8-K - HSIC - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON,

D.C. 20549

FORM

8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

February 25, 2025

Henry Schein, Inc.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction

of incorporation)

0-27078

(Commission

File Number)

11-3136595

(IRS Employer

Identification No.)

135 Duryea Road

Melville

New York

(Address of principal executive offices)

11747

(Zip Code)

Registrant’s telephone number, including area code: (

631

)

843-5500

(Former name or former address, if changed since last

report.)

Check the appropriate box

below if the

Form 8-K filing is intended to simultaneously satisfy

the filing obligation of

the registrant under any

of the following

provisions:

☐

Written communications pursuant

to Rule 425

under the Securities

Act (17 CFR 230.425)

☐

Soliciting material pursuant to

Rule 14a-12 under

the Exchange Act (17

CFR 240.14a-12)

☐

Pre-commencement communications pursuant to

Rule 14d-2(b) under

the Exchange Act

(17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to

Rule 13e-4(c) under the

Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to

Section 12(b) of the

Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, par value $.01 per share

HSIC

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth

company as defined in Rule 405 of the Securities Act

of 1933 (§230.405 of this chapter) or Rule

12b-2 of the Securities Exchange Act of 1934 (§240.12b-2

of this chapter).

Emerging growth company

☐

If an emerging growth company,

indicate by check mark if the registrant has

elected not to use the extended transition period

for complying with any new or revised

financial accounting standards provided pursuant to Section 13(a) of

the Exchange Act.

☐

Item 2.02.

Results of Operations and Financial Condition.

On February 25, 2025, Henry Schein, Inc. issued a press release

reporting the financial results for the three

months and full year ended December 28, 2024.

The full text of the press release is attached hereto as Exhibit

99.1 and

is incorporated herein by reference.

The information in this Item 2.02 and the press release attached as Exhibit

99.1 are considered furnished to the

Securities and Exchange Commission and are not deemed filed for purposes

of Section 18 of the Securities Exchange

Act of 1934, as amended.

Item 9.01.

Financial Statements and Exhibits

(a)

Not applicable.

(b)

Not applicable.

(c)

Not applicable.

(d)

Exhibit 99.1 – Press Release dated February 25, 2025.

Exhibit 104 - Cover Page Interactive Data File (embedded within the

Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the

registrant has duly caused this report to

be signed on its behalf by the undersigned hereunto duly authorized.

HENRY SCHEIN, INC.

By:

/s/ Ronald N. South

Ronald N. South

Senior Vice President and

Chief Financial Officer

(Authorized Signatory and Principal

Financial and Accounting Officer)

February 25, 2025

EXHIBIT INDEX

Exhibit No.

Description

99.1

Press Release dated February 25, 2025.

104

Cover Page Interactive Data File (embedded within the Inline XBRL

document)

exhibit991

exhibit991p1i1 exhibit991p1i0

-1-

FOR IMMEDIATE RELEASE

HENRY SCHEIN REPORTS FOURTH QUARTER AND FULL YEAR 2024 FINANCIAL RESULTS

AND PROVIDES DETAILED 2025 FINANCIAL GUIDANCE

●

Fourth-quarter 2024 GAAP diluted EPS of $0.74 and non-GAAP diluted EPS

of $1.19

●

Fourth-quarter 2024 operating cash flow of $204 million;

full-year 2024 operating cash flow of $848 million,

up $348 million compared with 2023

●

2025 non-GAAP diluted EPS expected to be in the range of $4.80

to $4.94 with mid-single digit 2025 Adjusted

EBITDA growth

●

Announces new reportable segments to provide more meaningful information for investors

MELVILLE, N.Y.,

February 25, 2025

–

Henry Schein, Inc. (Nasdaq: HSIC), the world’s largest provider of health care

solutions to office-based dental and medical practitioners, today reported financial results

for the fourth quarter and full year

ended December 28, 2024. The financial results and guidance being provided

today are consistent with the preliminary

financial results and guidance provided on January 29

“Our fourth quarter financial results reflect relatively stable dental and

medical end-markets.

continued to make

progress on our 2022 to 2024 BOLD+1 Strategic Plan which we

recently completed,

exceeding our 2024 target of generating

40% of our worldwide operating income from high-growth, high-margin businesses,”

said Stanley M. Bergman, Chairman of

the Board and Chief Executive Officer of Henry Schein.

“We have confidence in the underlying fundamentals of our business and look forward to advancing the

opportunities contained in our updated 2025 to 2027 BOLD+1 Strategic Plan.

KKR’s announced investment to become our

largest non-index shareholder recognizes this potential.

We expect 2025 to be the base year from which to grow and achieve

our previously provided long-term goal of high-single digit to low-double digit

earnings growth,” Mr. Bergman added.

New Organizational Structure

“As part of the updated

2025 to 2027 BOLD+1 Strategic Plan, we have simplified

our organizational structure and

appointed Andrea Albertini and Tom Popeck to be responsible for our three business groups. Andrea will be responsible

for

our Global Distribution and Value-Added Services Group as well as our Global Technology Group,

while Tom will lead our

Global Specialty Products Group. We expect that these complementary businesses will drive growth by leveraging our

current product portfolio across our customer base, providing new products and

services to our customers, and growing our e-

Commerce business,” Mr. Bergman continued.

“Andrea has more than 20 years of experience in senior leadership positions

in the health care products and services

industry. He joined Henry Schein in 2013 and most recently served as President of Henry Schein's International Distribution

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Group. Tom has spent over two decades leading businesses in orthopedics and industrial manufacturing. He joined Henry

Schein in 2019 and most recently served as President of the Henry Schein Healthcare

Specialties Group,” Mr. Bergman

concluded.

New Reportable Segments

The Company is also today announcing a change to its reportable

segments to align with management reporting and

provide more meaningful information for investors on the business.

