SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN THE STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c), and (d) and AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
(Amendment No. ________)1
HENRY SCHEIN, INC.
______________________________________________________
(Name of Issuer)
Common Stock, Par value $.01 per Share
______________________________________________________
(Title of Class of Securities)
806407102
______________________________________________________
(CUSIP Number)
______________________________________________________
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
Rule 13d-1(b)
Rule 13d-(c)
/X/ Rule 13d-1(d)
1 The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
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CUSIP No. 806407102 13G Page 2 of 7 Pages
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1. Names of Reporting Persons.
Marvin H. Schein and trusts established by Marvin H. Schein under
Trust Agreements dated September 12, 1994, May 15, 1995, April 9, 1997,
December 22, 1998, and August 4, 1999
IRS Identification No. of Above Persons
(Entities Only)
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2. Check the Appropriate Box if a Member (a)
of a Group* (b) X
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3. SEC Use Only
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4. Citizenship or Place of Organization
United States
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Number of Shares 5. Sole Voting
Beneficially Owned Power 415,132 shs.
by Each Reporting 6. Shared Voting
Person With Power 2,592,454
7. Sole Dispositive
Power 415,132 shs.
8. Shared Dispositive
Power 2,592,454
9. Aggregate Amount Beneficially Owned by Each Reporting Person
3,007,586 shs.
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10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* [x]
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11. Percent of Class Represented by Amount in Row (9)
7.4%
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12. Type of Reporting Person*
IN
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*SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP No. 806407102 13D Page 3 of 7 Pages
ITEM 1(a). Name of Issuer:
The name of the Issuer is Schein Henry, Inc. (the "Company")
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ITEM 1(b). Address of Issuer's Principal Executive Offices:
The address of the Company's principal executive office is 135 Duryea
Road, Meville, New York 11747
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ITEM 2(a). Name of Person Filing
This Schedule is filed on behalf of (i) Marvin Schein, individually
and as trustee of various grantor retained annuity trusts for the benefit
of his children and charitable retained annuity trusts for the benefit of
charities to be determinted (the "Trusts"), with respect to which he serves
as co-trustee, (ii) as co-trustee of the Trusts, and (iii) the individual
Trusts.
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ITEM 2(b). Address of Principal Business Office or, if None, Residence:
The address of Mr. Schein's principal business office is c/o Henry Schein,
Inc., 135 Duryea Road, Melville, New York 11747.
Mr. Levine's business address is c/o Ackerman, Levine, Cullen & Brickman,
LLP, 175 Great Neck Road, Great Neck, New York 11021.
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ITEM 2(c). Citizenship.
As to all filing persons: United States
ITEM 2(d). Title of Class of Securities.
This Schedule relates to the Common Stock, par value $.01 per share
("Common Stock") of the Company.
ITEM 2(e). CUSIP Number.
The CUSIP number of the Common Stock is 806407102.
ITEM 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or
(c), Check Whether the Person Filing is a:
Not Applicable
(a) /_/ Broker or dealer registered under Section 15 of the Exchange Act.
(b) /_/ Bank as defined in Section 3(a)(6) of the Exchange Act.
(c) /_/ Insurance company as defined in Section 3(a)(19) of the
Exchange Act.
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CUSIP No. 806407102 13G Page 4 of 7 Pages
(d) /_/ Investment company registered under Section 8 of the
Investment Company Act.
(e) /_/ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) /_/ An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(G);
(g) /_/ A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G);
(h) /_/ A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act;
(i) /_/ A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act;
(j) /_/ Group, in accordance with Rule 13-d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this box. /_/
ITEM 4. Ownership.
As of December 31, 1999, Mr. Schein was the beneficial owner of
3,007,586** shares of Common Stock, which represents 7.7% of the class. As of
December 31, 1999, Mr. Schein shared the power to vote, or direct the vote of,
and dispose, or direct the disposition of, 2,592,454 share of Common Stock in
his capacity as co-trustee of four trusts established by Marvin H. Schein under
Trust Agreements dated September 12, 1994, May 15, 1995, April 9, 1997,
December 22, 1998 and August 4, 1999 (collectively, the "Trusts"). As of
December 31, 1999, Mr. Schein had the sole power to vote, or direct the vote
of, and dispose of, or direct the disposition of, 415,132 shares of
Common Stock.
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** Does not include 3,349,648 share of Common Stock )other than the shares
included in Item 4) held by certain other stockholders of the Company that
are subject to the Amended and Restated HSI Agreement ("HSI Agreement'),
dated as of February 16, 1994, between certain of the Company's
stockholders and the Company, which generally provides that Stanley M.
Bergman has the Right to direct the nomination of all of the nominees to
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CUSIP No. 806407102 13G Page 5 of 7 Pages
the Company's Board of Directors. However, if Marvin H. Schein, a
principal stockholder and a member o the Board of Directors, does not
approve such nominations, Mr. Bergman and Mr. Schein will each nominate
that number of nominees equal to one-half of the entire Board, rounded
down to the nearest whole number (of which one will be an independent
nominee), and the remaining nominee (if there is an odd number of
directors) will be selected by the two independent nominees. Until
December 31, 2003, (a) Pamela Schein, the Trust established by Pamela
Joseph under Trust Agreement dated February 14, 1994, Marvin H. Schein,
Stanley M. Bergman, Martin Sperber, James P. Breslawski, and Steven
Paladino, (b) the spouse (or former spouse), children, grandchildren or
direct lineal descendents of, or parents of, any of the persons in (a),
(c) any estate of the persons in (b), (d) any executor, guardian,
committee, or other fiduciary acting in such capacity (and the estates
and trusts for which they so act) solely on behalf or for the benefit
of any person referred to in (a) or 9b), and (e) any entity owned
exclusively by any person referred to in (a) and/or the individuals or
entities referred to in (b), (c) or (d), must vote all shares of the
Company's voting securities over which they have voting control for Mr.
Bergman's nominees to the Company's Board of Directors.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not Applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
ANOTHER PERSON.
Leslie Levine, as co-trustee of the Trusts, and the Trusts share the
right with Mr. Schein to direct the receipt of dividends from, or the proceeds
from the sale of, the 2,592,454 share of Common Stock.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT
HOLDING COMPANY.
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not Applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not Applicable
ITEM 10. CERTIFICATIONS.
Not Applicable
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CUSIP No. 806407102 13G Page 6 of 7 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: February , 2000
/s/ Marvin H. Schein
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Marvin H. Schein
Marvin H. Schein and Leslie J. Levine,
as trustees of trusts established for the
benefit of Marvin H. Schein u/i/d
September 12, 1994, May 15, 1995, April 9, 1997,
December 22, 1998 and August 4, 1999
/s/ Marvin H. Schein, Trustee
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Marvin H. Schein, Trustee
/s/ Leslie J. Levine, Trustee
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Leslie J. Levine, Trustee
