HAIN CELESTIAL GROUP INC — Director's Dealing 2025

Dec 16, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HAIN CELESTIAL GROUP INC (HAIN)
CIK: 0000910406
Period of Report: 2025-12-15

Reporting Person: LEWIS ALISON (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-12-15	Common Stock	M	377515	—	Acquired	400531	Direct
2025-12-15	Common Stock	F	124281	$1.17	Disposed	276250	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-12-15	Restricted Share Units	$	M	377515	Disposed		Common Stock (377515)	Direct
2025-12-15	Restricted Share Units	$	D	243174	Disposed		Common Stock (243174)	Direct
2025-12-15	Restricted Share Units	$	A	650000	Acquired		Common Stock (650000)	Direct
2025-12-15	Performance Share Units	$	A	1500000	Acquired		Common Stock (1500000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	74895	Indirect

Footnotes

F1: On December 15, 2025, the Reporting Person had 377,515 restricted share units ("RSUs") vest, resulting in the Reporting Person receiving 377,515 shares of common stock of the Issuer prior to withholding for taxes.

F2: The RSUs represented a contingent right to receive shares of the Issuer's common stock upon vesting.

F3: The Issuer withheld 124,281 shares of common stock to satisfy the tax withholding obligations in connection with the vesting of 377,515 RSUs, pursuant to the terms of the applicable award agreement.

F4: In connection with the Reporting Person's appointment as Interim President and Chief Executive Officer on May 7, 2025, the Reporting Person received a one-time grant of 620,689 RSUs (the "Interim RSU Award"). In connection with the Reporting Person's appointment as President and Chief Executive Officer effective December 15, 2025, the Interim RSU Award was treated as follows: 377,515 RSUs vested (representing a pro rata portion of the Interim RSU Award based on the number of days from May 7, 2025 to December 15, 2025, divided by 365) and the remaining 243,174 RSUs were forfeited.

F5: Each RSU represents a contingent right to receive one share of the Issuer's common stock.

F6: The RSUs vest in three (3) equal annual installments on each of the first, second and third anniversaries of the date of grant.

F7: Each performance share unit ("PSU") represents a contingent right to receive one share of the Issuer's common stock.

F8: If at any time before the third anniversary of the date of grant the average closing price per share of Company common stock for 30 consecutive trading days equals or exceeds certain applicable stock price target(s), the corresponding portion(s) of the PSUs will vest.