The results being reported today reflect this change.

The

three reportable segments are:

●

Global Distribution and Value-Added Services:

includes distribution to the global dental and medical markets of

national brand and corporate brand merchandise,

as well as equipment and related technical services. This segment

also includes value-added services such as practice transition, continuing

education, consulting, financial and other

services. This segment had annual sales of $10.8 billion for the full-year

2024.

●

Global Specialty Products:

includes manufacturing, marketing and sales of dental implant and

biomaterial products;

and endodontic, orthodontic and orthopedic products and other health

care-related products and services.

This

segment had annual sales of $1.4 billion for the full-year 2024.

●

Global Technology:

includes development,

marketing and sales of practice management software, e-services

and

other products and related services. This segment had annual sales of $0.6

billion for the full-year 2024.

Our organizational structure also includes Corporate, which consists primarily of

income and expenses associated

with support functions and projects.

All prior comparative segment information has been recast to reflect our new

segment structure, as provided in

Exhibit D. We are also updating the breakdown of sales as detailed in Exhibit A to reflect new reportable segments. Of note,

we are now reporting U.S. distribution sales instead of North America

distribution sales.

Fourth Quarter 2024 Financial Results

●

Total

net sales

for the quarter were $3.2 billion, an increase of 5.8% compared with

the fourth quarter of 2023. This

reflects 5.5% internal sales growth, 0.7% sales growth from acquisitions, and

a 0.4%

sales decrease resulting from

foreign currency exchange.

Excluding the impact of personal protective equipment (PPE) and COVID

test kits,

internal sales growth was 6.6%.

Fourth-quarter sales growth is summarized below and detailed in Exhibit

-3-

Sales

($ Billion)

Total

Growth/(Decrease)

(%)

Global Dental Merchandise

$1.1

6.2%

Global Dental Equipment

$0.5

8.1%

Global Value

-Added Services

$0.1

8.1%

Global Dental Distribution

$1.7

6.8%

Global Medical Distribution

$1.0

4.5%

Global Distribution and Value-Added Services

$2.7

5.9%

Global Specialty Products

$0.4

7.2%

Global Technology

$0.2

2.4%

TOTAL SALES

$3.2

5.8%

Note: items may not sum due to rounding

●

GAAP net income

for the quarter was $94 million, or $0.74 per diluted share

, and compares with fourth-quarter

2023 GAAP net income of $18 million, or $0.13 per diluted share.

●

Non-GAAP net income

for the quarter was $149 million, or $1.19

per diluted share

, and compares with fourth-

quarter 2023 non-GAAP net income of $86 million, or $0.66 per diluted

share.

●

Operating cash flow

for the quarter was $204 million and compares

with the fourth-quarter 2023 negative operating

cash flow of $32 million.

●

Adjusted EBITDA

for the quarter was $270 million and compares

with fourth-quarter 2023 Adjusted EBITDA of

$172 million.

Full-Year

2024 Financial Results

●

Total

net sales

for 2024 were $12.7 billion, an increase of 2.7%

compared with 2023.

This reflects a 0.4% internal

sales decrease, 3.3% sales growth from acquisitions, and a 0.2% sales

decrease resulting from foreign currency

exchange. Excluding the impact of PPE and COVID test kits, internal

sales growth was 0.3%.

Full-year 2024 sales growth is summarized below and detailed in Exhibit

-4-

Sales

($ Billion)

Total

Growth/(Decrease)

(%)

Global Dental Merchandise

$4.7

(1.3)%

Global Dental Equipment

$1.7

2.9%

Global Value

-Added Services

$0.2

21.5%

Global Dental Distribution

$6.7

0.4%

Global Medical Distribution

$4.1

4.3%

Global Distribution and Value-Added Services

$10.8

1.9%

Global Specialty Products

$1.4

8.7%

Global Technology

$0.6

4.7%

TOTAL SALES

$12.7

2.7%

Note: items may not sum due to rounding

●

GAAP net income

for 2024 was $390 million, or $3.05 per diluted share

, and compares with 2023 GAAP net

income of $416 million, or $3.16 per diluted share.

●

Non-GAAP net income

for 2024 was $605 million, or $4.74

per diluted share

, and compares with 2023 non-GAAP

net income of $593 million, or $4.50 per diluted share. 2024 full-year GAAP

and non-GAAP diluted EPS included a

remeasurement gain of $0.11 resulting from the purchase of a controlling interest of a previously held

equity

investment.

●

Operating cash flow

for 2024 was $848 million, an increase of $348 million compared

with 2023.

●

Adjusted EBITDA

for 2024 was $1,061 million and compares with 2023 Adjusted EBITDA

of $985 million.

Restructuring Plan

During the fourth quarter of 2024, the Company recorded $37 million

in restructuring costs.

Restructuring activities

in the third

and fourth quarters are estimated to provide over $80 million in annual

run-rate savings.

We continue to expect to

achieve $75 million to $100 million in aggregate annual run-rate savings by

the end of 2025.

Share Repurchases

During the fourth quarter of 2024, the Company repurchased approximately

1.1 million shares of its common stock

at an average price of $71.35 per share, for a total of $75 million. The

impact of these share repurchases on fourth-quarter

diluted EPS was immaterial.

For the full year 2024, the Company repurchased approximately 5.4

million shares of its common stock at an average

price of $71.04 per share, for a total of $385 million. At year-end, Henry Schein had $380

million authorized and available

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for future stock repurchases,

with a further $500 million authorized by the Company’s Board of Directors on January 27,

2025, which is intended in part to be used to repurchase $250 million shares under

an Accelerated Share Repurchase

program.

2025 Financial Guidance

Henry Schein today provided financial guidance for 2025. Guidance

is for current continuing operations as well as

announced acquisitions and does not include the impact of restructuring and

integration expenses, amortization expense of

acquired intangible assets, any potential insurance claim recovery associated

with the cybersecurity incident and costs

associated with shareholder advisory matters.

