plan is subject tothe provisions of the Employee
Retirement Income Security Act of 1974 ("ERISA").The third-party administrator is Fidelity Investments Institutional Operations
Company, Inc., (the"Administrator").The Plan trustee is Fidelity Management Trust Company(the "Trustee").Eligible employees
are those employed by Henry Schein, Inc. (the "Plan Sponsor" or the "Company") and certain of the Company's affiliates (collectively,
the "Employer").
All employees (other than temporary employees) are eligible to makesalary reduction contributions to the Plan upon hire and become
eligible to be credited with Profit Sharing Contributions and the Employer Match (eachas described below) upon completion of a
one
year
period of service.Temporary employees are eligibleto make salary reduction contributions to the Plan and to be credited with
Profit Sharing Contributions and the Employer Match on the first July 1or January 1 following the completion of a
twelve
consecutive
month period during which the temporary employee is credited with at least
one thousand hours
of service or the completion of
three
consecutive plan years starting on or after January 1, 2021 in each of whichthe temporary employee is credited with at least
five hundred hours
of service.If an individual is initially classified as a temporary employee and then is reclassified as a regular
participant, the participant is immediately eligible to make salary reduction contributionsto the Plan, and is eligible to be credited with
Profit Sharing Contributions and the Employer Match upon the earlier of a completion of a
one year
period of service or when he or she
would have been eligible to be credited with Profit Sharing Contributionsand the Employer Match if he or she would have remained a
temporary employee.
Effective for plan years beginningafter December 31, 2023,the Plan was amendedto incorporate certain provisionsof the Setting Every
Community Up for Retirement Enhancement Act of 2022 ("SECURE 2.0"),including provisions relating to required minimum
distributions and additional distribution options forparticipants, such as personalemergency expense distributions and qualified disaster
expense distributions.
In connection with an operational restructuring of certain subsidiaries of Henry Schein,Inc., the account balances of certain participants
in the Ace Surgical Supply Co., Inc. 401(k) Plan were transferredinto the Plan effective August 12, 2024, and the account balancesof
certain participants in the SAS, Inc. 401(k) Plan were transferred into the Plan effectiveSeptember 3, 2024.The remaining assets and
liabilities of the SAS, Inc. 401(k) Plan were transferred into the Plan effectiveMay 19, 2025.Effective April 28, 2025, the Henry
Schein Medical Systems, Inc. 401(k) Plan was merged intothe Plan and the assets and liabilities associated with the accounts of
participants in that plan were transferred into the Plan.
On December 18, 2024, the Plan was amended to (i) change the calculation of matchingcontributions from a quarterly to an annual
basis, effective January 1, 2025; and (ii) require that a participant be employed on the last Friday of the Plan Year,or have retired, died,
or become disabled during the year, in orderto be eligible for a matching contribution for that Plan Year.
(b) Contributions
The Plan provides for a discretionary Employer contribution (the "ProfitSharing Contribution") of a percentage of a participant'sbase
compensation, as defined under the Plan.There were
no
discretionary Profit Sharing Contributions for the years ended December 31,
2025 and 2024.
7
Plan participants may voluntarily makequalified retirement contributions to thePlan which are deductible bythe participants for federal
income tax purposes under Section401(k) of the Internal Revenue Code("IRC") or may bemade after-tax in the form ofa Roth elective
deferral 401(k) contribution (collectively,401(k) Contributions).The Plan allows employees to elect to contribute, through payroll
deductions, stated percentages from
1
% to
50
% of their compensation, as defined under the Plan, not to exceed $23,500 for 2025 and
$
23,000
for 2024, in accordance with the deferral limitations for such years under the IRC.For Plan years beginning on and after
January 1, 2021, the Employer Match is apercentage of participant 401(k) Contributions set by the Company in its discretion.Starting
with the 2021 Plan Year,this percentage was set at
100
% of participant 401(k) Contributions up to the lesser of
7
% or the participant's
deferral percentage, multiplied by the participant'sbase compensation, as defined under the Plan.Effective January 1, 2025, the
Employer Match was set at
100
% of participant 401(k) Contributions up to the lesser of
5
% or the participant's deferral percentage,
multiplied by the participant's basecompensation, as defined under the Plan.For the 2025 and 2024 Plan years, the Employer Match
was allocated
100
% to the participant's investment elections onfile, subject to a
20
% allocation limit tothe Henry Schein, Inc. Common
Stock Fund.
