0001181431-13-060245.txt : 20131121 0001181431-13-060245.hdr.sgml : 20131121 20131121212705 ACCESSION NUMBER: 0001181431-13-060245 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20131119 FILED AS OF DATE: 20131121 DATE AS OF CHANGE: 20131121 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HAIN CELESTIAL GROUP INC CENTRAL INDEX KEY: 0000910406 STANDARD INDUSTRIAL CLASSIFICATION: FOOD & KINDRED PRODUCTS [2000] IRS NUMBER: 223240619 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 1111 MARCUS AVENUE CITY: LAKE SUCCESS STATE: NY ZIP: 11042 BUSINESS PHONE: 5165875000 MAIL ADDRESS: STREET 1: 1111 MARCUS AVENUE CITY: LAKE SUCCESS STATE: NY ZIP: 11042 FORMER COMPANY: FORMER CONFORMED NAME: HAIN FOOD GROUP INC DATE OF NAME CHANGE: 19941219 FORMER COMPANY: FORMER CONFORMED NAME: KINERET ACQUISITION CORP DATE OF NAME CHANGE: 19931021 FORMER COMPANY: FORMER CONFORMED NAME: 21ST CENTURY FOOD PRODUCTS CORP DATE OF NAME CHANGE: 19930830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: O'Neil Scott CENTRAL INDEX KEY: 0001539941 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22818 FILM NUMBER: 131236668 MAIL ADDRESS: STREET 1: C/O THE HAIN CELESTIAL GROUP, INC. STREET 2: 1111 MARCUS AVENUE CITY: LAKE SUCCESS STATE: NY ZIP: 11042 4 1 rrd396036.xml O'NEIL FORM 4 11/21/2013 X0306 4 2013-11-19 0 0000910406 HAIN CELESTIAL GROUP INC HAIN 0001539941 O'Neil Scott C/O THE HAIN CELESTIAL GROUP, INC. 1111 MARCUS AVENUE LAKE SUCCESS NY 11042 1 0 0 0 Common Stock 2013-11-19 4 A 0 2000 0 A 8750 D Represents a grant of restricted shares of the Issuer's common stock, which will vest in three (3) equal amounts on November 19, 2014, 2015 and 2016. Scott M. O'Neil (by Stephen J. Smith, as Attorney in Fact) 2013-11-21 EX-99.1 2 rrd356367_403774.htm POWER OF ATTORNEY rrd356367_403774.html 

THE HAIN CELESTIAL GROUP, INC.
POWER OF ATTORNEY
            Know all by these presents, that the undersigned hereby constitutes and appoints each of IRWIN D. SIMON, STEPHEN J. SMITH, DENISE M. FALTISCHEK and MIA G. DIBELLA, and their assigns, the undersigned's true and lawful attorney-in-fact to:
            (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of THE HAIN CELESTIAL GROUP, INC. (the Company), Forms 3, 4 and 5 (or any analogous form), including amendments, in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;
            (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Forms 3, 4 and 5 (or any analogous form) and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and
            (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.
            The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.
            This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 (or any analogous form) with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

            IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 26th day of September, 2013.
/s/ Scott M. O'Neil
Signature
Scott M. O'Neil
Print Name
____________________________________________________________________
INDIVIDUAL ACKNOWLEDGEMENT
STATE OF NEW YORK)
      : ss.:
COUNTY OF NASSAU)
            On this 26th day of September, 2013, before me personally appeared Scott M. O'Neil personally known to me to be the person that executed this instrument and acknowledged to me that he/she executed the same.
            WITNESS my hand and official seal.
Signature  /s/ Christine Kummer    (Seal)