Henry Schein Inc DEFA14A, filed Apr 11, 2023
Henry Schein Inc (HSIC)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
Filed by the Registrant ☑
Filed by a Party other than the Registrant ☐
Check the appropriate box:
☐ Preliminary Proxy Statement
☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☐ Definitive Proxy Statement
☑ Definitive Additional Materials
☐ Soliciting Material Pursuant to §240.14a-12
HENRY SCHEIN, INC.
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
☑ No fee required.
☐ Fee paid previously with preliminary materials.
☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.
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HENRY SCHEIN, INC.
135 DURYEA ROAD, MAIL STOP E-365
MELVILLE, NY 11747
V10519-P89766
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You invested in HENRY SCHEIN, INC. and it’s time to vote!
You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the stockholder meeting to be held on May 23, 2023.
Get informed before you vote
View the Combined Document, Notice and Proxy Statement online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 9, 2023. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.
| Smartphone users
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Vote Virtually at the Meeting*
May 23, 2023 10:00 a.m. EDT | ||
| Point your camera here and | ||||
| vote without entering a | ||||
| control number | ||||
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Virtually at:
www.virtualshareholdermeeting.com/HSIC2023 | |||
*Please check the meeting materials for any special requirements for meeting attendance.
V1.2
Vote at www.ProxyVote.com
THIS IS NOT A VOTABLE BALLOT
This is an overview of the proposals being presented at the
upcoming stockholder meeting. Please follow the instructions on
the reverse side to vote these important matters.
| Voting Items
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Board Recommends
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| 1. | Election of Directors | |||||||
| Nominees: | ||||||||
| 1a. | Mohamad Ali |
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For | |||||
| 1b. | Stanley M. Bergman |
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For | |||||
| 1c. | James P. Breslawski |
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For | |||||
| 1d. | Deborah Derby |
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For | |||||
| 1e. | Joseph L. Herring |
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For | |||||
| 1f. | Kurt P. Kuehn |
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For | |||||
| 1g. | Philip A. Laskawy |
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For | |||||
| 1h. | Anne H. Margulies |
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For | |||||
| 1i. | Mark E. Mlotek |
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For | |||||
| 1j. | Steven Paladino |
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For | |||||
| 1k. | Carol Raphael |
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For | |||||
| 1l. | Scott Serota |
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For | |||||
| 1m. | Bradley T. Sheares, Ph.D. |
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For | |||||
| 1n. | Reed V. Tuckson, M.D., FACP |
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For | |||||
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2. |
Proposal to amend and restate the Company’s 2015 Non-Employee Director Stock Incentive Plan. |
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For | |||||
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3. |
Proposal to approve, by non-binding vote, the 2022 compensation paid to the Company’s Named Executive Officers. |
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For | |||||
| 4. | Proposal to recommend, by non-binding vote, the frequency of future advisory votes on executive compensation. |
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Year | |||||
| 5. | Proposal to ratify the selection of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 30, 2023. |
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For | |||||
| NOTE: Such other business as may properly come before the meeting or any adjournments or postponements thereof. |
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V10520-P89766