Hayward (HAYW) CFO Executes 10b5-1 Plan: Option Exercise and Share Sale

Rhea-AI Filing Summary

Jones Eifion, Senior Vice President and Chief Financial Officer of Hayward Holdings, Inc. (HAYW), reported paired transactions dated 08/13/2025. Under a Rule 10b5-1 plan (box checked), Mr. Eifion exercised 20,000 stock options with an exercise price of $1.40, acquiring 20,000 shares, and simultaneously sold 20,000 common shares at $16.50 per share. After these transactions, the filing shows 287,231 shares of common stock beneficially owned directly and 915,375 shares underlying derivative securities owned directly. The option had vested on April 20, 2025. The Form 4 was signed by an attorney-in-fact on 08/14/2025.

Positive

• Transaction executed under a Rule 10b5-1 plan, indicating preplanned trading activity
• Options had vested prior to exercise (vested on 04/20/2025), so exercise was not contingent on new vesting
• Substantial remaining derivative holdings reported (915,375 underlying shares), showing continued insider exposure

Negative

• Sale of 20,000 shares reduced direct holdings from 307,231 to 287,231 shares
• Timing and pricing show immediate monetization at $16.50 per share, which may be viewed as partial liquidity realization

Insights

Securities Analyst

TL;DR Insider exercised vested options and sold an equal number of shares under a 10b5-1 plan, leaving substantial derivative and direct holdings.

Mr. Eifion exercised 20,000 options at $1.40 and sold 20,000 shares at $16.50 on 08/13/2025. The filing explicitly notes the options vested on 04/20/2025 and that the transaction was processed pursuant to a Rule 10b5-1 plan. After the activity, direct beneficial ownership is reported at 287,231 shares and derivative holdings correspond to 915,375 underlying shares. For investors, this is a routine insider liquidity event using an established trading plan rather than ad hoc trading.

Corporate Governance Expert

TL;DR The disclosure indicates orderly, preplanned insider activity with full vesting and attorney-in-fact execution, consistent with governance best practices.

The form shows the reporting officer used a documented process: the option vested earlier in April 2025 and the box for Rule 10b5-1 transactions is checked, which supports an affirmative defense to insider trading claims. The Form 4 was executed by an attorney-in-fact on 08/14/2025, indicating delegated signing. These details point to procedural compliance in insider reporting and transaction execution.

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
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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).

X

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^*

Jones Eifion

(Last) (First) (Middle)

HAYWARD HOLDINGS, INC.

1415 VANTAGE PARK DRIVE, SUITE 400

(Street)

CHARLOTTE NC 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)
	Senior Vice President and CFO

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025

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	08/13/2025		M		20,000	A	$1.4	307,231	D
Common Stock	08/13/2025		S		20,000	D	$16.5	287,231	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
Stock Options (Right to Buy)	$1.4	08/13/2025		M			20,000	(1)	04/20/2030	Common Stock	20,000	$0	915,375	D

Explanation of Responses:

1. This option became vested as to all the underlying shares of Common Stock on April 20, 2025.

Remarks:

	/s/ Susan Canning, attorney-in-fact	08/14/2025
	** 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 HAYW insider Jones Eifion do on 08/13/2025?

He exercised 20,000 options at $1.40 and sold 20,000 common shares at $16.50 on 08/13/2025.

Were these trades part of a predefined trading plan for HAYW insiders?

Yes. The Form 4 has the box checked indicating the transaction was made pursuant to a Rule 10b5-1(c) written plan.

How many HAYW shares does Jones Eifion beneficially own after the transactions?

The filing shows 287,231 shares of common stock beneficially owned directly after the reported transactions.

How many shares underlie the derivative securities reported for HAYW?

Table II reports 915,375 shares of common stock underlying derivative securities beneficially owned following the transactions.

When did the exercised options vest according to the filing?

The Form 4 states the option vested on April 20, 2025.