Hain Celestial's Michael Ragusa receives 4,633 shares

The 13,899-RSU award is scheduled to vest in 4,633-unit installments on October 28, 2025, October 28, 2026, and October 28, 2027.

Rhea-AI Filing Summary

Hain Celestial Group (HAIN) reported that Michael Ragusa, SVP, Chief Accounting Officer, received 4,633 common shares when restricted share units vested on October 28, 2026. The issuer withheld 1,587 shares for tax withholding; the reported price for those shares was $0.13 per share. The 13,899-RSU award has 4,633-unit vesting dates on October 28, 2025, October 28, 2026, and October 28, 2027. The reported RSU position following the transaction was 4,633 units.

Insider Trade Summary

4,633 shares exercised/converted

Exercise 3 txns

Insider Ragusa Michael

Role SVP, Chief Accounting Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Share Units F2, F4	4,633	$0.00	$0.00
Exercise	Common Stock F1, F2	4,633	--	--
Tax Withholding	Common Stock F3	1,587	$0.13	$206.31

Holdings After Transaction: Restricted Share Units — 4,633 contracts (Direct); Common Stock — 15,456 shares (Direct)

Footnotes (4)

1. F1. On October 28, 2026, the Reporting Person had 4,633 restricted share units ("RSUs") vest, resulting in the Reporting Person receiving 4,633 shares of common stock of the Issuer prior to withholding for taxes.
2. F2. The RSUs represented a contingent right to receive shares of the Issuer's common stock upon vesting.
3. F3. The Issuer withheld 1,587 shares of common stock to satisfy the tax withholding obligations in connection with the vesting of 4,633 RSUs, pursuant to the terms of the applicable award agreement.
4. F4. Of the 13,899 RSUs under this award, 4,633 RSUs vested on each of October 28, 2025 and October 28, 2026, and 4,633 RSUs vest on October 28, 2027.

Key Figures

Common shares received: 4,633 shares Shares withheld for tax withholding: 1,587 shares Reported price per share: $0.13 per share +2 more

5 metrics

Common shares received 4,633 shares Upon RSU vesting on October 28, 2026

Shares withheld for tax withholding 1,587 shares October 28, 2026

Reported price per share $0.13 per share Shares withheld for tax withholding on October 28, 2026

RSUs in award 13,899 RSUs Award with vesting dates on October 28, 2025, October 28, 2026, and October 28, 2027

RSUs following transaction 4,633 RSUs Reported position after the October 28, 2026 transaction

Key Terms

restricted share units, contingent right, tax withholding obligations

3 terms

restricted share units financial

"4,633 restricted share units ("RSUs") vest"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

contingent right financial

"contingent right to receive shares"

tax withholding obligations financial

"satisfy the tax withholding obligations"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many HAIN shares did Michael Ragusa receive and how many were withheld?

Michael Ragusa received 4,633 common shares when RSUs vested on October 28, 2026, and 1,587 shares were withheld for tax withholding. The reported price for the withheld shares was $0.13 per share.

When do Michael Ragusa's HAIN restricted share units vest?

The 13,899-RSU award has 4,633-unit vesting dates on October 28, 2025, October 28, 2026, and October 28, 2027.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/30/2026 - 06:15 PM EDT Accepted by SEC EDGAR 10/30/2026 - 06:15 PM EDT Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Ragusa Michael

(Last) (First) (Middle)

C/O THE HAIN CELESTIAL GROUP, INC.

221 RIVER STREET, 12TH FLOOR

(Street)

HOBOKEN NEW JERSEY 07030

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
HAIN CELESTIAL GROUP INC [ HAIN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/28/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/28/2026		M(1)		4,633	A	(2)	17,043	D
Common Stock	10/28/2026		F(3)		1,587	D	$0.13	15,456	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Share Units	(2)	10/28/2026		M			4,633	(4)	(4)	Common Stock	4,633	$0	4,633	D

Explanation of Responses:

1. On October 28, 2026, the Reporting Person had 4,633 restricted share units ("RSUs") vest, resulting in the Reporting Person receiving 4,633 shares of common stock of the Issuer prior to withholding for taxes.

2. The RSUs represented a contingent right to receive shares of the Issuer's common stock upon vesting.

3. The Issuer withheld 1,587 shares of common stock to satisfy the tax withholding obligations in connection with the vesting of 4,633 RSUs, pursuant to the terms of the applicable award agreement.

4. Of the 13,899 RSUs under this award, 4,633 RSUs vested on each of October 28, 2025 and October 28, 2026, and 4,633 RSUs vest on October 28, 2027.

	/s/ Andrew S. Burchill, as Attorney-in-Fact for Michael Ragusa	10/30/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)