Form 4: Celeste A. Clark awarded 114,729 RSUs at Hain Celestial

Rhea-AI Filing Summary

Hain Celestial Group (HAIN) reported a director equity grant on a Form 4. On 10/30/2025, director Celeste A. Clark received 114,729 restricted stock units (RSUs) at $0, each representing one share of common stock. The RSUs vest on the earlier of 10/30/2026 or the company’s 2026 annual meeting.

Following the transaction, Clark beneficially owned 202,721 shares directly and 83,000 shares indirectly through the Clesteen A. Clark Trust.

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).

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^*

Clark Celeste A.

(Last) (First) (Middle)

C/O THE HAIN CELESTIAL GROUP, INC.

221 RIVER STREET, 12TH FLOOR

(Street)

HOBOKEN NJ 07030

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/30/2025

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/30/2025		A		114,729(1)	A	$0	202,721	D
Common Stock								83,000	I	By Clesteen A. Clark Trust

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

Explanation of Responses:

1. Represents a grant of restricted share units ("RSUs") as compensation under the Issuer's compensation program for non-employee directors. Each RSU represents a contingent right to receive one share of common stock of the Issuer. The RSUs will vest on the earlier of October 30, 2026 or the date of the Issuer's 2026 annual meeting of stockholders.

	/s/ Andrew S. Burchill, as Attorney-in-Fact for Celeste A. Clark	11/03/2025
	** 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.

FAQ

What did Hain Celestial (HAIN) disclose in this filing?

A Form 4 reporting a grant of 114,729 RSUs to director Celeste A. Clark on 10/30/2025.

What is the vesting schedule for the 114,729 RSUs at HAIN?

The RSUs vest on the earlier of 10/30/2026 or the 2026 annual meeting of stockholders.

How many HAIN shares does the reporting person own after the grant?

Beneficial ownership is 202,721 shares directly and 83,000 shares indirectly via the Clesteen A. Clark Trust.

What does each RSU represent in this HAIN Form 4?

Each RSU represents a contingent right to receive one share of Hain Celestial common stock.

Who is the reporting person in this HAIN Form 4?

Celeste A. Clark, a director of Hain Celestial Group, Inc.

Was any cash paid for the HAIN RSU grant?

No. The Form 4 lists the price as $0 for the 114,729 RSUs granted as compensation.