Henry Schein to Reduce Size of the Board of Directors following 2026 Annual Meeting of Stockholders

• Stanley M. Bergman to retire from the Board and be named Chairman Emeritus
  
  
  
  
• Henry Schein's Board to be reduced to 10 directors following the 2026 Annual Meeting of Stockholders

Henry Schein, Inc. (NASDAQ:HSIC), the world's largest provider of healthcare solutions to office-based dental and medical practitioners, today announced its plan to reduce the size of its Board of Directors following its 2026 Annual Meeting of Stockholders on May 21, 2026.

Stanley M. Bergman is to retire from the Board after 44 years as a director of Henry Schein. In recognition of Mr. Bergman's leadership and the significant contributions he has made to the Company, the Board will designate Mr. Bergman Chairman Emeritus, effective immediately following the 2026 Annual Meeting.

"As I transition to the role of Chairman Emeritus, I do so with deep confidence in our leadership and the future of this organization. Fred Lowery is the right person to lead Henry Schein into the next chapter, bringing vision, strong values, and a commitment to excellence," said Mr. Bergman. "It has been an honor to serve as CEO and Chairman, and I look forward to remaining actively engaged in supporting the Board and management team in this new capacity."

"On behalf of the entire organization, we would like to extend our gratitude to Stanley for his extraordinary leadership over many years, and we look forward to continuing to benefit from his insights and deep knowledge of Henry Schein and our industry in his role as Chairman Emeritus," said Philip Laskawy, Lead Director of Henry Schein's Board of Directors.

In addition, Joseph L. Herring, Robert J. Hombach, Scott Serota, and Bradley T. Sheares will not stand for reelection at the Annual Meeting of Stockholders. Accordingly, the Board of Directors has approved a reduction in size from fifteen to ten members, effective as of the end of the Annual Meeting. "We would like to thank each of these retiring directors for their contributions and service. Their expertise and guidance have been instrumental to Henry Schein throughout their tenures," added Mr. Laskawy.

The incumbent Directors nominated for election at the 2026 Annual Meeting are: Mohamad Ali, William K. "Dan" Daniel, Deborah Derby, Carole T. Faig, Kurt P. Kuehn, Philip A. Laskawy, Max Lin, Frederick M. Lowery, Anne H. Margulies, and Reed V. Tuckson. The Board believes this slate of directors will continue to enable robust dialogue and debate in the boardroom while maintaining the right mix of perspectives, experience and skills.

About Henry Schein, Inc.

Henry Schein, Inc. (NASDAQ:HSIC) is a solutions company for health care professionals powered by a network of people and technology. With approximately 25,000 Team Schein Members worldwide, the Company's network of trusted advisors provides more than 1 million customers globally with more than 300 valued solutions that help improve operational success and clinical outcomes. Our Business, Clinical, Technology and Supply Chain solutions help office-based dental and medical practitioners work more efficiently so they can provide quality care more effectively. These solutions also support dental laboratories, government and institutional health care clinics, as well as other alternate care sites.

Henry Schein operates through a centralized and automated distribution network, with a selection of more than 300,000 branded products and Henry Schein corporate brand products in our main distribution centers.

A FORTUNE 500 Company and a member of the S&P 500® index, Henry Schein is headquartered in Melville, N.Y., and has operations or affiliates in 34 countries and territories. The Company's sales reached $13.2 billion in 2025, and have grown at a compound annual rate of approximately 11.0 percent since Henry Schein became a public company in 1995.

For more information, visit Henry Schein at www.henryschein.com, Facebook.com/HenrySchein, Instagram.com/HenrySchein, and @HenrySchein on X.

Cautionary Note Regarding Forward-Looking Statements

In accordance with the "Safe Harbor" provisions of the Private Securities Litigation Reform Act of 1995, we provide the following cautionary remarks regarding important factors that, among others, could cause future results to differ materially from the forward-looking statements, expectations and assumptions expressed or implied herein. All forward-looking statements made by us are subject to risks and uncertainties and are not guarantees of future performance. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance and achievements or industry results to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.

