4/A//SEC Filing
LEWIS ALISON 4/A
Accession 0001193125-26-006267
CIK 0000910406other
Filed
Jan 6, 7:00 PM ET
Accepted
Jan 7, 4:02 PM ET
Size
17.7 KB
Accession
0001193125-26-006267
Insider Transaction Report
Form 4/AAmended
LEWIS ALISON
DirectorPresident and CEO
Transactions
- Exercise/Conversion
Common Stock
2025-12-15+377,515→ 400,531 total - Tax Payment
Common Stock
2025-12-15$1.17/sh−96,003$112,324→ 304,528 total - Exercise/Conversion
Restricted Share Units
2025-12-15−377,515→ 243,174 total→ Common Stock (377,515 underlying) - Disposition to Issuer
Restricted Share Units
2025-12-15−243,174→ 0 total→ Common Stock (243,174 underlying) - Award
Restricted Share Units
2025-12-15+650,000→ 650,000 total→ Common Stock (650,000 underlying) - Award
Performance Share Units
2025-12-15+1,500,000→ 1,500,000 total→ Common Stock (1,500,000 underlying)
Holdings
- 74,895(indirect: By Individual Retirement Account)
Common Stock
Footnotes (9)
- [F1]EXPLANATORY NOTE: The original Form 4, filed on December 16, 2025, is being amended by this Form 4 amendment solely to correct an inadvertent administrative error that resulted in the number of shares withheld to satisfy tax obligations being reported incorrectly. This Form 4 amendment also corrects the number of shares beneficially owned by the Reporting Person following the withholding transaction. The other transactions reported in this Form 4 amendment remain the same as reported in the original Form 4, filed on December 16, 2025.
- [F2]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.
- [F3]The RSUs represented a contingent right to receive shares of the Issuer's common stock upon vesting.
- [F4]The Issuer withheld 96,003 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.
- [F5]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.
- [F6]Each RSU represents a contingent right to receive one share of the Issuer's common stock.
- [F7]The RSUs vest in three (3) equal annual installments on each of the first, second and third anniversaries of the date of grant.
- [F8]Each performance share unit ("PSU") represents a contingent right to receive one share of the Issuer's common stock.
- [F9]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.
Documents
Issuer
HAIN CELESTIAL GROUP INC
CIK 0000910406
Entity typeother
Related Parties
1- filerCIK 0001786220
Filing Metadata
- Form type
- 4/A
- Filed
- Jan 6, 7:00 PM ET
- Accepted
- Jan 7, 4:02 PM ET
- Size
- 17.7 KB