Henry Schein (NASDAQ:HSIC) held its 31st annual meeting of stockholders virtually, with Chairman Stanley Bergman presiding and stockholders voting on director elections, executive compensation, auditor ratification and a shareholder governance proposal.
The meeting also marked a significant leadership transition for the healthcare products and services distributor. Bergman, who has served as a director for 44 years, said he is stepping down and will assume the title of chairman emeritus. He said the board would select a new non-executive chair at a board meeting following the annual meeting.
Board Changes and Director Elections
Bergman recognized several directors who did not stand for re-election: Dr. Bradley Sheares, Joseph Herring, Robert Hombach and Scott Serota. He thanked them for their service and highlighted their contributions across strategy, compliance, cybersecurity, healthcare policy and financial oversight.
Philip Laskawy, Henry Schein’s lead director, praised Bergman’s tenure, saying he helped grow Henry Schein from a small family-owned operation into “a multinational enterprise approaching a $10 billion valuation with over $13 billion in sales.” Laskawy also referenced the company’s former animal health business, which he said generated $4 billion in annual sales and delivered approximately $3 billion in value to shareholders when it was spun off in 2019.
Stockholders elected 10 incumbent directors to terms expiring in 2027. The elected directors are:
- Mohamad Ali
- William K. Daniel
- Deborah Derby
- Carole T. Faig
- Kurt P. Kuehn
- Philip Laskawy
- Max Lin
- Fred Lowery
- Anne H. Margulies
- Dr. Reed V. Tuckson
Shareholders Approve Governance Proposal
Stockholders also approved, on a preliminary basis, a shareholder proposal submitted by John Chevedden seeking to eliminate supermajority voting standards and move to majority voting requirements in Henry Schein’s governing documents.
Chevedden argued that supermajority voting requirements can block proposals supported by most shareholders but opposed by management. He cited academic research and prior votes at other public companies where similar proposals received substantial support.
Bergman said the board recommended a vote against the proposal, referring shareholders to the board’s statement of opposition in the company’s proxy statement. Despite that recommendation, the preliminary voting results showed the proposal was approved.
Executive Pay and Auditor Ratification Approved
Stockholders approved, by non-binding vote, the 2025 compensation paid to the company’s named executive officers. They also ratified BDO USA as Henry Schein’s independent registered public accounting firm for the fiscal year ending Dec. 26, 2026.
Bergman said final voting results will be filed with the Securities and Exchange Commission on Form 8-K.
Lowery Addresses Dental Market Questions
During the question-and-answer portion of the meeting, an unidentified shareholder asked about increased competition from new market entrants in digital equipment, including intraoral scanners, and consumables such as gloves.
Lowery said the company views new interest in intraoral scanners as a positive development because it expands investment in digital dentistry. He said Henry Schein does not believe the category significantly affects gross margins.
The shareholder also asked about conditions in the core dental segment, including slower demand for high-cost procedures and flat patient traffic. Lowery said U.S. patient traffic is steady, but added that the company believes demand outpaces supply. He said discretionary spending primarily affects high-end implant procedures and pointed to dentist retirements and a shortage of hygienists as contributing factors.
“We expect this to normalize over time,” Lowery said, adding that despite a “relatively flat to positive market,” Henry Schein’s dental business is doing well.
Strategy Focus
Lowery said Henry Schein is focused on building “the healthcare industry’s most trusted and comprehensive platform of integrated solutions.” He said the company plans to continue developing value-added services and open-architecture clinical workflow solutions for practitioners.
He also said Henry Schein is focused on helping integrate dental and medical services, describing the future of healthcare as connected and saying the company is positioned to help bridge those areas for practitioners and patients.
About Henry Schein (NASDAQ:HSIC)
Henry Schein, Inc is a leading global distributor of healthcare products and services, primarily serving office-based dental, medical and animal health practitioners. The company operates through three principal segments—Schein Dental, Schein Medical and Animal Health—each offering a comprehensive portfolio of consumable products, equipment, instruments and related value-added services. With a focus on improving practice efficiency and patient care, Henry Schein provides everything from dental restorative materials and orthodontic appliances to vaccines, pharmaceuticals and diagnostic devices for physicians, as well as pet health products and veterinary equipment for animal health professionals.
In addition to its broad product offering, Henry Schein delivers a suite of technology and service solutions aimed at streamlining workflows and enhancing clinical outcomes.
