0000899243-19-005754.txt : 20190304 0000899243-19-005754.hdr.sgml : 20190304 20190304160918 ACCESSION NUMBER: 0000899243-19-005754 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190228 FILED AS OF DATE: 20190304 DATE AS OF CHANGE: 20190304 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PALADINO STEVEN CENTRAL INDEX KEY: 0001194353 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38794 FILM NUMBER: 19653803 MAIL ADDRESS: STREET 1: C/O HENRY SCHEIN INC STREET 2: 135 DURYEA RD CITY: MELVILLE STATE: NY ZIP: 11747 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: COVETRUS, INC. CENTRAL INDEX KEY: 0001752836 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DRUG STORES AND PROPRIETARY STORES [5912] IRS NUMBER: 831448706 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7 CUSTOM HOUSE STREET CITY: PORTLAND STATE: ME ZIP: 04101 BUSINESS PHONE: 888-280-2221 MAIL ADDRESS: STREET 1: 7 CUSTOM HOUSE STREET CITY: PORTLAND STATE: ME ZIP: 04101 FORMER COMPANY: FORMER CONFORMED NAME: HS Spinco, Inc. DATE OF NAME CHANGE: 20180912 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-02-28 0 0001752836 COVETRUS, INC. CVET 0001194353 PALADINO STEVEN 7 CUSTOM HOUSE STREET PORTLAND ME 04101 1 0 0 0 Common Stock 2019-02-28 4 A 0 6288 0.00 A 43037 D Common Stock 2673 I By 401(k) plan Represents shares issuable upon settlement of Restricted Stock Units ("RSUs") granted to the Reporting Person. Each RSU represents a contingent right to receive one share of Issuer's common stock. Subject to the Reporting Person's continuous service as a director of the Issuer, 100% of the RSUs will vest on the first anniversary of the grant date. Exhibit List Exhibit 24 - Power of Attorney /s/ Erin Powers Brennan, as attorney-in-fact for Steven Paladino 2019-03-04 EX-24 2 attachment1.htm EX-24 DOCUMENT
                                                                      EXHIBIT 24

                             LIMITED POWER OF ATTORNEY FOR

                             SECTION 16 REPORTING PURPOSES

    KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and
appoints each of Christine Komola and Erin Powers Brennan, signing singly, as
his or her true and lawful attorney-in-fact to:

        (1)   execute for and on behalf of the undersigned, in the undersigned's
    capacity as an officer of Covetrus, Inc. (the "Company"), Forms 3, 4, and 5
    in accordance with Section 16(a) of the Securities Exchange Act of 1934, as
    amended (the "Exchange Act") and the rules and regulations promulgated
    thereunder and any other forms or reports the undersigned may be required to
    file in connection with the undersigned's ownership, acquisition, or
    disposition of securities of the Company;

        (2)   seek or obtain, as the undersigned's representative and on the
    undersigned's behalf, information on transactions in the Company's
    securities from any third party, including brokers, employee benefit plan
    administrators and trustees, and the undersigned hereby authorizes any such
    person to release any such information to any attorney-in-fact and further
    approves and ratifies any such release of information;

        (3)   do and perform any and all acts for and on behalf of the
    undersigned which may be necessary or desirable to complete and execute any
    such Form 3, 4, or 5, or other form or report, and timely file such form or
    report with the U.S. Securities and Exchange Commission and any stock
    exchange or similar authority; and

        (3)   take any other action of any type whatsoever in connection with
    the foregoing which, in the opinion of such attorney-in-fact, may be of
    benefit to, in the best interest of, or legally required by, the
    undersigned, it being understood that the documents executed by such
    attorney-in-fact on behalf of the undersigned, pursuant to this Limited
    Power of Attorney, shall be in such form and shall contain such terms and
    conditions as such attorney-in-fact may approve in his or her discretion.

    The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform each and every act and thing whatsoever requisite,
necessary, and proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or his
substitute or substitutes, shall lawfully do or cause to be done by virtue of
this Limited Power of Attorney and the rights and powers herein granted.

    The undersigned hereby acknowledges that (a) the foregoing attorneys-in-fact
are serving in such capacity at the request of the undersigned; (b) this Limited
Power of Attorney authorizes, but does not require, each such attorney-in-fact
to act in his or her discretion on information provided to such attorney-in-
fact without independent verification of such information; (c) any documents
prepared and/or executed by any attorney-in-fact on behalf of the undersigned
pursuant to this Limited Power of Attorney shall be in such form and shall
contain such information and disclosure as such attorney-in-fact, in his or her
sole discretion, deems necessary or advisable; (d) neither the Company nor any
attorney-in-fact assumes (i) any liability for the undersigned's responsibility
to comply with the requirements of the Exchange Act, (ii) any liability of the
undersigned for any failure to comply with such requirements or (iii) any
obligation or liability of the undersigned for profit disgorgement under Section
16(b) of the Exchange Act; and (e) this Limited Power of Attorney does not
relieve the undersigned from responsibility for compliance with the
undersigned's obligations under the Exchange Act, including, without limitation,
the reporting requirements under Section 16 of the Exchange Act.

    This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of, and transactions in, securities issued by the
Company, unless earlier revoked by the undersigned in a signed writing delivered
to the foregoing attorneys-in-fact.

                              [Signature Page Follows]



    IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 7th day of February, 2019.


                                         /s/ Steven Paladino
                                        -----------------------------
                                        Name: Steven Paladino


              [Signature Page to Power of Attorney (Steven Paladino)]