Participants age 50 or over are permitted to make catch-up 401(k) Contributionsonce the participant has reached a limit on those
contributions imposed either by the Plan or by law.The additional amount a participant may contribute may notexceed $7,500 in each
of the years 2025 and 2024.Effective January 1, 2025, participants who attain age 60 through63 during the calendar year may make
catch-up 401(k) Contributions of up to $11,250.Participants may also contribute amounts representing distributions from other
qualified defined benefit or defined contribution plans (rollover).
The Plan provides for the automatic enrollment in the Plan, at a deferral percentageof
3
% of compensation, of eligible employees
initially hired bythe Company orits participating affiliates onor after March1, 2014, unlessthe employee electsnot to make401(k) plan
contributions or elects to make 401(k) Contributions at a differentpercentage.
(c) Participants' Accounts
Each participant's accountis credited with the participant's 401(k) Contributionsand the Employer contributions.Expenses directly
related to participant transactions are deducted from the respective participant'saccount.Participants also have the option to direct up
to
20
% of their account balances to common shares of Henry Schein, Inc.
(d) Vesting
Participants are immediately vested in their 401(k) Contributions plus actualearnings thereon.Vestingin the Profit Sharing
Contribution and the Employer Match, plus actual earnings thereon, is basedon years of continuous service, on a graded scale as
follows:
Vested
Vesting
percentage
2
but less than
3
years
20%
3
but less than
4
years
40%
4
but less than
5
years
60%
5
or more years
100%
(e) Investments
Participants direct the investment of their 401(k) Contributions and Employercontributions into various investment options offered by
the Plan.The Plan currently offers two mutual funds, twenty-three common collective trust funds, and a Company stockfund, subject
to certain limitations, as investment options for participants.
(f) Notes Receivable from Participants
Participants may borrow up to a maximum of the lesser of $
50,000
or
50
% of their vested account balance from their accounts pursuant
to rules set forth in the Plan document.The minimum amount that may be borrowed is $
1,000
and only
two
loans may be made in any
calendar year, and no more than
two
loans may be outstanding at any time.The loans are secured by the balance in the participants'
accounts and bear interest at prevailing rates.The loans must be for a term of
five years
or less (
ten years
if the loan is for the purpose
of purchasing a principal residence).Principal and interest are paid ratably through payroll deductions.
If an employee is terminated andhas an outstanding loan balance at thetime of termination, the employee willbe permitted to repay any
outstanding loans directly tothe Trustee.The employee may alsoroll-over any outstanding loans, aspart of a rolloverof the terminated
employee's entire vested accountbalance to certain other retirement plans in which the terminated employeeparticipates.
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
NOTES TO FINANCIAL STATEMENTS- (Continued)
8
(g) Payment of Benefits
The Plan provides that, upon termination of service, retirement, disability or deathof the participant, a benefit equal to the vested,
nonforfeitable portion of the participant'saccount is distributed as outlined in the Plan.Participants may also receive in-service or
hardship distributions based on criteria as described in the Plan document.
(h) Administrative Expenses
All reasonable costs, charges and expenses incurred in connectionwith the administration of the Plan may be paid by the Plan Sponsor
but, if not paid by the Plan Sponsor when due, shall be paid from Plan assets.For the years ended December 31, 2025 and 2024, the
Plan Sponsor did not use any Plan assets from forfeited accounts to pay costs associatedwith the Plan.Amounts reflected in the
statements of changes innet assetsavailable for benefits reflectvarious participant directed expenseswhich have beendeducted from the
respective participant accounts.
The Plan pays a flat administrative fee equal to $
42
for each participant in the Plan.Participants' accounts are then charged the fee
proportionally based on their account balance.If participants elect to make use of optional financial advisory services, fees are
deducted directly from the participants' account.Fees are calculated and deducted quarterly,and as a result, the actual fee per
participant can vary.
(i) Forfeitures
Forfeiture allocations are used first to reduce the contribution to fund the Employer Match,and if any remain they may be used to offset
administrative expenses of the Plan.Forfeited invested accounts totaled $
1,328,568
and $
1,032,085
at December 31, 2025 and 2024,
respectively, and areincluded primarily in the T.Rowe Price Stable ValueCommon Trust Fund Class P.Forfeitures in the amount of
$
1,735,365
and $
1,357,197
will be or have been used to offset the Employer Match for the years endedDecember 31, 2025 and 2024,
respectively.
