Item 9A. Controls and Procedures

Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of management, including

our principal executive officer and

principal financial officer, we evaluated the effectiveness of the design and operation of our disclosure controls and

procedures as of the end of the period covered by this annual report as

such term is defined in Rules 13a-15(e) and

15d-15(e) promulgated under the Securities Exchange Act of 1934,

as amended (the “Exchange Act”).

Based on

this evaluation, our management, including our principal executive

officer and principal financial officer,

concluded that our disclosure controls and procedures were effective as of December 27,

2025, to ensure that all

material information required to be disclosed by us in reports that we file

or submit under the Exchange Act is

accumulated and communicated to them as appropriate to allow timely

decisions regarding required disclosure and

that all such information is recorded, processed, summarized and reported

within the time periods specified in the

SEC’s rules and forms, and the rules of the Nasdaq stock exchange.

Changes in Internal Control over Financial Reporting

The combination of acquisitions, continued acquisition integrations and systems

implementation activity

undertaken during the quarter ended December 27, 2025, and carried over from

prior quarters, when considered in

the aggregate, represents a material change in our internal control

over financial reporting.

The full integration of

certain acquisitions completed in the current and prior quarters will extend

beyond year-end and, therefore, we

excluded these acquisitions, which represents approximately 0.10% of

our total net sales, from our annual

assessment of internal control over financial reporting as of December

27, 2025, as permitted by related SEC staff

interpretive guidance for newly acquired businesses.

During the quarter ended December 27, 2025, we completed the acquisition

of a controlling interest of a Global

Distribution and Value-Added Services segment affiliate in Canada as well as the acquisition of a Global

Specialties Products segment business in Brazil.

Also, post-acquisition integration related activities continued for

businesses acquired during prior quarters within our Global Specialties Products

segment.

These acquisitions, the

majority of which utilize separate information and financial accounting

systems, have been included in our

consolidated financial statements since their respective dates of acquisition.

Additionally, during the quarter ended December 27, 2025, we continued systems implementation activities for the

phased roll-out of a new e-commerce system for our Global Distribution

and Value

-Added Services segment in the

U.S. and Canada.

Also, we completed systems implementation activity for migrating

many of our Global

Distribution and Value-Added Services, Global Specialty Products and Global Technology segment businesses

Company-wide onto an existing Human Capital Management

system.

Finally, we continued systems

implementation activities for upgrading the ERP business system for our Global

Distribution and Value-Added

Services segment in Australia and New Zealand.

All acquisitions, continued acquisition integrations, and systems

implementation activities involve necessary and

appropriate change-management controls that are considered in our quarterly

assessment of the design and

operating effectiveness of our internal control over financial reporting.

Management’s

Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate

internal control over financial reporting,

as such term is defined in Exchange Act Rule 13a-15(f).

Our internal control system is designed to provide

reasonable assurance to our management and Board regarding the preparation

and fair presentation of published

financial statements.

Under the supervision and with the participation of our management,

including our principal

Index to Financial Statements

executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal

control over financial reporting based on the framework in Internal Control-Integrated

Framework (2013), updated

and reissued by the Committee of Sponsoring Organizations, or the COSO Framework.

Based on our evaluation

under the COSO Framework, our management concluded that our

internal control over financial reporting was

effective at a reasonable assurance level as of December 27, 2025.

The effectiveness of our internal control over financial reporting as of December 27,

2025, has been independently

audited by BDO USA, P.C., an independent registered public accounting firm and their attestation is included

herein.

Limitations of the Effectiveness of Internal Control

A control system, no matter how well conceived and operated, can provide

only reasonable, not absolute, assurance

that the objectives of the internal control system are met.

Because of the inherent limitations of any internal control

system, no evaluation of controls can provide absolute assurance that

all control issues, if any, within a company

have been detected.

Index to Financial Statements

Report of Independent Registered Public Accounting Firm

Shareholders and Board of Directors

Henry Schein, Inc.

Melville, New York

Opinion on Internal Control over Financial Reporting

We

have audited Henry

Schein, Inc.’s

(the “Company’s”)

internal control over

financial reporting as

of December

27, 2025, based on

criteria established in Internal Control

– Integrated Framework (2013) issued

by the Committee

of

Sponsoring

Organizations

of

the

Treadway

Commission

(the

“COSO

criteria”).

In

our

opinion,

the

Company

maintained,

in

all

material

respects,

effective

internal

control

over

financial

reporting

as

of

December

27,

2025,

based on the COSO criteria.