These statements are generally identified by the use of such terms as "may," "could," "expect," "intend," "believe," "plan," "estimate," "forecast," "project," "anticipate," "to be," "to make" or other comparable terms. A fuller discussion of our operations, financial condition and status of litigation matters, including factors that may affect our business and future prospects, is contained in documents we have filed with the United States Securities and Exchange Commission, or SEC, including our Annual Report on Form 10-K, and will be contained in all subsequent periodic filings we make with the SEC. These documents identify in detail important risk factors that could cause our actual performance to differ materially from current expectations.

Risk factors and uncertainties that could cause actual results to differ materially from current and historical results include, but are not limited to: our dependence on third parties for the manufacture and supply of our products and where we manufacture products, our dependence on third parties for raw materials or purchased components; risks relating to the achievement of our strategic growth objectives, including anticipated results of restructuring and value creation initiatives; risks related to the Strategic Partnership Agreement with KKR Hawaii Aggregator L.P. entered into in January 2025; transitions in senior company leadership; our ability to develop or acquire and maintain and protect new products (particularly technology and specialty products) and services and utilize new technologies that achieve market acceptance with acceptable margins; transitional challenges associated with acquisitions and joint ventures, including the failure to achieve anticipated synergies/benefits, as well as significant demands on our operations, information systems, legal, regulatory, compliance, financial and human resources functions in connection with acquisitions, dispositions and joint ventures; certain provisions in our governing documents that may discourage third-party acquisitions of us; adverse changes in supplier rebates or other purchasing incentives; risks related to the sale of corporate brand products; risks related to activist investors; security risks associated with our information systems and technology products and services, such as cyberattacks or other privacy or data security breaches (including the October 2023 incident); effects of a highly competitive (including, without limitation, competition from third-party online commerce sites) and consolidating market; political, economic, and regulatory influences on the health care industry; risks from expansion of customer purchasing power and multi-tiered costing structures; increases in shipping costs for our products or other service issues with our third-party shippers, and increases in fuel and energy costs; changes in laws and policies governing manufacturing, development and investment in territories and countries where we do business; general global and domestic macro-economic and political conditions, including inflation, deflation, recession, unemployment (and corresponding increase in under-insured populations), consumer confidence, sovereign debt levels, fluctuations in energy pricing and the value of the U.S. dollar as compared to foreign currencies and changes to other economic indicators failure to comply with existing and future regulatory requirements, including relating to health care; risks associated with the EU Medical Device Regulation; failure to comply with laws and regulations relating to health care fraud or other laws and regulations; failure to comply with laws and regulations relating to the collection, storage and processing of sensitive personal information or standards in electronic health records or transmissions; changes in tax legislation, changes in tax rates and availability of certain tax deductions; risks related to product liability, intellectual property and other claims; risks associated with customs policies or legislative import restrictions; risks associated with disease outbreaks, epidemics, pandemics (such as the COVID-19 pandemic), or similar wide-spread public health concerns and other natural or man-made disasters; risks associated with our global operations; the threat or outbreak of war (including, without limitation, geopolitical wars), terrorism or public unrest (including, without limitation, the war in Ukraine, the Israel-Gaza war and other unrest and threats in the Middle East and the possibility of a wider European or global conflict); changes to laws and policies governing foreign trade, tariffs and sanctions or greater restrictions on imports and exports, including changes to international trade agreements and the current imposition of (and the potential for additional) tariffs by the U.S. on numerous countries and retaliatory tariffs; supply chain disruption; litigation risks; new or unanticipated litigation developments and the status of litigation matters; our dependence on our senior management (including, without limitation, the transition to a new Chief Executive Officer), employee hiring and retention, increases in labor costs or health care costs, and our relationships with customers, suppliers and manufacturers; and disruptions in financial markets. The order in which these factors appear should not be construed to indicate their relative importance or priority.

We caution that these factors may not be exhaustive and that many of these factors are beyond our ability to control or predict. Accordingly, any forward-looking statements contained herein should not be relied upon as a prediction of actual results. We undertake no duty and have no obligation to update forward-looking statements except as required by law.

View source version on businesswire.com: https://www.businesswire.com/news/home/20260407914411/en/

Investors

Ronald N. South

Senior Vice President and Chief Financial Officer

[email protected]

(631) 843-5500

Graham Stanley

Vice President, Investor Relations and Strategic Financial Project Officer

[email protected]

(631) 843-5500

Media

Tim Vassilakos

Vice President, Global Corporate Communications

[email protected]

(516) 510-0926