This guidance also assumes that foreign currency exchange rates

remain

generally consistent with 2024 levels and modest improvement in

the dental and medical markets during the year.

●

2025 non-GAAP diluted EPS attributable to Henry Schein, Inc.

is expected to be $4.80 to $4.94, reflecting growth of

1% to 4% compared with 2024

non-GAAP diluted EPS of $4.74.

●

2025 total sales growth is expected to be approximately 2% to 4% over 2024.

●

2025 Adjusted EBITDA

growth is expected to increase mid-single digits compared with 2024.

Adjustments to 2025 GAAP Net Income and Diluted EPS

The Company is providing guidance for 2025 diluted EPS on a non-GAAP

basis and for 2025 Adjusted EBITDA, as

noted above. The Company is not providing a reconciliation of its 2025 non-GAAP

diluted EPS guidance to its projected

2025 diluted EPS prepared on a GAAP basis, or its 2025

Adjusted EBITDA guidance to net income prepared on a GAAP

basis. This is because the Company is unable to provide without

unreasonable effort an estimate of restructuring costs related

to an ongoing initiative to drive operating efficiencies, including the corresponding tax

effect, which will be included in the

Company’s 2025 diluted EPS and net income,

prepared on a GAAP basis. The inability to provide this reconciliation

is due

to the uncertainty and inherent difficulty of predicting the occurrence, magnitude,

financial impact and timing of related

costs.

Management does not believe these items are representative of the Company’s underlying business performance.

For

the same reasons, the Company is unable to address the probable significance

of the unavailable information, which could be

material to future results.

Fourth-Quarter 2024 Conference Call Webcast

The Company will hold a conference call to discuss fourth-quarter 2024

financial results today, beginning at 8:00

a.m. Eastern time. Individual investors are invited to listen to the conference

call through Henry Schein’s website by visiting

https://investor.henryschein.com/webcasts. In addition, a replay will be available beginning shortly after the call has

ended

for a period of one week.

The Company will be posting slides that provide a summary of its fourth-quarter

2024 financial results on its website

at https://www.henryschein.com/us-en/Corporate/investor-presentations.aspx.

-6-

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 33 countries and territories. The Company's sales reached

$12.7 billion in 2024, and

have grown at a compound annual rate of approximately 11.2 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 and Use

of Non-GAAP Financial Information

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 include total sales growth, EPS and Adjusted EBITDA guidance

and 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; risks related to the recently signed Strategic Partnership Agreement;

our ability to develop or acquire and maintain and protect

new products (particularly technology products) and services and utilize new

technologies that achieve market acceptance with acceptable

margins; transitional challenges associated with acquisitions,

dispositions 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; changes

in 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, ongoing wars, fluctuations in energy

pricing and the value of

-7-

the U.S. dollar as compared to foreign currencies, and changes to other economic

indicators, international trade agreements; the threat or

outbreak of war, 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; supply chain disruption; geopolitical wars; 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; litigation

risks; new or unanticipated litigation developments

and the status of litigation matters; our dependence on our senior management,

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.

undertake no duty and have no obligation to update forward-looking

statements except as required by law.

Included within the press release are non-GAAP financial measures that supplement

the Company’s Consolidated Statements of

Income prepared under generally accepted accounting principles (GAAP).

These non-GAAP financial measures adjust the Company’s

actual results prepared under GAAP to exclude certain items. In the schedule

attached to the press release, the non-GAAP measures have

been reconciled to and should be considered together with the Consolidated

Statements of Income. Management believes that non-GAAP

financial measures provide investors with useful supplemental information

about the financial performance of our business, enable

comparison of financial results between periods where certain items may vary independent

of business performance and allow for greater

transparency with respect to key metrics used by management in operating

our business. The impact of certain items that are excluded

include integration and restructuring costs, and amortization of acquisition

-related assets, because the amount and timing of such charges

are significantly impacted by the timing, size, number and nature of the acquisitions

we consummate and occur on an unpredictable basis.

These non-GAAP financial measures are presented solely for informational

and comparative purposes and should not be regarded as a

replacement for corresponding, similarly captioned, GAAP measures.

CONTACTS:

Investors

Ronald N. South

Senior Vice President and Chief Financial Officer

ronald.south@henryschein.com

(631) 843-5500

Graham Stanley

Vice President, Investor Relations and Strategic Financial Project Officer

graham.stanley@henryschein.com

(631) 843-5500

Media

Gerard Meuchner

Vice President, Chief Global Communications Officer

gerard.meuchner@henryschein.com

(631) 390-8227

(TABLES TO FOLLOW)

See Exhibit A for details of sales growth. Internal sales growth is calculated

from total net sales using constant foreign

currency exchange rates and excludes sales from acquisitions.

See Exhibit B for a reconciliation of GAAP net income and diluted

EPS to non-GAAP net income and diluted EPS.

See Exhibit C for a reconciliation of GAAP net income to Adjusted EBITDA.

References to diluted EPS refer to diluted EPS attributable to Henry Schein, Inc.

-8-

HENRY SCHEIN, INC.

CONSOLIDATED STATEMENTS

OF INCOME

(in millions,

except share and per share data)

Three Months Ended

Years

Ended

December 28,

December 30,

December 28,

December 30,

2024

2023

2024

2023

(unaudited)

Net sales

3,191

3,017

12,673

12,339

Cost of sales

2,198

2,093

8,657

8,479

Gross profit

993

924

4,016

3,860

Operating expenses:

Selling, general and administrative

738

807

3,034

2,956

Depreciation and amortization

251

209

Restructuring costs

110

Operating income

155

621

615

Other income (expense):

Interest income

Interest expense

(35)

(29)

(131)

(87)

Other, net

(1)

(3)

Income before taxes, equity in earnings of affiliates

and noncontrolling interests

126

513

542

Income taxes

(31)

(1)

(128)

(120)

Equity in earnings of affiliates, net of tax

Net income

398

436

Less: Net income attributable to noncontrolling interests

(2)

(8)

(20)

Net income attributable to Henry Schein, Inc.