Note 2 - Summary of Significant Accounting Policies
Basis of Accounting
The financial statements of the Plan are prepared under the accrual method of accounting.
Use of Estimates
The preparation of financial statements in accordance with accountingprinciples generally accepted in the United States of America
requires management to make estimates and assumptions that affectthe reported amounts of assets and liabilities and changes therein
and disclosure of contingent assets and liabilities.Actual results could differ from those estimates.
Investment Valuationand Income Recognition
Investments are stated at fair valuebased upon quoted market prices.Gains and losses on investment transactions arerecognized when
realized based on trade dates.Net appreciation (depreciation) in fair valueof investments includes realized andunrealized appreciation
(depreciation).Interest income is recorded on the accrual basis.Dividends are recorded on the ex-dividend date.
Notes Receivable from Participants
Notes receivable from participants are valued at the aggregate of the unpaid principal balance and accrued but unpaid interest at the end
of the period.
No
allowance for credit losses has been provided as of December 31, 2025 and 2024.Delinquent participant loans are
recorded as distributions based on the terms of the Plan document.
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
NOTES TO FINANCIAL STATEMENTS- (Continued)
9
Risk and Uncertainties
The Plan utilizes various investment instruments which are exposed to variousrisks, such as interest rate, credit and overall market
volatility.Due to the level of risk associated with certain investment securities, it is reasonably possible thatchanges in the values of
investment securities will occur in the near term and that such changes could materiallyaffect participants' account balances and the
amounts reported in the financial statements.The Plan's investments are not insuredor protected by the Plan's Trustee,or any other
governmental agency; accordingly, the Plan issubject to thenormal investment risks associatedwith money market funds,mutual funds,
stocks, bonds, and other similartypes of investments.At December 31, 2025,
two
investments comprised
29.6
% of net assetsavailable
for benefits.At December 31, 2024,
two
investments comprised
29.7
% of net assets available for benefits.
Payment of Benefits
Benefits are recorded when paid.
Note 3 - TaxStatus
The Internal Revenue Service ("IRS") has determined and informed the Company, by a letter dated
April 24, 2017
, that the Plan, which
was amended and restated effective as of January 1, 2015,with certain amendments effective on subsequent dates, and relatedtrust are
designed in accordance with the applicable sections of the Internal Revenue Code ("IRC").Although the Plan has been amended since
receiving the
determination letter
, the Company's 401(k) AdministrativeCommittee, the members of which are appointed by the
Compensation Committee of the Company'sBoard of Directors (the "Plan Administrator"), believes that the Plan is currently designed
and being operated
in compliance with the applicable requirements of the IRC
.The related trust, therefore, is not subject to tax under
present income tax law.Accordingly, no provision forincome taxes has been included in the Plan's financialstatements.
U.S. GAAP requires Plan management to evaluate tax positions takenby the Plan and recognize a tax liability if the Plan has taken an
uncertain position that more likely than not would not be sustained upon examination by the IRS.The Plan is subject to routine audits
by taxing jurisdictions; however, thereare currently no audits for any tax periods in progress.
Note 4 - Fair ValueMeasurements
Financial Accounting Standards Board ("FASB")Accounting Standards Codification ("ASC") 820 defines fair valueas the price that
would be received to sell an asset or paid to transfer aliability in an orderly transaction between market participants at the measurement
date.ASC 820 establishes a fair value hierarchy that distinguishes between (1)market participant assumptions developed based on
market data obtained from independent sources (observable inputs)and (2) an entity's own assumptions about market participant
assumptions developed based on the best information available inthe circumstances (unobservable inputs).
The fair value hierarchy consists of three broad levels, which gives the highest priority tounadjusted quoted prices in active markets for
identical assets or liabilities (Level 1) and the lowest priority to unobservableinputs (Level 3).In accordance with ASC 820, the Plan
classifies its investments into:
·Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities that areaccessible at the measurement
date.
·Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, eitherdirectly or
indirectly.Level 2 inputs include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or
similar assets or liabilities in markets that are not active; inputs other than quoted prices thatare observable for the asset or
liability; and inputs that are derived principally from or corroborated by observable market data by correlation or other means.
·Level 3 - Inputs that are unobservable for the asset or liability.
The following section describes the valuation methodologies that wereused to measure different financial instruments at fair value,
including an indication of the levelin the fair value hierarchyin which each instrument isclassified.There have been nochanges in the
methodologies used at December 31, 2025 and 2024.
