SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
March 5, 2004
THE HAIN CELESTIAL GROUP, INC.
------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-22818 22-3240619
--------------------------------------------------------------------------------
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
58 South Service Road
Melville, New York 11747
---------------------------------------- --------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (631) 730-2200
-2-
Item 5. Other Events and Regulation FD Disclosure
On March 5, 2004, James S. Gold resigned as one of our directors. The
resignation of Mr. Gold was not a result of any disagreement with us on any
matter relating to our operations, policies or practices, and Mr. Gold's letter
of resignation did not contain any description of any disagreement nor did it
request that any disagreement be disclosed.
Copies of the press release announcing Mr. Gold's resignation and his
resignation letter are attached as exhibits to this Form 8-K and incorporated
herein by reference.
Item 7. Financial Statements and Exhibits
(c) Exhibits.
Exhibit No. Description
----------- -----------
99.1 Press release dated March 8, 2004
99.2 Letter dated March 5, 2004
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 hereunto duly authorized.
THE HAIN CELESTIAL GROUP, INC.
Dated: March 8, 2004 By: /s/ Ira J. Lamel
-------------------------------------
Name: Ira J. Lamel
Title: Executive Vice President and
Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
99.1 Press release dated March 8, 2004
99.2 Letter dated March 5, 2004