Hain Celestial (HAIN) director granted 114,729 RSUs on Form 4

Hain Celestial Group (HAIN) reported a director equity grant on Form 4.

Accepted by SEC EDGAR 11/03/2025 - 04:08 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Hain Celestial Group (HAIN) reported a director equity grant on Form 4. On 10/30/2025, Director Dawn M. Zier was awarded 114,729 restricted stock units (RSUs) at a grant price of $0 under the non‑employee director compensation program. Each RSU represents one share of common stock.

The RSUs will vest on the earlier of 10/30/2026 or the date of the company’s 2026 annual meeting of stockholders. Following the reported transaction, Zier beneficially owned 402,958 shares, held directly.

Insider Trade Summary

Grant/Award: 114,729 shares

Grant/Award 1 txn

Insider ZIER DAWN M.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	114,729	$0.00	$0.00

Holdings After Transaction: Common Stock — 402,958 shares (Direct)

Holdings Before and After: Common Stock, 288,229 to 402,958 shares (Direct)

Footnotes (1)

1. F1. 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.

FAQ

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

What did HAIN disclose on this Form 4?

A grant of 114,729 RSUs to Director Dawn M. Zier on 10/30/2025 at $0 per unit.

When do the RSUs for HAIN’s director vest?

They vest on the earlier of 10/30/2026 or the date of the 2026 annual meeting.

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

After the transaction, beneficial ownership is 402,958 shares, held directly.

What does each RSU represent in the HAIN grant?

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

Who received the RSU grant reported by HAIN?

Director Dawn M. Zier, a non‑employee director of Hain Celestial Group.

Was this a cash transaction for HAIN shares?

No. The disclosure shows an RSU grant at $0 under the director compensation program.

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

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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^*

ZIER DAWN M.

(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	402,958	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

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 Dawn M. Zier	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.