390

416

Earnings per share attributable to Henry Schein, Inc.:

Basic

0.75

0.13

3.07

3.18

Diluted

0.74

0.13

3.05

3.16

Weighted-average common

shares outstanding:

Basic

124,505,908

129,809,665

126,788,997

130,618,990

Diluted

125,626,639

130,743,875

127,779,228

131,748,171

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HENRY SCHEIN, INC.

CONSOLIDATED

BALANCE SHEETS

(in millions, except share data)

December 28,

December 30,

2024

2023

ASSETS

Current assets:

Cash and cash equivalents

122

171

Accounts receivable, net of allowance for credit losses of $78 and $83

1,482

1,863

Inventories, net

1,810

1,815

Prepaid expenses and other

569

639

Total current assets

3,983

4,488

Property and equipment, net

531

498

Operating lease right-of-use assets

293

325

Goodwill

3,887

3,875

Other intangibles, net

1,023

916

Investments and other

501

471

Total assets

10,218

10,573

LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND

STOCKHOLDERS' EQUITY

Current liabilities:

Accounts payable

962

1,020

Bank credit lines

650

264

Current maturities of long-term debt

150

Operating lease liabilities

Accrued expenses:

Payroll and related

303

332

Taxes

139

137

Other

618

700

Total current liabilities

2,803

2,683

Long-term debt

1,830

1,937

Deferred income taxes

102

Operating lease liabilities

259

310

Other liabilities

387

436

Total liabilities

5,381

5,420

Redeemable noncontrolling interests

806

864

Commitments and contingencies

Stockholders' equity:

Preferred stock, $0.01 par value, 1,000,000 shares authorized,

none outstanding

Common stock, $0.01 par value, 480,000,000 shares authorized,

124,155,884 outstanding on December 28, 2024 and

129,247,765 outstanding on December 30, 2023

Additional paid-in capital

Retained earnings

3,771

3,860

Accumulated other comprehensive loss

(379)

(206)

Total Henry Schein, Inc. stockholders' equity

3,393

3,655

Noncontrolling interests

638

634

Total stockholders' equity

4,031

4,289

Total liabilities, redeemable noncontrolling

interests and stockholders' equity

10,218

10,573

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HENRY SCHEIN, INC.

CONDENSED CONSOLIDATED

STATEMENTS

OF CASH FLOWS

(in millions)

Three Months Ended

Years Ended

December 28,

December 30,

December 28,

December 30,

2024

2023

2024

2023

(unaudited)

Cash flows from operating activities:

Net income

398

436

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

297

248

Impairment charge on intangible assets

Impairment of capitalized software

Non-cash restructuring charges

Stock-based compensation expense

Provision for losses on trade and other accounts receivable

Benefit from deferred income taxes

(20)

(16)

(61)

(20)

Equity in earnings of affiliates

(1)

(4)

(13)

(14)

Distributions from equity affiliates

Changes in unrecognized tax benefits

Other

(2)

(27)

(3)

Changes in operating assets and liabilities, net of acquisitions:

Accounts receivable

127

(255)

315

(327)

Inventories

(97)

(59)

231

Other current assets

(83)

(138)

Accounts payable and accrued expenses

(32)

114

(163)

(56)

Net cash provided by (used in) operating activities

204

(32)

848

500

Cash flows from investing activities:

Purchases of property and equipment

(36)

(39)

(148)

(147)

Payments related to equity investments and business acquisitions,

net of cash acquired

(7)

(287)

(230)

(955)

Proceeds from loan to affiliate

Settlements for net investment hedges

Capitalized software costs

(9)

(10)

(39)

(40)

Other

(7)

(15)

(17)

(21)

Net cash used in investing activities

(58)

(327)

(430)

(1,135)

Cash flows from financing activities:

Net change in bank credit lines

251

387

153

Proceeds from issuance of long-term debt

210

120

1,368

Principal payments for long-term debt

(125)

(11)

(318)

(468)

Debt issuance costs

(3)

Proceeds from issuance of stock upon exercise of stock options

Payments for repurchases and retirement of common stock

(75)

(50)

(385)

(250)

Payments for taxes related to shares withheld for employee taxes

(9)

(34)

Distributions to noncontrolling shareholders

(18)

(6)

(54)

(47)

Payments for contingent consideration

(2)

Acquisitions of noncontrolling interests in subsidiaries

(255)

(19)

Net cash provided by (used in) financing activities

(204)

394

(510)

701

Effect of exchange rate changes on cash and cash equivalents

(30)

(12)

Net change in cash and cash equivalents

(4)

(49)

Cash and cash equivalents, beginning of period

126

166

171

117

Cash and cash equivalents, end of period

122

171

122

171

-11-

Exhibit A - Fourth Quarter Sales

Henry Schein, Inc.

