4//SEC Filing
Engaged Capital Co-Invest VI-D, L.P. 4
Accession 0000921895-19-001512
CIK 0000910406other
Filed
May 14, 8:00 PM ET
Accepted
May 15, 6:16 PM ET
Size
47.5 KB
Accession
0000921895-19-001512
Insider Transaction Report
Form 4
Transactions
- Purchase
Common Stock
2019-05-13$23.50/sh+357,820$8,408,663→ 596,391 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-13$23.15/sh+200,000$4,629,280→ 796,391 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-14$23.71/sh+59,392$1,408,161→ 855,783 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-14$23.16/sh+400,000$9,263,400→ 1,255,783 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-14$23.66/sh+64,717$1,531,470→ 1,334,000 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$24.10/sh+154,799$3,731,167→ 1,928,789 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$23.73/sh+63,922$1,516,978→ 1,992,711 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$24.48/sh+215,321$5,270,348→ 2,208,032 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-13$23.42/sh+10,435$244,417→ 139,628 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-13$23.09/sh+98,943$2,284,099→ 238,571 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-14$23.34/sh+13,500$315,158→ 1,269,283 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-14$23.79/sh+370,509$8,816,188→ 1,704,509 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$23.85/sh+34,371$819,858→ 1,738,880 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$24.09/sh+15,553$374,652→ 1,754,433 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$24.27/sh+19,557$474,611→ 1,773,990 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$23.91/sh+4,242$101,412→ 2,212,274 total(indirect: By: Engaged Capital Co-Invest VI-E, LP)
Holdings
- 4,096,052(indirect: By: Engaged Capital Co-Invest VI-D, LP)
Common Stock
- 2,309,865(indirect: By: Engaged Capital Flagship Master Fund, LP)
Common Stock
- 195,655(indirect: By LLC)
Common Stock
- 21,577
Common Stock
- 2,117,002(indirect: By: Engaged Capital Co-Invest VI, LP)
Common Stock
- 4,412,690(indirect: By: Engaged Capital Co-Invest VI-A, LP)
Common Stock
- 2,322,405(indirect: By: Engaged Capital Co-Invest VI-B, LP)
Common Stock
- 1,407,543(indirect: By: Engaged Capital Co-Invest VI-C, LP)
Common Stock
Transactions
- Purchase
Common Stock
2019-05-13$23.42/sh+10,435$244,417→ 139,628 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-13$23.09/sh+98,943$2,284,099→ 238,571 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-13$23.50/sh+357,820$8,408,663→ 596,391 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-13$23.15/sh+200,000$4,629,280→ 796,391 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-14$23.71/sh+59,392$1,408,161→ 855,783 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-14$23.16/sh+400,000$9,263,400→ 1,255,783 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-14$23.34/sh+13,500$315,158→ 1,269,283 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-14$23.66/sh+64,717$1,531,470→ 1,334,000 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-14$23.79/sh+370,509$8,816,188→ 1,704,509 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$23.85/sh+34,371$819,858→ 1,738,880 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$24.09/sh+15,553$374,652→ 1,754,433 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$24.27/sh+19,557$474,611→ 1,773,990 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$24.10/sh+154,799$3,731,167→ 1,928,789 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$23.73/sh+63,922$1,516,978→ 1,992,711 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$24.48/sh+215,321$5,270,348→ 2,208,032 total(indirect: By: Engaged Capital Co-Invest VI-E, LP) - Purchase
Common Stock
2019-05-15$23.91/sh+4,242$101,412→ 2,212,274 total(indirect: By: Engaged Capital Co-Invest VI-E, LP)
Holdings
- 4,096,052(indirect: By: Engaged Capital Co-Invest VI-D, LP)
Common Stock
- 2,309,865(indirect: By: Engaged Capital Flagship Master Fund, LP)
Common Stock
- 195,655(indirect: By LLC)
Common Stock
- 21,577
Common Stock
- 2,117,002(indirect: By: Engaged Capital Co-Invest VI, LP)
Common Stock
- 4,412,690(indirect: By: Engaged Capital Co-Invest VI-A, LP)
Common Stock
- 2,322,405(indirect: By: Engaged Capital Co-Invest VI-B, LP)
Common Stock
- 1,407,543(indirect: By: Engaged Capital Co-Invest VI-C, LP)
Common Stock
Footnotes (10)
- [F1]This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest VI, LP ("Engaged Capital Co-Invest VI"), Engaged Capital Co-Invest VI-A, LP ("Engaged Capital Co-Invest VI-A"), Engaged Capital Co-Invest VI-B, LP ("Engaged Capital Co-Invest VI-B"), Engaged Capital Co-Invest VI-C, LP ("Engaged Capital Co-Invest VI-C"), Engaged Capital Co-Invest VI-D, LP ("Engaged Capital Co-Invest VI-D"), Engaged Capital Co-Invest VI-E, LP ("Engaged Capital Co-Invest VI-E"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons").