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
NOTES TO FINANCIAL STATEMENTS- (Continued)
10
Money Market Account
Funds held in the money market account are valued at the net asset value of shares held by the Plan as of December 31, 2025 and 2024,
which approximates fair value and are classified as Level 1 within the fair valuehierarchy.
Mutual Funds
Mutual funds are valued at the net asset value of shares held by the Plan as of December31, 2025 and 2024.The Company has
classified its mutual fund holdings as Level 1 within the fair value hierarchybased upon unadjusted quoted prices in active markets for
identical assets or liabilities that were accessible.
Common Collective Trust Funds
The common collective trust funds at December 31, 2025 and December31, 2024 are valued at net asset value per unit as a practical
expedient, which is calculatedbased on thefair values ofthe underlying investments heldby the fundless itsliabilities as reported bythe
issuer of the fund.The practical expedient isused for purposes ofthese statements, but isnot used in situations whenit is determined to
be probable that the fund will sell the investments for an amount differentthan the reported net asset value.
Common Stock Fund
The Henry Schein, Inc. Common Stock Fund is a unitized stock fund.The fund consists of both Henry Schein, Inc. common stock and
a short-term cash component that provides liquidity for daily trading.Henry Schein, Inc. common stock is valued at the quoted market
price from a national securities exchange and the short-term cash investmentis valued at cost, which approximates fair value.The
Henry Schein, Inc. Common Stock Fund is classified within Level 1 of thefair value hierarchy based upon unadjusted quoted prices in
active markets for identical assets or liabilities that were accessible at December31, 2025 and 2024.The Henry Schein, Inc. common
stock component of $
37,045,008
and $
37,410,973
is included within "Common stock" on the Statements of Net Assets Availablefor
Benefits and the short-term cash component of $
65,747
and $
71,270
is included within "Money market account" on the Statements of
Net Assets Availablefor Benefits as of December 31, 2025 and 2024.
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
NOTES TO FINANCIAL STATEMENTS- (Continued)
11
The following tables present the Plan'sinvestments that are measured and recognized at fair value on a recurring basis classifiedunder
the appropriate level of the fair value hierarchy and investments measuredat net asset value per unit, or its equivalent, as a practical
expedient as of December 31, 2025 and 2024:
December 31, 2025
Measured at
Net Asset Value
Level 1
Level 2
Level 3
Total
Investments:
Money market account
$
-
$
65,747
$
-
$
-
$
65,747
Mutual funds
-
285,506,316
-
-
285,506,316
Henry Schein, Inc. Common Stock
-
37,045,008
-
-
37,045,008
Common collective trust funds
(1)
1,334,523,181
-
-
-
1,334,523,181
Total investments at fairvalue
$
1,334,523,181
$
322,617,071
$
-
$
-
$
1,657,140,252
December 31, 2024
Measured at
Net Asset Value
Level 1
Level 2
Level 3
Total
Investments:
Money market account
$
-
$
71,270
$
-
$
-
$
71,270
Mutual funds
-
870,828,651
-
-
870,828,651
Henry Schein, Inc. Common Stock
-
37,410,973
-
-
37,410,973
Common collective trust funds
(1)
595,273,658
-
-
-
595,273,658
Total investments at fairvalue
$
595,273,658
$
908,310,894
$
-
$
-
$
1,503,584,552
(1)
This class represents investments measured at fair value using the net asset valueper unit (or its equivalent) as a practical
expedient and, therefore, such investments have not been categorizedwithin the fair value hierarchy.The fair value amounts
presented in this table are intended to permit reconciliation of the fair value hierarchyto the line items presented in the
statements of net assets available for benefits.
The valuation methods as described above may produce a fair value calculationthat may not be indicative of net realizable value or
reflective of future fair values.Furthermore, although the Plan believes its valuation methods areappropriate and consistent with other
market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could
result in a different fair value measurement at the reporting date.
