Initial Statement of Beneficial Ownership (3)
January 10 2022 - 5:06PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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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1. Name and Address of Reporting Person
*
Karch David |
2. Date of Event Requiring Statement (MM/DD/YYYY)
12/29/2021
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3. Issuer Name and Ticker or Trading Symbol
HAIN CELESTIAL GROUP INC [HAIN]
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(Last)
(First)
(Middle)
C/O THE HAIN CELESTIAL GROUP, INC., 1111 MARCUS AVENUE |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner ___X___ Officer (give title below) _____ Other (specify below) EVP & Chief Operating Officer / |
(Street)
LAKE SUCCESS, NY 11042
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 247288 | D | |
Common Stock | 22000 | I | By IRA |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Share Units | (1) | (1) | Common Stock | 58230.0 | (2) | D | |
Restricted Share Units | (3) | (3) | Common Stock | 11035.0 | (2) | D | |
Performance Share Units | (4) | (4) | Common Stock | 3642.0 (4) | (5) | D | |
Restricted Share Units | (6) | (6) | Common Stock | 52109.0 | (2) | D | |
Explanation of Responses: |
(1) | The restricted share units ("RSUs") vest on January 13, 2022. |
(2) | Each RSU represents a contingent right to receive one share of the Issuer's common stock. |
(3) | The RSUs, awarded as part of the Issuer's 2022-2024 Long Term Incentive Program, vest in three (3) equal annual installments on November 18, 2022, 2023 and 2024. |
(4) | The performance share units ("PSUs"), awarded as part of the Issuer's 2022-2024 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 November 18, 2021 through November 17, 2024. The time vesting requirement will be satisfied on November 17, 2024. |
(5) | Each PSU represents a contingent right to receive one share of the Issuer's common stock. |
(6) | The RSUs, granted as a special recognition award, vest on December 31, 2023. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Karch David C/O THE HAIN CELESTIAL GROUP, INC. 1111 MARCUS AVENUE LAKE SUCCESS, NY 11042 |
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| EVP & Chief Operating Officer |
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Signatures
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/s/ Andrew Burchill, as Attorney-in-Fact for David Karch | | 1/10/2022 |
**Signature of Reporting Person | Date |
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