1 unchanged sentence
Rule 10b5-1 Trading Arrangements and Non-Rule 10b5-1 Trading Arrangements
−Removed: During the three months ended September 30, 2023, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934, as amended), adopted, terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933, as amended).
+Added: During the three months ended December 31, 2023, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934, as amended), adopted , terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933, as amended).
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 unchanged sentences
1 to the Company’s Registration Statement on Form S-4 filed with the SEC on April 24, 2000).
−Removed: 10.1 Second Amendment, dated August 22, 2023, to the Fourth Amended and Restated Credit Agreement, dated December 22, 2021, by and among the Company, the Lenders party thereto and Bank of America, N.A., as administrative agent.
−Removed: 10.2 Offer Letter, dated August 23, 2023, between the Company and Lee A.
+Added: 10.1* Form of Restricted Share Unit Agreement under The Hain Celestial Group, Inc.
+Added: 2022 Long Term Incentive and Stock Award Plan – 2024-2026 LTIP.
+Added: 10.2* Form of Performance Share Unit Agreement under The Hain Celestial Group, Inc.
+Added: 2022 Long Term Incentive and Stock Award Plan – 2024-2026 LTIP (Absolute Total Shareholder Return).
+Added: 10.3* Form of Performance Share Unit Agreement under The Hain Celestial Group, Inc.
+Added: 2022 Long Term Incentive and Stock Award Plan – 2024-2026 LTIP (Relative Total Shareholder Return).
+Added: 10.4* Form of Restricted Share Unit Agreement under The Hain Celestial Group, Inc.
+Added: 2022 Long Term Incentive and Stock Award Plan – Non-Employee Director Awards.
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.
11 unchanged sentences
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
+Added: *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.
2 unchanged sentences
THE HAIN CELESTIAL GROUP, INC.
−Removed: November 7, 2023 /s/ Wendy P.
−Removed: President and Chief Executive Officer
+Added: February 7, 2024 /s/ Wendy P.
+Added: President and
+Added: Chief Executive Officer
(Principal Executive Officer)
−Removed: November 7, 2023 /s/ Lee A.
+Added: February 7, 2024 /s/ Lee A.
Executive Vice President and
1 unchanged sentence
(Principal Financial Officer)
−Removed: November 7, 2023 /s/ Michael J.
+Added: February 7, 2024 /s/ Michael J.
Senior Vice President and
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.