HAIN CELESTIAL GROUP INC — Director's Dealing 2023

Jan 4, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HAIN CELESTIAL GROUP INC (HAIN)
CIK: 0000910406
Period of Report: 2023-01-01

Reporting Person: Davidson Wendy P (Director, President and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-01-01	Restricted Share Units	$	A	35746	Acquired		Common Stock (35746.0)	Direct
2023-01-01	Performance Share Units	$	A	17873	Acquired		Common Stock (17873.0)	Direct
2023-01-01	Restricted Share Units	$	A	95321	Acquired		Common Stock (95321.0)	Direct

Footnotes

F1: Each restricted share unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.

F2: The RSUs, awarded as part of the Issuer's 2023-2025 Long Term Incentive Program, vest in three (3) equal annual installments on September 6, 2023, 2024 and 2025.

F3: Each performance share unit ("PSU") represents a contingent right to receive one share of the Issuer's common stock.

F4: The PSUs, awarded as part of the Issuer's 2023-2025 Long Term Incentive Program, are subject to both performance and time vesting requirements. The number of PSUs reported represents the target number of PSUs. The number of PSUs that vest, if any, may vary from 0% to 200% of the target number reported, and is based on goals for the Issuer's compound annual total shareholder return over the three-year period from September 7, 2022 through September 6, 2025. The time vesting requirement will be satisfied on September 6, 2025.

F5: The RSUs, granted as a one-time make-whole award intended to recognize the equity awards the Reporting Person forfeited from the Reporting Person's former employer upon joining the Issuer, vest in three (3) equal annual installments on January 1, 2024, 2025 and 2026.