2024 Fourth Quarter

Sales Summary

(in millions)

(unaudited)

Q4 2024 over Q4 2023

Local Currency Growth

Q4 2024

Q4 2023

Local Internal

Growth

Acquisition

Growth

Total Local

Currency

Growth

Foreign

Exchange

Impact

Total Sales

Growth

U.S. Distribution and Value-Added Services

Merchandise

562

536

4.8%

0.0%

4.8%

0.0%

4.8%

Equipment

248

225

10.0%

0.0%

10.0%

0.0%

10.0%

Value-Added Services

-0.7%

4.6%

3.9%

0.0%

3.9%

Total Dental

861

811

5.9%

0.3%

6.2%

0.0%

6.2%

Medical

996

954

4.5%

0.0%

4.5%

0.0%

4.5%

Total U.S. Distribution and Value-Added Services

1,857

1,765

5.2%

0.1%

5.3%

0.0%

5.3%

International Distribution and Value-Added Services

Merchandise

583

541

7.9%

0.9%

8.8%

-1.2%

7.6%

Equipment

229

216

6.0%

0.9%

6.9%

-0.9%

6.0%

Value-Added Services

-1.4%

73.9%

72.5%

-7.0%

65.5%

Total Dental

819

761

7.3%

1.3%

8.6%

-1.2%

7.4%

Medical

5.2%

0.0%

5.2%

0.8%

6.0%

Total International Distribution and Value-Added Services

845

786

7.3%

1.2%

8.5%

-1.1%

7.4%

Global Distribution and Value-Added Services

Global Merchandise

1,145

1,077

6.4%

0.4%

6.8%

-0.6%

6.2%

Global Equipment

477

441

8.1%

0.4%

8.5%

-0.4%

8.1%

Global Value-Added Services

-0.7%

9.3%

8.6%

-0.5%

8.1%

Global Dental

1,680

1,572

6.6%

0.8%

7.4%

-0.6%

6.8%

Global Medical

1,022

979

4.5%

0.0%

4.5%

0.0%

4.5%

Total Global Distribution and Value-Added Services

2,702

2,551

5.8%

0.5%

6.3%

-0.4%

5.9%

Global Specialty Products

368

344

5.0%

3.4%

8.4%

-1.2%

7.2%

Global Technology

160

156

2.1%

0.0%

2.1%

0.3%

2.4%

Eliminations

(39)

(34)

n/a

Total Global

3,191

3,017

5.5%

0.7%

6.2%

-0.4%

5.8%

Note: Prior period amounts have been reclassified to conform

to the current period presentation.

-12-

Exhibit A - Year-to-Date Sales

Henry Schein, Inc.

Full Year 2024

Sales Summary

(in millions)

(unaudited)

Full Year 2024 over Full Year

2023

Local Currency Growth

2024

2023

Local Internal

Growth

Acquisition

Growth

Total Local

Currency

Growth

Foreign

Exchange

Impact

Total Sales

Growth

U.S. Distribution and Value-Added Services

Merchandise

2,350

2,427

-3.3%

0.1%

-3.2%

0.0%

-3.2%

Equipment

897

858

4.5%

0.0%

4.5%

0.0%

4.5%

Value-Added Services

211

176

0.1%

20.1%

20.2%

0.0%

20.2%

Total Dental

3,458

3,461

-1.2%

1.1%

-0.1%

0.0%

-0.1%

Medical

3,974

3,815

-1.2%

5.4%

4.2%

0.0%

4.2%

Total U.S. Distribution and Value-Added Services

7,432

7,276

-1.2%

3.3%

2.1%

0.0%

2.1%

International Distribution and Value-Added Services

Merchandise

2,377

2,360

0.9%

0.4%

1.3%

-0.6%

0.7%

Equipment

822

812

0.9%

0.5%

1.4%

-0.2%

1.2%

Value-Added Services

3.1%

36.0%

39.1%

-2.8%

36.3%

Total Dental

3,221

3,188

0.9%

0.6%

1.5%

-0.5%

1.0%

Medical

107

-2.9%

13.4%

10.5%

0.2%

10.7%

Total International Distribution and Value-Added Services

3,328

3,285

0.8%

1.0%

1.8%

-0.5%

1.3%

Global Distribution and Value-Added Services

Global Merchandise

4,727

4,787

-1.2%

0.2%

-1.0%

-0.3%

-1.3%

Global Equipment

1,719

1,670

2.7%

0.3%

3.0%

-0.1%

2.9%

Global Value-Added Services

233

192

0.4%

21.4%

21.8%

-0.3%

21.5%

Global Dental

6,679

6,649

-0.2%

0.9%

0.7%

-0.3%

0.4%

Global Medical

4,081

3,912

-1.2%

5.5%

4.3%

0.0%

4.3%

Total Global Distribution and Value-Added Services

10,760

10,561

-0.6%

2.6%

2.0%

-0.1%

1.9%

Global Specialty Products

1,446

1,331

0.1%

9.1%

9.2%

-0.5%

8.7%

Global Technology

630

602

2.4%

2.0%

4.4%

0.3%

4.7%

Eliminations

(163)

(155)

n/a

Total Global

12,673

12,339

-0.4%

3.3%

2.9%

-0.2%

2.7%

Note: Prior period amounts have been reclassified to conform

to the current period presentation.

-13-

Exhibit B

Henry Schein, Inc.

2024 Fourth Quarter and Full Year

Reconciliation of reported GAAP net income and diluted EPS attributable to Henry Schein, Inc.

to non-GAAP net income and diluted EPS attributable to Henry Schein, Inc.

(in millions, except per share data)

(unaudited)

Fourth Quarter

Full Year

2024

2023

Growth

2024

2023

Growth

Net income attributable to Henry Schein, Inc.

442.3

390

416

(6.3)

Diluted EPS attributable to Henry Schein, Inc.

0.74

0.13

469.2

3.05

3.16

(3.5)

Non-GAAP Adjustments, net of tax and attribution to

noncontrolling interests

Restructuring costs (1)

Acquisition intangible amortization (2)

112

Cyber incident-insurance proceeds, net of third-party advisory

expenses (3)

(15)

(23)

Impairment of capitalized assets (4)

Change in contingent consideration (5)

Litigation settlements (6)

Costs associated with shareholder advisory matters (7)

Impairment of intangible assets (8)

Non-GAAP adjustments to net income

215

177

Non-GAAP net income attributable to Henry Schein, Inc.

