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Stock-Based Compensation and Incentive Performance Plans
3 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation and Incentive Performance Plans
12.
STOCK-BASED COMPENSATION AND INCENTIVE PERFORMANCE PLANS

The Company maintains a shareholder-approved plan, The Hain Celestial Group, Inc. 2022 Long Term Incentive and Stock Award Plan (as amended, the “2022 Plan”), which was approved at the Company’s 2022 Annual Meeting of Shareholders held on November 17, 2022, and further amended at the Company’s 2024 Annual Meeting of Shareholders held on October 31, 2024. The 2022 Plan permits the Company to continue making equity-based and other incentive awards in a manner intended to properly incentivize its employees, directors, consultants and other service providers by aligning their interests with the interests of the Company’s shareholders. The 2022 Plan is administered by the Compensation and Talent Management Committee of the Company’s Board of Directors. The Company also historically granted shares under its Amended and Restated 2002 Long-Term Incentive and Stock Award Plan (the “2002 Plan”) and its 2019 Equity Inducement Award Program (the “2019 Inducement Program”). The 2022 Plan, the 2002 Plan and the 2019 Inducement Program are collectively referred to as the “Stock Award Plans”. The Company’s long term incentive program (“LTIP”) is described in Note 13, Stock-Based Compensation and Incentive Performance Plans, in the Notes to the Consolidated Financial Statements in the Form 10-K.

Compensation cost and related income tax benefits recognized in the consolidated statements of operations for stock-based compensation plans were as follows:

 

Three Months Ended September 30,

 

 

2024

 

 

2023

 

Selling, general and administrative expense

 

$

2,876

 

 

$

3,742

 

Related income tax benefit

 

$

283

 

 

$

456

 

 

Stock-Based Award Activity

Stock-based awards are generally issued in the form of restricted share units (“RSU”), which are service-based awards, and performance share units (“PSU”) that are subject to the achievement of minimum market conditions. RSU awards to employees generally provide for vesting in equal annual installments over a period of three years, with different vesting periods in certain cases. RSU awards to non-employee directors generally provide for a vesting period of one year. For PSU awards, the following share figures are stated at target levels, and the awards outstanding as of September 30, 2024 generally provide for vesting at 0% to 200% of the target level. Awards of PSUs and RSUs are issued at no cost to the recipient. A summary of all stock-based award activity for the three months ended September 30, 2024 is as follows:

 

Number of Shares
and Units

 

 

Weighted
Average Grant
Date Fair
Value (per share)

 

Non-vested RSUs and PSUs outstanding at June 30, 2024

 

 

2,165

 

 

$

15.03

 

Granted

 

 

12

 

 

$

7

 

Vested

 

 

(97

)

 

$

18.15

 

Forfeited

 

 

(69

)

 

$

15.14

 

Non-vested RSUs and PSUs outstanding at September 30, 2024

 

 

2,011

 

 

$

14.83

 

 

The fair value of RSUs granted and of shares vested, and the tax benefit recognized from restricted shares vesting was as follows:

 

 

Three Months Ended September 30,

 

 

2024

 

 

2023

 

Fair value of RSUs granted

 

$

86

 

 

$

 

Fair value of shares vested

 

$

823

 

 

$

2,422

 

Tax benefit recognized from restricted shares vesting

 

$

100

 

 

$

281

 

 

At September 30, 2024, there was $15,518 of unrecognized stock-based compensation expense related to non-vested restricted stock awards, which is expected to be recognized over a weighted average period of 1.8 years.