Sec Form 4 Filing - PALADINO STEVEN @ COVETRUS, INC. - 2020-02-07

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
PALADINO STEVEN
2. Issuer Name and Ticker or Trading Symbol
COVETRUS, INC. [ CVET]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
7 CUSTOM HOUSE STREET
3. Date of Earliest Transaction (MM/DD/YY)
02/07/2020
(Street)
PORTLAND, ME04101
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 02/07/2020 S( 1 ) 2,745 ( 2 ) D $ 13 0 I By 401(k) plan
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
PALADINO STEV EN
7 CUSTOM HOUSE STREET
PORTLAND, ME04101
X
Signatures
/s/ Erin Powers Brennan, as attorney-in-fact for Steven Paladino 02/11/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Reporting Person is an executive officer of Henry Schein, Inc. As a result of Henry Schein, Inc.'s spinoff transaction resulting in Covetrus, Inc. being an independent public company, participants in the Henry Schein 401(k) Savings Plan (the "Henry Schein Plan") who held units in the Henry Schein stock fund as of February 7, 2019 (closing date of the spinoff transaction) were credited with 0.4 of a unit in the Covetrus stock fund for every one unit held of the Henry Schein stock fund. On February 7, 2020, the Covetrus stock fund was removed as an investment option offered through the Henry Schein Plan. Any amounts invested in the Covetrus stock fund as of February 7, 2020 were automatically sold with no investment decision exercised by the holder. This Form 4 reports that automatic sale.
( 2 )The number of shares sold reflects the Reporting Person's interest in equivalent shares of Covetrus common stock held by the unitized stock fund in the Henry Schein Plan. The unitized stock fund consists of Covetrus common stock and cash or cash equivalents. The number of shares attributed to the Reporting Person as a participant in the Henry Schein Plan and expressed as equivalent shares has been calculated based on the closing price of Covetrus common stock on the date of the reported transaction.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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