149

72.9

605

593

2.0

Non-GAAP diluted EPS attributable to Henry Schein, Inc.

1.19

0.66

80.3

4.74

4.50

5.3

Management believes that non-GAAP financial measures

provide investors with useful supplemental information

about the financial

performance of our business, enable comparison of financial results

between periods where certain items may

vary independent of

business performance and allow for greater transparency

with respect to key metrics used by management

in operating our business.

These non-GAAP financial measures are

presented solely for informational and comparative

purposes and should not be regarded

as a

replacement for corresponding,

similarly captioned, GAAP measures.

Net income growth rates are

based on actual values and may not

recalculate due to rounding.

Amounts may not sum due to rounding.

(1)

Restructuring Costs

The following table presents details of our restructuring costs:

Fourth Quarter

Full Year

2024

2023

2024

2023

Restructuring costs - pre-tax, as reported

110

Income tax benefit

(7)

(5)

(25)

(20)

Amount attributable to noncontrolling interests

(2)

(5)

(6)

(7)

Restructuring costs, net

-14-

(2)

Acquisition Intangible Amortization

The following table presents details of amortization of acquired intangible

assets:

Fourth Quarter

Full Year

2024

2023

2024

2023

Acquisition intangible amortization - pre-tax, as reported

184

150

Income tax benefit

(11)

(46)

(38)

Amount attributable to noncontrolling interests

(6)

(5)

(26)

(20)

Acquisition intangible amortization, net

112

(3)

Represents cyber insurance proceeds, net of one time professional and

other fees related to remediation of our Q4

2023 cyber incident.

During Q4 2024 and YTD 2024 , we received insurance proceeds of $20 million ($15

million,

net of taxes) and $40 million ($30 million, net of taxes), respectively,

representing a partial insurance recovery of

losses related to the cyber incident.

During Q4 2024 and YTD 2024, one time professional and other fees were $0

million ($0 million, net of taxes) and $9 million ($7 million, net of

taxes), respectively.

(4)

Represents impairment of certain capitalized asset costs of $12 million

($6 million net of taxes and noncontrolling

interests) recorded during Q4 2024 and $27 million ($19 million,

net of taxes) recorded during Q4 2023.

(5)

Represents a change in the fair value of contingent consideration of $7 million

($7 million, net of taxes) and $45

million ($35 million, net of taxes) recorded during Q4 2024 and YTD

2024, respectively, related

to certain 2022 and

2023 acquisitions.

(6)

Represents estimated settlement amounts for litigation related to the

October 2023 cyber incident and settlement of

certain opioid related lawsuits during YTD 2024.

(7)

Represents costs associated with shareholder advisory matters of $2

million ($2 million, net of taxes) recorded during

Q4 2024.

(8)

Represents impairment charges of $7 million ($5 million,

net of taxes) recorded during Q4 2023 related to certain

intangible assets.

-15-

Exhibit C

Henry Schein, Inc.

2024 Fourth Quarter and Full Year

Reconciliation of reported GAAP net income to Adjusted EBITDA

(in millions)

(unaudited)

Fourth Quarter

Full Year

2024

2023

2024

2023

Net income attributable to Henry Schein, Inc. (GAAP)

390

416

Income attributable to noncontrolling interests

(1)

Net income (GAAP)

398

436

Definitional adjustments:

Interest income

(6)

(5)

(24)

(17)

Interest expense

131

Income taxes

128

120

Depreciation and amortization

297

248

Non-GAAP adjustments:

Restructuring costs

110

Cyber incident-insurance proceeds, net of third-party advisory

expenses

(20)

(31)

Impairment of capitalized assets

Impairment of intangible assets

Change in contingent consideration

Costs associated with shareholder advisory matters

Litigation settlements

Other adjustments:

Equity in earnings of affiliates, net of tax

(1)

(4)

(13)

(14)

Adjusted EBITDA (non-GAAP)

270

172

1,061

985

Adjusted EBITDA is a non-GAAP measure that we calculate

in the manner reflected on Exhibit C. We define Adjusted EBITDA as net income, excluding (i)

net income attributable to noncontrolling interests, (ii) interest

income and expense, (iii) income taxes, (iv) depreciation and amortization,

(v) restructuring

costs, (vi) cyber incident-insurance proceeds, net of third-party

advisory expenses, (vii) impairment of capitalized assets, (viii)

impairment of intangible assets,

(ix) change in contingent consideration, (x) costs associated

with shareholder advisory matters, (xi) litigation settlements,

and (xii) equity in earnings of

affiliates, net of tax.

Amounts may not sum due to rounding.

-16-

Exhibit D - 2022 to 2024 Net Sales:

Henry Schein, Inc.

2022 - 2024 Net Sales by Segment

As Recast

(unaudited)

(in millions)

First

Second

Third

Fourth

Quarter

Year Ended

2022

December 31, 2022

Net sales

Global Distribution and Value

-Added Services

$2,767

$2,602

$2,665

$2,941

$10,975

Global Specialty Products

312

323

309

329

1,273

Global Technology

133

139

135

142

549

Eliminations

(33)

(34)

(42)

(41)

(150)

Total net sales

$3,179

$3,030

$3,067

$3,371

$12,647

First

Second

Third

Fourth

Quarter

Year Ended

2023

December 30, 2023

Net sales

Global Distribution and Value

-Added Services

$2,649

$2,712

$2,551

$10,561

Global Specialty Products

304

345

338

344

1,331

Global Technology

147

152

156

602

Eliminations

(40)

(41)

(40)

(34)

(155)

Total net sales

$3,060

$3,100

$3,162

$3,017

$12,339

First

Second

Third

Fourth

Quarter

Year Ended

2024

December 28, 2024

Net sales

Global Distribution and Value

-Added Services

$2,693

$2,654

$2,711

$2,702

$10,760

Global Specialty Products

360

370

348

368

1,446

Global Technology

157

156

157

160

630

Eliminations

(38)

(44)

(42)

(39)

(163)

Total net sales

$3,172

$3,136

$3,174

$3,191

$12,673

-17-

Exhibit D - 2022 Net Sales:

Henry Schein, Inc.

