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Neil Campbell

Director at HAIN CELESTIAL GROUPHAIN CELESTIAL GROUP
Board

About Neil Campbell

Independent director of The Hain Celestial Group since September 2023; age 60; UK-born and resident. Former Managing Director of Warburtons (2013–Aug 2022) and senior PepsiCo executive (President, Tropicana North America 2008–2013; General Manager, Walkers Snacks UK 2005–2008; earlier marketing roles), with deep branded-food leadership, operations, marketing and sustainability credentials . Determined independent under Nasdaq rules; Board had 12 meetings in FY2025; all nominees attended ≥90% (average 98%) .

Past Roles

OrganizationRoleTenureCommittees/Impact
Warburtons LimitedManaging Director2013–Aug 2022Led portfolio shift beyond bread; oversaw all operations
PepsiCo, Inc. (Tropicana North America)President2008–2013Executive Committee experience; brand-building and operations
PepsiCo, Inc. (Walkers Snacks UK)General Manager2005–2008Marketing-led growth; long-running advertising campaigns
Cadbury SchweppesEarly career rolesNot disclosedFood & beverage grounding across UK and US

External Roles

No other current public company directorships for Mr. Campbell are disclosed in Hain’s 2025 proxy .

Board Governance

  • Committee memberships: Audit; Nominating & Governance; Strategy (member; not chair) .
  • Independence: Independent director per Nasdaq standards .
  • Attendance: Board held 12 meetings in FY2025; all nominees attended ≥90% (avg 98%) .
  • Executive sessions: Independent directors meet in executive session at regularly scheduled Board meetings .
CommitteeCampbell RoleFY2025 Meetings
AuditMember9
Nominating & GovernanceMember5
StrategyMember (committee reconstituted Aug 2025)Not disclosed

2025 Annual Meeting director vote outcome (support signal):

NomineeForAgainstAbstainBroker Non-Votes
Neil Campbell57,869,2471,254,974212,75110,065,014

Fixed Compensation

Program structure (non-employee directors, 2024–2025 cycle):

ComponentAmount (USD)
Annual base retainer$53,000
Chair of Board fee$100,000
Audit Chair fee$20,000
Compensation or Nominating Chair fee$15,000
Committee member (non-Chair) fee$5,000
Annual base RSU award$170,000 (grant date fair value)

Neil Campbell FY2025:

ItemAmount
Fees earned/paid in cash$60,500
Stock awards (RSUs; grant-date fair value)$170,000
Total$230,500

Performance Compensation

Directors do not receive performance-based equity; awards are time-vested RSUs (majority of director pay in equity to align interests) .

Award TypeSharesGrant-Date Fair ValueVesting
RSU (annual director grant)19,474$170,000Scheduled to vest Oct 30, 2025

Other Directorships & Interlocks

No interlocks or shared directorships disclosed for Neil Campbell; Hain reports no related party transactions since the beginning of FY2025 .

Expertise & Qualifications

  • Branded food executive leadership across UK/International markets; PepsiCo Executive Committee; full-operations oversight .
  • Marketing/brand-building track record; led award-winning campaigns at Warburtons and PepsiCo .
  • Operational transformation (portfolio expansion beyond bread) .
  • Sustainability leadership (early carbon footprint labeling initiative) .

Equity Ownership

HolderOutright SharesRSUs (vesting ≤60 days)Total Beneficial Ownership% of Shares Outstanding
Neil Campbell43,45519,47462,929<1%
  • Director stock ownership guideline: 5x annual cash retainer; all directors currently in compliance .
  • Hedging/pledging: Company prohibits hedging and pledging of Hain stock by directors and officers .
  • Clawback: Robust clawback policies (pre- and post-Rule 10D-1) covering incentive compensation .

Say‑on‑Pay & Shareholder Feedback

  • 2024 Say‑on‑Pay approval: 89% of votes cast .
  • 2025 Say‑on‑Pay vote: For 51,146,526; Against 7,641,573; Abstain 548,873; approved (counts shown) .

Governance Assessment

  • Strengths: Independent status; multi-committee service (Audit, Nominating & Governance, Strategy); strong attendance; equity-heavy director pay aligns interests; strict anti-pledging/hedging and clawbacks; ownership guideline compliance .
  • Investor confidence signals: Solid re-election support at 2025 meeting (57.9M “For” votes); continued Say‑on‑Pay support (2024: 89%) .
  • Conflicts/related party exposure: None reported; related party transactions policy in place; Audit Committee reviews any such transactions .
  • Watch items (no current red flags): Director equity vests time-based (no performance link for directors); Strategy Committee newly reconstituted—monitor portfolio review outcomes and any transactional oversight demands .