Sec Form 4 Filing - HAMBURG MARGARET A @ HENRY SCHEIN INC - 2009-05-19

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
HAMBURG MARGARET A
2. Issuer Name and Ticker or Trading Symbol
HENRY SCHEIN INC [ HSIC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Former Director
(Last) (First) (Middle)
C/O HENRY SCHEIN, INC., 135 DURYEA ROAD
3. Date of Earliest Transaction (MM/DD/YY)
05/19/2009
(Street)
MELVILLE, NY11747
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01 per share 05/20/2009 M 20,000 A $ 32.15 32,235 D
Common Stock, par value $0.01 per share 05/20/2009 M 15,000 A $ 35.49 47,235 D
Common Stock, par value $0.01 per share 05/20/2009 M 15,000 A $ 39.43 62,235 D
Common Stock, par value $0.01 per share 05/20/2009 S 50,000 D $ 45.09 ( 1 ) 12,235 D
Common Stock, par value $0.01 per share 05/20/2009 S 1,000 D $ 45.38 ( 2 ) 11,235 D
Common Stock, par value $0.01 per share 05/19/2009 D( 3 ) 11,235 D $ 0 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 32.15 05/20/2009 M 20,000 ( 4 ) 08/19/2009( 5 ) Common Stock, par value $0.01 per share 20,000 $ 0 0 D
Stock Option (Right to Buy) $ 35.49 05/20/2009 M 15,000 ( 6 ) 08/19/2009( 5 ) Common Stock, par value $0.01 per share 15,000 $ 0 0 D
Stock Option (Right to Buy) $ 39.43 05/20/2009 M 15,000 ( 7 ) 08/19/2009( 5 ) Common Stock, par value $0.01 per share 15,000 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HAMBURG MARGARET A
C/O HENRY SCHEIN, INC.
135 DURYEA ROAD
MELVILLE, NY11747
Former Director
Signatures
/s/ Margaret A. Hamburg 05/22/2009
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price reflects a weighted average of sales made at prices ranging from $44.84 to $45.32 per share. The Reporting Person, upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, will provide full information regarding the number of shares sold at each separate price for this transaction.
( 2 )The price reflects a weighted average of sales made at prices ranging from $45.38 to $45.39 per share. The Reporting Person, upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, will provide full information regarding the number of shares sold at each separate price for this transaction.
( 3 )Dr. Hamburg's time-based restricted stock and restricted stock units that were subject to her continued service as a member of the Issuer's Board of Directors until four years from their respective grant dates were forfeited on May 19, 2009 when she resigned from the Board.
( 4 )The option vested in three equal installments on each of November 10, 2004, November 10, 2005 and November 10, 2006.
( 5 )Dr. Hamburg resigned from the Issuer's Board of Directors on May 19, 2009. By its terms, the option expires 3 months from Dr. Hamburg's resignation date.
( 6 )The option vested in four equal installments on each of February 18, 2005, February 18, 2006 and February 18, 2007 and February 18, 2008.
( 7 )The option vested in four equal installments on each of March 9, 2006, March 9, 2007 and March 9, 2008 and March 9, 2009.

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