We

also

have

audited,

in

accordance

with

the

standards

of

the

Public

Company

Accounting

Oversight

Board

(United States) (PCAOB), the consolidated balance sheets of the Company as of December 27, 2025 and December

28,

2024,

the

related

consolidated

statements

of

income

and

comprehensive

income,

changes

in

stockholders’

equity, and cash

flows for each of the three years in the

period ended December 27, 2025, and the related

notes and

our report dated February 24, 2026 expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s

management is

responsible for

maintaining effective

internal control

over financial

reporting and

for

its

assessment

of

the

effectiveness

of

internal

control

over

financial

reporting,

included

in

the

accompanying

Item

9A, Management’s

Report on

Internal Control

over

Financial Reporting.

Our responsibility

is

to

express an

opinion on the

Company’s internal

control over financial

reporting based on

our audit. We

are a public

accounting

firm

registered

with

the

PCAOB and

are

required

to

be

independent

with

respect

to

the

Company in

accordance

with

U.S.

federal

securities

laws

and

the

applicable

rules

and

regulations

of

the

Securities

and

Exchange

Commission and the PCAOB.

We conducted our audit of internal control over financial reporting in accordance with the standards of the PCAOB.

Those standards require

that we plan

and perform the

audit to

obtain reasonable assurance

about whether effective

internal

control

over

financial

reporting

was

maintained

in

all

material

respects.

Our

audit

included

obtaining

an

understanding

of

internal

control

over

financial

reporting,

assessing

the

risk

that

a

material

weakness

exists,

and

testing

and

evaluating

the

design

and

operating

effectiveness

of

internal

control

based

on

the

assessed

risk.

Our

audit also included performing

such other procedures as we

considered necessary in the

circumstances. We

believe

that our audit provides a reasonable basis for our opinion.

As indicated in

the accompanying Item

9A, Controls and

Procedures, management’s

assessment of and

conclusion

on

the

effectiveness

of

internal

control

over

financial

reporting

did

not

include

the

internal

controls

of

certain

entities

acquired

in

2025

(“the

2025

Acquisitions”),

which

are

included

in

the

consolidated

balance

sheet

of

the

Company as of December 27,

2025, and the related consolidated

statements of income and comprehensive income,

changes

in

stockholders’

equity,

and

cash

flows

for

the

year

then

ended. The

2025

Acquisitions

constituted

approximately

0.10%

of

total

net

sales

for

the

year

ended

December

27,

Management

did

not

assess

the

effectiveness

of

internal

control

over

financial

reporting

of

the

2025

Acquisitions

because

of

the

timing

of

the

acquisitions

which

were

completed

during

the

2025

fiscal

year.

Our

audit

of

internal

control

over

financial

reporting of

the Company

also did

not include

an evaluation

of the

internal control

over financial

reporting of

the

2025 Acquisitions.

Definition and Limitations of Internal Control over Financial Reporting

A

company’s

internal

control

over

financial

reporting

is

a

process

designed

to

provide

reasonable

assurance

regarding the

reliability of

financial reporting

and the

preparation of

financial statements

for external

purposes in

accordance

with

generally

accepted

accounting

principles.

A

company’s

internal

control

over

financial

reporting

includes

those

policies

and

procedures

that

(1)

pertain

to

the

maintenance

of

records

that,

in

reasonable

detail,

accurately and

fairly reflect

the transactions

and dispositions

of the

assets of

the company;

(2) provide

reasonable

Index to Financial Statements

assurance

that

transactions

are

recorded

as

necessary

to

permit

preparation

of

financial

statements

in

accordance

with generally

accepted accounting

principles, and

that receipts

and expenditures

of the

company are

being made

only

in

accordance with

authorizations of

management and

directors of

the

company; and

(3) provide

reasonable

assurance

regarding

prevention

or

timely

detection

of

unauthorized

acquisition,

use,

or

disposition

of

the

company’s assets that could have a material effect on the financial statements.

Because

of

its

inherent

limitations,

internal

control

over

financial

reporting

may

not

prevent

or

detect

misstatements.

Also,

projections

of

any

evaluation

of

effectiveness

to

future

periods

are

subject

to

the

risk

that

controls

may

become

inadequate

because

of

changes

in

conditions,

or

that

the

degree

of

compliance

with

the

policies or procedures may deteriorate.

/s/ BDO USA, P.C.

New York

,

New York

February 24, 2026

Index to Financial Statements