Vice Chairman and Co-CEO Schlosberg Hilton H gifted 1,000 shares, decreasing direct ownership by 0.05% to 1,874,558 units (SEC Form 4)
$MNST
Beverages (Production/Distribution)
Consumer Staples
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
Monster Beverage Corp [ MNST ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 09/12/2024 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 09/12/2024 | G | 1,000 | D | $0 | 1,874,558 | D | |||
| Common Stock | 11,291,136 | I | By Brandon Limited Partnership No. 1(1) | |||||||
| Common Stock | 58,773,888 | I | By Brandon Limited Partnership No. 2(1) | |||||||
| Common Stock | 276,109 | I | By Hilrod Holdings XV, L.P.(1) | |||||||
| Common Stock | 231,754 | I | By Hilrod Holdings XVIII, L.P.(1) | |||||||
| Common Stock | 43,618 | I | By Hilrod Holdings XXIII, L.P.(1) | |||||||
| Common Stock | 489,124 | I | By Hilrod Holdings XXIV, L.P.(1) | |||||||
| Common Stock | 268,000 | I | By Hilrod Holdings XXV, L.P.(1) | |||||||
|
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Employee Stock Option (right to buy) | $22.58 | (2) | 03/13/2025 | Common Stock | (3) | 4,428 | D | ||||||||
| Employee Stock Option (right to buy) | $21.99 | (2) | 03/14/2026 | Common Stock | (3) | 4,542 | D | ||||||||
| Employee Stock Option (right to buy) | $21.99 | (2) | 03/14/2026 | Common Stock | (3) | 194,514 | I | By Hilrod Holdings XVIII, L.P.(1) | |||||||
| Employee Stock Option (right to buy) | $21.99 | (2) | 03/14/2026 | Common Stock | (3) | 430,944 | I | By Hilrod Holdings XXVI, L.P.(1) | |||||||
| Employee Stock Option (right to buy) | $23.14 | (2) | 03/14/2027 | Common Stock | (3) | 4,326 | D | ||||||||
| Employee Stock Option (right to buy) | $23.14 | (2) | 03/14/2027 | Common Stock | (3) | 49,926 | I | By Hilrod Holdings XVIII, L.P.(1) | |||||||
| Employee Stock Option (right to buy) | $23.14 | (2) | 03/14/2027 | Common Stock | (3) | 153,742 | I | By Hilrod Holdings XXIII, L.P.(1) | |||||||
| Employee Stock Option (right to buy) | $23.14 | (2) | 03/14/2027 | Common Stock | (3) | 403,006 | I | By Hilrod Holdings XXVI, L.P.(1) | |||||||
| Employee Stock Option (right to buy) | $29.37 | (2) | 03/14/2028 | Common Stock | (3) | 3,404 | D | ||||||||
| Employee Stock Option (right to buy) | $29.37 | (2) | 03/14/2028 | Common Stock | (3) | 172,596 | I | By Hilrod Holdings XXIII, L.P.(1) | |||||||
| Employee Stock Option (right to buy) | $29.37 | (2) | 03/14/2028 | Common Stock | (3) | 352,000 | I | By Hilrod Holdings XXVI, L.P.(1) | |||||||
| Employee Stock Option (right to buy) | $29.84 | (2) | 03/14/2029 | Common Stock | (3) | 194,400 | D | ||||||||
| Employee Stock Option (right to buy) | $29.84 | (2) | 03/14/2029 | Common Stock | (3) | 194,400 | I | By Hilrod Holdings XXIII, L.P.(1) | |||||||
| Employee Stock Option (right to buy) | $29.84 | (2) | 03/14/2029 | Common Stock | (3) | 194,400 | I | By Hilrod Holdings XXVI, L.P.(1) | |||||||
| Employee Stock Option (right to buy) | $31.2 | (2) | 03/13/2030 | Common Stock | (3) | 212,668 | D | ||||||||
| Employee Stock Option (right to buy) | $31.2 | (2) | 03/13/2030 | Common Stock | (3) | 170,132 | I | By Hilrod Holdings XXIII, L.P.(1) | |||||||
| Employee Stock Option (right to buy) | $44.47 | (2) | 03/12/2031 | Common Stock | (3) | 259,800 | D | ||||||||
| Employee Stock Option (right to buy) | $36.62 | (4) | 03/14/2032 | Common Stock | (3) | 291,400 | D | ||||||||
| Employee Stock Option (right to buy) | $50.82 | (5) | 03/14/2033 | Common Stock | (3) | 183,000 | D | ||||||||
| Employee Stock Option (right to buy) | $60.3 | (6) | 03/14/2034 | Common Stock | (3) | 153,500 | D | ||||||||
| Restricted Stock Units | (7) | (8) | (9) | Common Stock | (3) | 30,734 | D | ||||||||
| Restricted Stock Units | (7) | (10) | (9) | Common Stock | (3) | 45,068 | D | ||||||||
| Restricted Stock Units | (7) | (11) | (9) | Common Stock | (3) | 58,000 | D | ||||||||
| Explanation of Responses: |
| 1. Reporting person (i) is one of the general partners of each of Brandon Limited Partnership No. 1, Brandon Limited Partnership No. 2, Hilrod Holdings XV, L.P., Hilrod Holdings XVIII, L.P., Hilrod Holdings XXIII, L.P., Hilrod Holdings XXIV, L.P., Hilrod Holdings XXV, L.P. and Hilrod Holdings XXVI, L.P. and (ii) disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
| 2. The options are currently vested. |
| 3. No transaction is being reported at this time. This line is only reporting holdings as of the date hereof. |
| 4. The options are currently vested with respect to 194,266 shares. The remaining options vest on March 14, 2025. |
| 5. The options are currently vested with respect to 61,000 shares. The remaining options vest in two equal installments on March 14, 2025 and 2026. |
| 6. The options vest in three installments as follows: 51,167 shares on March 14, 2025; 51,167 shares on March 14, 2026 and 51,166 shares on March 14, 2027. |
| 7. The restricted stock units were granted under the Monster Beverage Corporation 2020 Omnibus Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock as of the vesting date. |
| 8. The remaining restricted stock units vest on March 14, 2025. |
| 9. Not applicable. |
| 10. The remaining restricted stock units vest in two equal installments on March 14, 2025 and March 14, 2026. |
| 11. The restricted stock units vest in three installments as follows: 19,333 units on March 14, 2025, 19,333 units on March 14, 2026 and 19,334 units on March 14, 2027. |
| Paul J. Dechary, attorney-in-fact | 09/13/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||