Reconciliation of 2022 Net Sales by Segment

As Recast

(unaudited)

(in millions)

First

Second

Third

Fourth

Quarter

Year Ended

2022

December 31, 2022

Net sales, as reported previously

Health Care Distribution

$3,000

$2,849

$2,891

$3,184

$11,924

Technology and Value

-Added Services

179

181

176

187

723

Total net sales

$3,179

$3,030

$3,067

$3,371

$12,647

Impact of new segmentation

Global Distribution and Value

-Added Services

$(233)

$(247)

$(226)

$(243)

$(949)

Global Specialty Products

312

323

309

329

1,273

Global Technology

(46)

(42)

(41)

(45)

(174)

Eliminations

(33)

(34)

(42)

(41)

(150)

Net sales, as recast

Global Distribution and Value

-Added Services

$2,767

$2,602

$2,665

$2,941

$10,975

Global Specialty Products

312

323

309

329

1,273

Global Technology

133

139

135

142

549

Eliminations

(33)

(34)

(42)

(41)

(150)

Total net sales

$3,179

$3,030

$3,067

$3,371

$12,647

-18-

Exhibit D - 2023 Net Sales:

Henry Schein, Inc.

Reconciliation of 2023 Net Sales by Segment

As Recast

(unaudited)

(in millions)

First

Second

Third

Fourth

Quarter

Year Ended

2023

December 30, 2023

Net sales, as reported previously

Health Care Distribution

$2,869

$2,907

$2,952

$2,805

$11,533

Technology and Value

-Added Services

191

193

210

212

806

Total net sales

$3,060

$3,100

$3,162

$3,017

$12,339

Impact of new segmentation

Global Distribution and Value

-Added Services

$(220)

$(258)

$(240)

$(254)

$(972)

Global Specialty Products

304

345

338

344

1,331

Global Technology

(44)

(46)

(58)

(56)

(204)

Eliminations

(40)

(41)

(40)

(34)

(155)

Net sales, as recast

Global Distribution and Value

-Added Services

$2,649

$2,712

$2,551

$10,561

Global Specialty Products

304

345

338

344

1,331

Global Technology

147

152

156

602

Eliminations

(40)

(41)

(40)

(34)

(155)

Total net sales

$3,060

$3,100

$3,162

$3,017

$12,339

-19-

Exhibit D - 2024 Net Sales:

Henry Schein, Inc.

Reconciliation of 2024 Net Sales by Segment

As Recast

(unaudited)

(in millions)

First

Second

Third

Fourth

Quarter

Year Ended

2024

December 28, 2024

Net sales, as reported previously

Health Care Distribution

$2,955

$2,922

$2,954

$2,973

$11,804

Technology and Value

-Added Services

217

214

220

218

869

Total net sales

$3,172

$3,136

$3,174

$3,191

$12,673

Impact of new segmentation

Global Distribution and Value

-Added Services

$(262)

$(268)

$(243)

$(271)

$(1,044)

Global Specialty Products

360

370

348

368

1,446

Global Technology

(60)

(58)

(63)

(58)

(239)

Eliminations

(38)

(44)

(42)

(39)

(163)

Net sales, as recast

Global Distribution and Value

-Added Services

$2,693

$2,654

$2,711

$2,702

$10,760

Global Specialty Products

360

370

348

368

1,446

Global Technology

157

156

157

160

630

Eliminations

(38)

(44)

(42)

(39)

(163)

Total net sales

$3,172

$3,136

$3,174

$3,191

$12,673

-20-

Exhibit D - 2022 to 2024 Income from Operations:

Henry Schein, Inc.

2022 - 2024 Operating Income by Segment

As Recast

(unaudited)

(in millions)

First

Second

Third

Fourth

Quarter

Year Ended

2022

December 31, 2022

Income from operations

Global Distribution and Value

-Added Services

$221

$190

$207

$215

$833

Global Specialty Products

192

Global Technology

125

Corporate

(29)

(26)

(25)

(32)

(112)

276

252

258

1,038

Adjustments (a)

(32)

(41)

(186)

(291)

Total income from operations by segment

$244

$220

$211

$72

$747

First

Second

Third

Fourth

Quarter

Year Ended

2023

December 30, 2023

Income from operations

Global Distribution and Value

-Added Services

$186

$180

$198

$101

$665

Global Specialty Products

175

Global Technology

142

Corporate

(27)

(17)

(31)

(92)

235

253

256

146

890

Adjustments (a)

(60)

(52)

(56)

(107)

(275)

Total income from operations

$175

$201

$200

$39

$615

First

Second

Third

Fourth

Quarter

Year Ended

2024

December 28, 2024

Income from operations

Global Distribution and Value

-Added Services

$171

$176

$184

$165

$696

Global Specialty Products

178

Global Technology

152

Corporate

(22)

(8)

(24)

(23)

(77)

225

243

238

949

Adjustments (a)

(75)

(84)

(86)

(83)

(328)

Total income from operations

$150

$159

$157

$155

$621

(a)

Adjustments represent items excluded from calculation of segment operating income reviewed by Chairman and Chief Executive Officer, who is our

chief operating decision maker (“CODM”).

Breakdowns of adjustments by type are included further in this document.

-21-

Exhibit D - 2022 Income from Operations:

Henry Schein, Inc.