- [F10]Securities owned directly by Engaged Capital Co-Invest VI-E. As the general partner and investment adviser of Engaged Capital Co-Invest VI-E, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI-E. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI-E. Mr. Welling, by virtue of his position as the founder and Chief Investment Officer of Engaged Capital, and as the sole member of Engaged Holdings, may be deemed to beneficially own thesecurities owned directly by Engaged Capital Co-Invest VI-E.
- [F2]To enable all of the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the second of two identical reports relating to the same transactions being filed with the Securities and Exchange Commission. Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- [F3]Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, by virtue of his position as the founder and Chief Investment Officer of Engaged Capital, and as the sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.
- [F4]Securities owned directly by Engaged Capital Co-Invest VI. As the general partner and investment adviser of Engaged Capital Co-Invest VI, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI. Mr. Welling, by virtue of his position as the founder and Chief Investment Officer of Engaged Capital, and as the sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI.
- [F5]Securities owned directly by Engaged Capital Co-Invest VI-A. As the general partner and investment adviser of Engaged Capital Co-Invest VI-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI-A. Mr. Welling, by virtue of his position as the founder and Chief Investment Officer of Engaged Capital, and as the sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI-A.
- [F6]Securities owned directly by Engaged Capital Co-Invest VI-B. As the general partner and investment adviser of Engaged Capital Co-Invest VI-B, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI-B. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI-B. Mr. Welling, by virtue of his position as the founder and Chief Investment Officer of Engaged Capital, and as the sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI-B.
- [F7]Securities owned directly by Engaged Capital Co-Invest VI-C. As the general partner and investment adviser of Engaged Capital Co-Invest VI-C, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI-C. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI-C. Mr. Welling, by virtue of his position as the founder and Chief Investment Officer of Engaged Capital, and as the sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI-C.
- [F8]Securities held in an account separately managed by Engaged Capital (the "Engaged Capital Account"). Engaged Capital, as the investment adviser of the Engaged Capital Account, may be deemed to beneficially own the securities held in the Engaged Capital Account. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities held in the Engaged Capital Account. Mr. Welling, by virtue of his position as the founder and Chief Investment Officer of Engaged Capital, and as the sole member of Engaged Holdings, may be deemed to beneficially own the securities held in the Engaged Capital Account.
- [F9]Securities owned directly by Engaged Capital Co-Invest VI-D. As the general partner and investment adviser of Engaged Capital Co-Invest VI-D, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI-D. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest VI-D. Mr. Welling, by virtue of his position as the founder and Chief Investment Officer of Engaged Capital, and as the sole member of Engaged Holdings, may be deemed to beneficially own thesecurities owned directly by Engaged Capital Co-Invest VI-D.
Documents
Issuer
HAIN CELESTIAL GROUP INC
CIK 0000910406
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001768883
Filing Metadata
- Form type
- 4
- Filed
- May 14, 8:00 PM ET
- Accepted
- May 15, 6:16 PM ET
- Size
- 47.5 KB