HAIN CELESTIAL GROUP INC — Director's Dealing 2021

Nov 9, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HAIN CELESTIAL GROUP INC (HAIN)
CIK: 0000910406
Period of Report: 2021-11-06

Reporting Person: Meringolo Kristy (EVP, GC, Corp Secretary & CCO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-11-06	Common Stock	M	70134	—	Acquired	74944	Direct
2021-11-06	Common Stock	F	34345	$45.86	Disposed	40599	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-11-06	Performance Based Restricted Stock Units	$	M	70134	Disposed		Common Stock (70134.0)	Direct

Footnotes

F1: On November 6, 2021, the Reporting Person's performance-based restricted stock units ("PSUs") vested at target, resulting in the Reporting Person receiving 70,134 shares of common stock of the Issuer prior to withholding for taxes.

F2: These PSUs, awarded as part of the Issuer's 2019-2021 Long-Term Incentive Plan, represented a contingent right to receive shares of the Issuer's common stock upon the Issuer's attainment of goals for compound annual total shareholder return over the three-year period ended November 6, 2021. The PSUs vested at 100% of target based on the Issuer's compound annual total shareholder return exceeding 15% over the performance period. The PSUs were also subject to a time vesting requirement which was satisfied on November 6, 2021.

F3: The Issuer withheld 34,345 shares of common stock to satisfy the tax withholding obligations in connection with the vesting of 70,134 PSUs, pursuant to the terms of the applicable award agreement.