Hayward Holdings (HAYW) CFO logs stock vesting and tax-related share disposals

Rhea-AI Filing Summary

Hayward Holdings, Inc. Senior Vice President and CFO Eifion Jones reported equity compensation activity in common stock. On March 2, 2026, he acquired 5,030 shares at $0.00 per share through the vesting of performance-based restricted stock units, following certification of three-year performance goals. On the same date, he disposed of 1,431 shares at $15.98 per share and 7,409 shares at $16.00 per share, with both transactions representing shares withheld to cover tax obligations related to the vested awards. After these transactions, he directly owned 320,921 common shares.

Insights

Equity Compensation Analyst

Routine vesting of performance-based stock units with shares withheld for taxes.

The filing shows Hayward Holdings CFO Eifion Jones receiving 5,030 common shares from performance-based restricted stock units after a three-year period tied to adjusted EBITDA and return on gross invested capital. This is equity compensation, not an open-market purchase.

Two dispositions of 1,431 and 7,409 shares at prices of $15.98 and $16.00 per share are described as tax-withholding transactions, satisfying obligations triggered by vesting. These are not discretionary sales, and his direct ownership remains sizeable at 320,921 shares after the activity.

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^*

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)
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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/02/2026		A(1)		5,030	A	$0	329,761	D
Common Stock	03/02/2026		F		1,431(2)	D	$15.98	328,330	D
Common Stock	03/02/2026		F		7,409(3)	D	$16	320,921	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 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. 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.

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

Remarks:

	/s/ Susan Canning, attorney-in-fact	03/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** 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 did HAYW CFO Eifion Jones report in this Form 4?

He reported routine equity compensation activity, receiving 5,030 Hayward Holdings common shares from performance-based restricted stock units and disposing of shares to cover related tax obligations, all dated March 2, 2026, with ownership remaining substantial afterward.

How many Hayward Holdings (HAYW) shares did the CFO acquire?

He acquired 5,030 shares of common stock at $0.00 per share. These came from performance-based restricted stock units that vested after the Compensation Committee certified achievement of adjusted EBITDA and return on gross invested capital targets over a three-year period.

Why did the HAYW CFO dispose of shares in this filing?

The two disposals, totaling 1,431 and 7,409 shares, were classified as tax-withholding dispositions. The shares were withheld to satisfy tax obligations arising from the delivery and vesting of restricted stock units, not from discretionary open-market sales.

What performance conditions were tied to the CFO’s stock award at Hayward Holdings?

The award consisted of performance-based restricted stock units granted on March 2, 2023, with payout based on achieving specified adjusted EBITDA and return on gross invested capital over a three-year performance period, certified by the Compensation Committee on March 2, 2026.

How many Hayward Holdings shares does the CFO own after these transactions?

Following the reported acquisition and tax-withholding dispositions, Eifion Jones directly owns 320,921 shares of Hayward Holdings common stock. This figure reflects his updated direct ownership position after the March 2, 2026 equity award vesting and related share withholdings.

Were the Hayward Holdings CFO’s share disposals open-market sales?

No, both disposals are identified as Code F tax-withholding transactions, meaning shares were withheld to pay exercise price or tax liabilities associated with restricted stock unit vesting, rather than voluntary open-market share sales by the CFO.