Hayward (HAYW) SVP reports equity award and tax withholding trades

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Hayward Holdings, Inc. senior vice president and chief legal officer Susan M. Canning reported equity compensation activity in company common stock. She acquired 3,109 shares on March 2, 2026 at $0.00 per share from a performance-based restricted stock unit award that vested after a three-year performance period tied to adjusted EBITDA and return on gross invested capital. On the same date, 885 shares at $15.98 per share and 6,330 shares at $16.00 per share were disposed of to cover tax withholding obligations related to these awards. After these transactions, she directly owned 104,830 common shares.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Canning Susan M.

Role SVP, CLO, Corporate Secretary

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	3,109	$0.00	--
Tax Withholding	Common Stock	885	$15.98	$14K
Tax Withholding	Common Stock	6,330	$16.00	$101K

Holdings After Transaction: Common Stock — 112,045 shares (Direct)

Footnotes (1)

Represents an award of performance based restricted stock units originally granted on March 2, 2023, the payout of which was subject to the achievement of certain performance criteria based on adjusted EBITDA and return on gross invested capital during a three-year performance period. On March 2, 2026, the Compensation Committee of the Board of Directors certified the performance achievement over the measurement period and authorized the vesting of the award. The restricted stock units converted into shares of common stock on a one-for-one basis. Includes 268 shares of common stock transferred to the Reporting Person's direct ownership in a transaction exempt from reporting under Rule 16a-13. Represents shares withheld to satisfy tax withholding obligations arising out of the delivery of the Common Stock underlying the performance based restricted stock units described in footnote 1 above. Represents shares withheld to satisfy tax withholding obligations arising out of the vesting of restricted stock units.

Form 4 Insider Transactions: What Each Field Means →

03/04/2026 - 06:13 PM

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

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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^*

Canning Susan M.

(Last)

(First)

(Middle)

HAYWARD HOLDINGS, INC.

1415 VANTAGE PARK DRIVE, SUITE 400

(Street)

CHARLOTTE

28203

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Hayward Holdings, Inc. [ HAYW ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, CLO, Corporate Secretary

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/02/2026		A⁽¹⁾		3,109	A	$0	112,045⁽²⁾	D
Common Stock	03/02/2026		F		885⁽³⁾	D	$15.98	111,160	D
Common Stock	03/02/2026		F		6,330⁽⁴⁾	D	$16	104,830	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents an award of performance based restricted stock units originally granted on March 2, 2023, the payout of which was subject to the achievement of certain performance criteria based on adjusted EBITDA and return on gross invested capital during a three-year performance period. On March 2, 2026, the Compensation Committee of the Board of Directors certified the performance achievement over the measurement period and authorized the vesting of the award. The restricted stock units converted into shares of common stock on a one-for-one basis.

2. Includes 268 shares of common stock transferred to the Reporting Person's direct ownership in a transaction exempt from reporting under Rule 16a-13.

3. Represents shares withheld to satisfy tax withholding obligations arising out of the delivery of the Common Stock underlying the performance based restricted stock units described in footnote 1 above.

4. Represents shares withheld to satisfy tax withholding obligations arising out of the vesting of restricted stock units.

Remarks:

	/s/ Susan Canning	03/04/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Hayward (HAYW) executive Susan M. Canning report?

Susan M. Canning reported equity compensation activity involving Hayward common stock. She received 3,109 shares from a vested performance-based restricted stock unit award and had 885 and 6,330 shares withheld the same day to satisfy tax obligations tied to these stock awards.

How many Hayward (HAYW) shares did Susan M. Canning acquire in the latest Form 4?

She acquired 3,109 shares of Hayward common stock. These came from a performance-based restricted stock unit award granted March 2, 2023, which vested after a three-year performance period once the Compensation Committee certified achievement of specified financial performance goals.

Why were some Hayward (HAYW) shares disposed of in Susan M. Canning’s Form 4?

The reported share dispositions represent tax-withholding transactions. A total of 885 shares at $15.98 and 6,330 shares at $16.00 were withheld to cover tax liabilities arising from the delivery and vesting of performance-based and time-based restricted stock unit awards.

What performance conditions were tied to Susan M. Canning’s Hayward (HAYW) stock award?

The performance-based restricted stock units were linked to adjusted EBITDA and return on gross invested capital over a three-year period. On March 2, 2026, the Compensation Committee certified performance achievement and authorized vesting, converting the units into common shares on a one-for-one basis.

How many Hayward (HAYW) shares does Susan M. Canning own after these transactions?

Following the reported equity award and tax-withholding dispositions, Susan M. Canning directly owns 104,830 shares of Hayward common stock. This figure reflects her updated direct ownership after the net impact of the vesting-related acquisition and the shares withheld for taxes.

Were Susan M. Canning’s Hayward (HAYW) Form 4 transactions open-market trades?

The filing shows no open-market purchases or sales. The acquisition reflects vesting of a performance-based restricted stock unit award, while the dispositions are shares withheld by the company to satisfy tax withholding obligations related to those stock-based compensation events.