Hain Celestial Group (HAIN) awards 53,334 RSUs to chief accounting officer

Rhea-AI Filing Summary

Hain Celestial Group disclosed that its SVP and Chief Accounting Officer, Michael Ragusa, received an award of 53,334 restricted share units on December 12, 2025.

Each RSU represents a contingent right to receive one share of Hain Celestial common stock. The award is part of the company’s 2026-2028 Long Term Incentive Program and vests in three equal annual installments on the first, second and third anniversaries of the grant date, tying a portion of the executive’s compensation to longer-term company performance.

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^*

Ragusa Michael

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/12/2025

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

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	(1)	12/12/2025		A		53,334		(2)	(2)	Common Stock	53,334	$0	53,334	D

Explanation of Responses:

1. Each restricted share unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.

2. The RSUs, awarded as part of the Issuer's 2026-2028 Long Term Incentive Program, vest in three (3) equal annual installments on each of the first, second and third anniversaries of the date of grant.

	/s/ Andrew S. Burchill, as Attorney-in-Fact for Michael Ragusa	12/16/2025
	** 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).
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FAQ

What insider transaction did Hain Celestial (HAIN) report in this filing?

The filing reports that Michael Ragusa, SVP and Chief Accounting Officer of Hain Celestial, received an award of 53,334 restricted share units on December 12, 2025.

How many restricted share units were granted to the Hain Celestial (HAIN) executive?

The executive was granted 53,334 restricted share units (RSUs), each representing a contingent right to receive one share of Hain Celestial common stock.

What is the vesting schedule for the 53,334 RSUs at Hain Celestial (HAIN)?

The 53,334 RSUs vest in three equal annual installments on each of the first, second and third anniversaries of the December 12, 2025 grant date.

What program are the new RSUs at Hain Celestial (HAIN) part of?

The RSUs were awarded as part of Hain Celestial’s 2026-2028 Long Term Incentive Program, which provides equity-based compensation tied to multi-year performance.

What does each Hain Celestial (HAIN) restricted share unit represent?

Each restricted share unit represents a contingent right to receive one share of Hain Celestial common stock, subject to the vesting terms of the award.

What is the ownership form of the derivative securities reported for Hain Celestial (HAIN)?

The filing shows that the 53,334 restricted share units are held with direct ownership by the reporting person.