HAIN CELESTIAL GROUP INC 10-Q

Item 5. Other Information On May 3, 2022, the Company’s Board of Directors eliminated the position of Executive Vice President and Chief Commercial Officer as part of a restructuring of the leadership of the Company’s Commercial organization. Accordingly, Christopher J. Boever, the Company’s current Executive Vice President and Chief Commercial Officer, is leaving the Company effective May 6, 2022. Mr. Boever’s responsibilities will be assumed by other executives within the Company’s Commercial organization. Mr. Boever is entitled to receive the cash severance that is payable under the terms of his existing offer letter upon a termination of his employment by the Company without cause, subject to his execution of a separation agreement and release of claims. 53 Table of Contents Item 6. Exhibits Exhibit Number Description 3.1 Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 of the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2021, filed with the SEC on August 26, 2021). 3. 2 Amended and Restated By-Laws (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the SEC on December 7, 2018). 4.1 Specimen of common stock certificate (incorporated by reference to Exhibit 4.1 of Amendment No. 1 to the Company’s Registration Statement on Form S-4 filed with the SEC on April 24, 2000). 10.1* Offer Letter, dated January 18, 2022, between the Company and Christopher J. Bellairs. 10.2* Restricted Share Unit Agreement under The Hain Celestial Group, Inc. Amended and Restated 2002 Long Term Incentive and Stock Award Plan – Christopher J. Bellairs (2022-2024 LTIP). 31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended. 31.2 Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended. 32.1 Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification by Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. 101.SCH Inline XBRL Taxonomy Extension Schema Document. 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document. 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document. 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document. 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document. 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). *Indicates management contract or compensatory plan or arrangement. The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time. 54 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. THE HAIN CELESTIAL GROUP, INC. (Registrant) Date: May 5, 2022 /s/ Mark L. Schiller Mark L. Schiller, President and Chief Executive Officer Date: May 5, 2022 /s/ Christopher J. Bellairs Christopher J. Bellairs, Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) 55