Reconciliation of 2022 Income from Operations by Segment

As Recast

(unaudited)

(in millions)

First

Second

Third

Fourth

Quarter

Year Ended

2022

December 31, 2022

Income from operations, as reported previously

Health Care Distribution

$211

$189

$179

$40

$619

Technology and Value

-Added Services

128

Total income from operations

$244

$220

$211

$72

$747

Adjustments for one-time and non-cash items affecting segment presentation, as reported previously (a)

Health Care Distribution

$25

$35

$177

$262

Technology and Value

-Added Services

Adjustments (a)

(32)

(41)

(186)

(291)

Total income from operations

Impact of new segmentation

Global Distribution and Value

-Added Services

$(15)

$(24)

$(7)

$(2)

$(48)

Global Specialty Products

192

Global Technology

(10)

(6)

(7)

(9)

(32)

Corporate

(29)

(26)

(25)

(32)

(112)

Total income from operations

Income from operations, as recast

Global Distribution and Value

-Added Services

$221

$190

$207

$215

$833

Global Specialty Products

192

Global Technology

125

Corporate

(29)

(26)

(25)

(32)

(112)

276

252

258

1,038

Adjustments (a)

(32)

(41)

(186)

(291)

Total income from operations, as

recast

$244

$220

$211

$72

$747

(a)

Adjustments represent items excluded from calculation of segment operating income reviewed by the Chairman and Chief Executive Officer, who is

our chief operating decision maker.

First

Second

Third

Fourth

Quarter

Year Ended

2022

December 31, 2022

Amortization of acquisition-related intangibles

$(32)

$(31)

$(126)

Restructuring costs

(10)

(121)

(131)

Impairment of intangible assets

(34)

Total adjustments

$(32)

$(41)

$(186)

$(291)

-22-

Exhibit D - 2023 Income from Operations:

Henry Schein, Inc.

Reconciliation of 2023 Income from Operations by Segment

As Recast

(unaudited)

(in millions)

First

Second

Third

Fourth

Quarter

Year Ended

2023

December 30, 2023

Income from operations, as reported previously

Health Care Distribution

$145

$166

$160

$(1)

$470

Technology and Value

-Added Services

145

Total income from

operations

$175

$201

$200

$39

$615

Adjustments for one-time and non-cash items affecting segment presentation, as reported previously (a)

Health Care Distribution

$50

$44

$46

$95

$235

Technology and Value

-Added Services

Adjustments (a)

(60)

(52)

(56)

(107)

(275)

Total income from operations

Impact of new segmentation

Global Distribution and Value

-Added Services

$(9)

$(30)

$(8)

$(40)

Global Specialty Products

175

Global Technology

(6)

(8)

(15)

(14)

(43)

Corporate

(27)

(17)

(31)

(92)

Total income from operations

Income from operations, as recast

Global Distribution and Value

-Added Services

$186

$180

$198

$101

$665

Global Specialty Products

175

Global Technology

142

Corporate

(27)

(17)

(31)

(92)

235

253

256

146

890

Adjustments (a)

(60)

(52)

(56)

(107)

(275)

Total income from operations, as

recast

$175

$201

$200

$39

$615

(a)

Adjustments represent items excluded from calculation of segment operating income reviewed by the Chairman and Chief Executive Officer, who is

our chief operating decision maker.

First

Second

Third

Fourth

Quarter

Year Ended

2023

December 30, 2023

Amortization of acquisition-related intangibles

$(30)

$(34)

$(44)

$(42)

$(150)

Restructuring costs

(30)

(18)

(12)

(20)

(80)

Cyber incident-insurance proceeds, net of third-party

advisory expenses

(11)

Impairment of capitalized assets

(27)

Impairment of intangible assets

(7)

Total adjustments

$(60)

$(52)

$(56)

$(107)

$(275)

-23-

Exhibit D - 2024 Income from Operations:

Henry Schein, Inc.

Reconciliation of 2024 Income from Operations by Segment

As Recast

(unaudited)

(in millions)

First

Second

Third

Fourth

Quarter

Year Ended

2024

December 28, 2024

Income from operations, as reported previously

Health Care Distribution

$126

$146

$118

$117

$507

Technology and Value

-Added Services

114

Total income from operations

$150

$159

$157

$155

$621

Adjustments for one-time and non-cash items affecting segment presentation, as reported previously (a)

Health Care Distribution

$49

$50

$67

$60

$226

Technology and Value

-Added Services

102

Adjustments (a)

(75)

(84)

(86)

(83)

(328)

Total income from operations

Impact of new segmentation

Global Distribution and Value

-Added Services

$(4)

$(20)

$(1)

$(12)

$(37)

Global Specialty Products

178

Global Technology

(16)

(13)

(20)

(15)

(64)

Corporate

(22)

(8)

(24)

(23)

(77)

Total income from operations

Income from operations, as recast

Global Distribution and Value

-Added Services

$171

$176

$184

$165

$696

Global Specialty Products

178

Global Technology

152

Corporate

(22)

(8)

(24)

(23)

(77)

225

243

238

949

Adjustments (a)

(75)

(84)

(86)

(83)

(328)

Total income from operations, as

recast

$150

$159

$157

$155

$621

(a)

Adjustments represent items excluded from calculation of segment operating income reviewed by the Chairman and Chief Executive Officer, who is

our chief operating decision maker.

First

Second

Third

Fourth

Quarter

Year Ended

2024

December 28, 2024

Amortization of acquisition-related intangibles

$(45)

$(47)

$(45)

$(184)

Restructuring costs

(10)

(15)

(48)

(37)

(110)

Cyber incident-insurance proceeds, net of third-party

advisory expenses

(5)

Impairment of capitalized assets

(12)

Change in contingent consideration

(15)

(23)

(7)

(45)

Litigation settlements

(6)

Costs associated with shareholder advisory matters

(2)

Total adjustments

$(75)

$(84)

$(86)

$(83)

$(328)