FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  WALKE MEGAN A
2. Date of Event Requiring Statement (Month/Day/Year)
02/21/2022
3. Issuer Name and Ticker or Trading Symbol
Hillenbrand, Inc. [HI]
(Last)
(First)
(Middle)
ONE BATESVILLE BOULEVARD
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Interim CAO
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

BATESVILLE, IN 47006
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 2,620
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) 12/03/2015(1) 12/03/2024 Common Stock 641 $ 32.655 D  
Employee Stock Option (Right to Buy) 12/02/2016(1) 12/02/2025 Common Stock 918 $ 31.11 D  
Employee Stock Option (Right to Buy) 12/07/2017(1) 12/07/2026 Common Stock 597 $ 36.08 D  
Employee Stock Option (Right to Buy) 12/07/2018(1) 12/07/2027 Common Stock 645 $ 45.78 D  
Employee Stock Option (Right to Buy) 12/06/2019(1) 12/06/2028 Common Stock 705 $ 41.32 D  
Restricted Stock Units (Deferred Stock Award) 12/5/2019   (2)   (2) Common Stock 242 $ 0 (6) D  
Restricted Stock Units (Deferred Stock Award) 6/4/2020   (3)   (3) Common Stock 946 $ 0 (6) D  
Restricted Stock Units (Deferred Stock Award) 12/3/2020   (4)   (4) Common Stock 382 $ 0 (6) D  
Restricted Stock Units (Deferred Stock Award) 12/2/2021   (5)   (5) Common Stock 466 $ 0 (6) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WALKE MEGAN A
ONE BATESVILLE BOULEVARD
BATESVILLE, IN 47006
      Interim CAO  

Signatures

/s/ Sarah Tarkington, as Attorney-in-Fact for Megan A. Walke 03/02/2022
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Options vest in three equal annual installments beginning on the date indicated.
(2) The Restricted Stock Units vested 33% on 12/5/2020; and 33% on 12/6/2021; the remaining Restricted Stock Units vest fully on 12/5/2022.
(3) The Restricted Stock Units vested 50% on 6/4/2021; the remaining Restricted Stock Units fully vest on 6/3/2022.
(4) The Restricted Stock Units vested 33% on 12/3/2021; the remaining Restricted Stock Units vest in equal installments on 12/3/2022 and 12/3/2023.
(5) The Restricted Stock Units vest at 33% on 12/2/2022; 33% on 12/2/2023; and 33% on 12/2/2024.
(6) Conversion of Exercise Price of Derivative Securities is 1-for-1.

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