Kevin Michael Barry Form 4 PATTERSON COMPANIES / KEVIN MICHAEL BARRY ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BARRY KEVIN MICHAEL

(Last)

(First)

(Middle)

1031 MENDOTA HEIGHTS ROAD

(Street)

ST. PAUL

55120

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PATTERSON COMPANIES, INC. [ PDCO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/01/2023		S⁽¹⁾		1,627	D	$25.36	23,103⁽²⁾	D
Common Stock								1,592⁽³⁾	I	By ESOP

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Options⁽⁴⁾	$33.26							⁽⁵⁾	07/01/2033	Common Stock	18,727		18,727	D
Employee Stock Options⁽⁶⁾	$30.59							⁽⁷⁾	07/01/2032	Common Stock	7,883		7,883	D
Employee Stock Options⁽⁸⁾	$30.77							⁽⁹⁾	07/01/2031	Common Stock	7,881		7,881	D
Employee Stock Options⁽¹⁰⁾	$23.57							⁽¹¹⁾	07/14/2030	Common Stock	11,013		11,013	D
Employee Stock Options⁽¹²⁾	$22.25							⁽¹³⁾	07/01/2029	Common Stock	30,030		30,030	D
Employee Stock Options⁽¹⁴⁾	$24.21							⁽¹⁵⁾	08/01/2028	Common Stock	12,392		12,392	D

Explanation of Responses:

1. The transaction reported on this Form 4 was effected pursuant to a Rule 10b5-1 Plan adopted by the Reporting Person on September 1, 2023.

2. Includes an aggregate of 17,546 restricted stock units ("RSUs) awarded in the years 2021 through 2023 to Reporting Person pursuant to the Patterson Companies, Inc. Amended and Restated 2015 Omnibus Incentive Plan ("Plan). The RSUs vest contingent upon continued employment as follows: 3,107 units vest on 12/15/2023, 3,444 units vest on 7/1/2024, 3,107 units vest on 12/15/2024, 2,766 units vest on 7/1/2025, 3,115 units vest on 12/15/2025 and 2,007 units vest on 7/1/2026.

3. Represents shares of common stock indirectly held by the Report Person's Employee Stock Ownership Plan (ESOP) account through November 3, 2023.

4. Stock options granted pursuant to the Plan on 7/1/2023.

5. Options are exercisable as follows: 33.3% on 7/1/2024, 33.3% on 7/1/2025 and 33.4% on 7/1/2026.

6. Stock options granted pursuant to the Plan on 7/1/2022.

7. Options are exercisable as follows: 33.3% on 7/1/2023, 33.3% on 7/1/2024 and 33.4% on 7/1/2025.

8. Stock options granted pursuant to the Plan on 7/1/2021.

9. Options are exercisable as follows: 33.3% on 7/1/2022, 33.3% on 7/1/2023 and 33.4% on 7/1/2024.

10. Stock options grants pursuant to the Plan on 7/14/2020.

11. Options are exercisable as follows: 33.3% on 7/14/2021, 33.3% on 7/14/2022 and 33.4% on 7/14/2023.

12. Stock options grants pursuant to the Plan on 7/1/2019.

13. Options are exercisable as follows: 33.3% on 7/1/2020, 33.3% on 7/1/2021 and 33.4% on 7/1/2022.

14. Stock options grants pursuant to the Plan on 8/1/2018.

15. Options are exercisable as follows: 33.3% on 8/1/2019, 33.3% on 8/1/2020 and 33.4% on 8/1/2021.

Remarks:

	Les B. Korsh, by Power of Attorney	12/04/2023
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Kevin Michael Barry Form 4PATTERSON COMPANIES / KEVIN MICHAEL BARRY ownership change