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
NOTES TO FINANCIAL STATEMENTS- (Continued)
12
The following tables set forth additional disclosures of the Plan's common collective trust funds that have fair value estimated usingnet
asset value:
Fair ValueEstimated Using Net Asset ValuePer Share
December 31, 2025
Fair Value*
Unfunded
Commitment
Redemption
Frequency
Other
Redemption
Restrictions
Redemption
Notice Period
Investment:
Spartan® 500 Index Pool Class D
$
300,241,616
$
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2040
Commingled Pool Class T
134,345,605
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2030
Commingled Pool Class T
127,425,843
n/a
Daily
n/a
n/a
Spartan® Total InternationalIndex Pool
Class D
98,362,664
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2050
Commingled Pool Class T
88,350,842
n/a
Daily
n/a
n/a
State Street U.S. Bond Index Securities
Lending Series Fund Class XIV
87,447,462
n/a
Daily
n/a
n/a
William Blair US Small-Mid Cap Core
Fund Class 4
67,896,413
n/a
Daily
n/a
n/a
Spartan® Extended Market Index Pool
Class D
62,697,248
n/a
Daily
n/a
n/a
T. Rowe Price Stable ValueCommon
Trust Fund Class P
55,525,394
n/a
Daily
n/a
12
months
Prudential Core Plus Bond Fund
51,256,108
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2035
Commingled Pool Class T
50,130,119
n/a
Daily
n/a
n/a
MFS International Equity Fund Class 3B
40,902,299
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2020
Commingled Pool Class T
31,962,928
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2045
Commingled Pool Class T
31,906,835
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2060
Commingled Pool Class T
29,672,998
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2055
Commingled Pool Class T
27,100,502
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2025
Commingled Pool Class T
24,493,614
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2065
Commingled Pool Class T
6,743,743
n/a
Daily
n/a
n/a
BlackRock Strategic Completion
Non-Lendable Fund M
5,993,457
n/a
Daily
n/a
n/a
FRDM Index Retirement Commingled
Pool Class T
4,976,084
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2015
Commingled Pool Class T
3,673,447
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2010
Commingled Pool Class T
3,410,861
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2070
Commingled Pool Class T
7,099
n/a
Daily
n/a
n/a
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
NOTES TO FINANCIAL STATEMENTS- (Continued)
13
Fair ValueEstimated Using Net Asset ValuePer Share
December 31, 2024
Fair Value*
Unfunded
Commitment
Redemption
Frequency
Other
Redemption
Restrictions
Redemption
Notice Period
Investment:
FRDM Index TargetDate 2030
Commingled Pool Class T
$
118,952,905
$
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2040
Commingled Pool Class T
111,558,340
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2050
Commingled Pool Class T
70,780,812
n/a
Daily
n/a
n/a
T. Rowe Price Stable ValueCommon
Trust Fund Class P
63,139,763
n/a
Daily
n/a
12
months
Prudential Core Plus Bond Fund
46,419,880
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2035
Commingled Pool Class T
41,703,009
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2020
Commingled Pool Class T
33,293,633
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2025
Commingled Pool Class T
24,278,800
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2045
Commingled Pool Class T
23,271,961
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2060
Commingled Pool Class T
21,752,433
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2055
Commingled Pool Class T
19,680,105
n/a
Daily
n/a
n/a
BlackRock Strategic Completion
Non-Lendable Fund M
6,829,867
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2065
Commingled Pool Class T
4,188,429
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2010
Commingled Pool Class T
3,627,904
n/a
Daily
n/a
n/a
FRDM Index Retirement Commingled
Pool Class T
3,103,852
n/a
Daily
n/a
n/a
FRDM Index TargetDate 2015
Commingled Pool Class T
2,691,965
n/a
Daily
n/a
n/a
Note 5 - Plan Termination
Although it has not expressed any intent to do so, the Company has theright under the Plan to discontinue its contributions at any time
and to terminate the Plan subject to ERISA.In the event of Plan termination, participants will become
100
% vested in their accounts.
Note 6 - Party-in-Interest and Related Party Transactions
The Plan invests inshares of funds managedby an affiliate ofthe Trustee as defined bythe Plan and,therefore, these transactions in such
investments qualify as party-in-interest.The Plan invests in the common stock of HenrySchein, Inc., which is a party-in-interest and a
related party to the Plan.Notes receivable from participants also qualify as party-in-interest transactions.The Plan provides for an
Employer Match, as discussed in Note 1(b), which qualifies as a party-in-interesttransaction.
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
NOTES TO FINANCIAL STATEMENTS- (Continued)
14
Note 7 - Subsequent Events
In preparing the financial statements, Plan management has evaluated events andtransactions for potential recognition or disclosure
through June 18, 2026, the date the Plan'sfinancial statements are available to be issued.
In December 2022, SECURE 2.0 was enacted, which includes a provision requiringthat catch-up contributions made by certain
"high-wage earners" to qualified retirement plans be designated as Roth (after-tax) contributions, effective January 1, 2026.
