HAIN CELESTIAL GROUP INC — Director's Dealing 2011

Sep 29, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HAIN CELESTIAL GROUP INC (HAIN)
CIK: 0000910406
Period of Report: 2011-09-27

Reporting Person: SIMON IRWIN D (Director, Pres., CEO & Chairman of Bd)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-09-27	Common Stock	A	24961	—	Acquired	467854	Direct
2011-09-27	Common Stock	F	12722	$30.99	Disposed	455132	Direct

Footnotes

F1: Represents a grant of fully vested shares of the Issuer's common stock granted in partial settlement of the Issuer's 2010-2011 Long Term Incentive Plan.

F2: Represents shares withheld to pay taxes incident to the grant of fully vested shares of common stock.