A
"high-wage earner" is defined as a participant who is age
50
or older and whose wages from the Company exceed $
150,000
for 2025
FICA wages, affecting 2026 contributions.Participants meeting the wage threshold who are
50
or older will no longer be permitted to
make pre-tax catch-up contributions starting in 2026 but may continue to make standard pre-tax elective deferrals up to the annual limit
in addition to the aforementioned Roth catch-up contributions.
15
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
FORM 5500, SCHEDULE H, PARTIV,LINE 4i SCHEDULE OF ASSETS
(HELD AT END OF YEAR)
(EIN:
11-3136595
Plan Number:
003
)
DECEMBER 31, 2025
(a)
(b)
(c)
(d)
(e)
Identity of issue, borrower,
Description of Investment including maturity date, rate
lessor or similar party
of interest, collateral, par or maturity value
Cost (a)
Current Value
Money market/cash and cash equivalents:
*
Fidelity Investments
Government Money Market Fund
a
$
65,747
**
Common Stock Fund:
Henry Schein, Inc.
Common Stock
a
$
37,045,008
Common Collective Trust Funds:
Spartan®
500 Index Pool Class D
a
$
300,241,616
*
Fidelity Investments
FRDM Index Target Date 2040 Commingled Pool Class T
a
134,345,605
*
Fidelity Investments
FRDM Index Target Date 2030 Commingled Pool Class T
a
127,425,843
Spartan®
Total International Index Pool Class D
a
98,362,664
*
Fidelity Investments
FRDM Index Target Date 2050 Commingled Pool Class T
a
88,350,842
State Street
U.S. Bond Index Securities Lending Series Fund Class XIV
a
87,447,462
William Blair
US Small-Mid Cap Core Fund Class 4
a
67,896,413
Spartan®
Extended Market Index Pool Class D
a
62,697,248
T. Rowe Price
Stable Value Common Trust Fund Class P
a
55,525,394
Prudential
Core Plus Bond Fund
a
51,256,108
*
Fidelity Investments
FRDM Index Target Date 2035 Commingled Pool Class T
a
50,130,119
MFS
International Equity Fund Class 3B
a
40,902,299
*
Fidelity Investments
FRDM Index Target Date 2020 Commingled Pool Class T
a
31,962,928
*
Fidelity Investments
FRDM Index Target Date 2045 Commingled Pool Class T
a
31,906,835
*
Fidelity Investments
FRDM Index Target Date 2060 Commingled Pool Class T
a
29,672,998
*
Fidelity Investments
FRDM Index Target Date 2055 Commingled Pool Class T
a
27,100,502
*
Fidelity Investments
FRDM Index Target Date 2025 Commingled Pool Class T
a
24,493,614
*
Fidelity Investments
FRDM Index Target Date 2065 Commingled Pool Class T
a
6,743,743
BlackRock
Strategic Completion Non-Lendable Fund M
a
5,993,457
*
Fidelity Investments
FRDM Index Retirement Commingled Pool Class T
a
4,976,084
*
Fidelity Investments
FRDM Index Target Date 2015 Commingled Pool Class T
a
3,673,447
*
Fidelity Investments
FRDM Index Target Date 2010 Commingled Pool Class T
a
3,410,861
*
Fidelity Investments
FRDM Index Target Date 2070 Commingled Pool Class T
a
7,099
Total common collective trust funds
$
1,334,523,181
Shares of registered investment companies:
American Funds
Growth Fund of America Class R6
a
$
195,761,741
Dodge & Cox
Stock Fund
a
89,744,575
Total value of registered investment companies
$
285,506,316
Total Investments
$
1,657,140,252
**
Participant Loans
Fully secured loans with interest charges at current
-0-
$
20,560,905
commercial rates (current loans range from
4.25
% to
10.5
%)
*Funds are managed by an affiliate of Fidelity Management Trust Company, a party-in-interest as defined by ERISA.
**A party-in-interest as defined by ERISA.
aThe cost of participant-directed investments is not required to be disclosed
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
SIGNATURE
16
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administratorhas duly caused this annual report to be
signed on its behalf by the undersigned hereunto duly authorized.
HENRY SCHEIN, INC. 401(k) SAVINGSPLAN
Dated: June 18, 2026
/s/ GRAHAM STANLEY
Graham Stanley
Chairperson of the 401(k) Plan Administrative Committee
Henry Schein Inc. published this content on June 18, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on June 18, 2026 at 13:10 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]