Celsius Holdings, Inc. — Director's Dealing 2009

Nov 17, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Celsius Holdings, Inc. (CSUH)
CIK: 0001341766
Period of Report: 2009-11-16

Reporting Person: DESANTIS CARL (10% Owner)
Reporting Person: CD Financial, LLC (10% Owner)
Reporting Person: CDS Ventures of South Florida, LLC (10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-11-16	Convertible note	$0.36	P		Acquired	2012-09-08	Common Stock (4166667)	Indirect
2009-11-16	Series A Preferred Stock	$0.08	P	1000	Acquired	2013-02-01	Common Stock (12500000)	Indirect

Footnotes

F1: Carl DeSantis, an individual, holds beneficial ownership of 100% of the $1,500,000 convertible debt (which is convertible into common stock as indicated in Table II) which are held by CDS Ventures of South Florida, LLC, the beneficial ownership of which is held by CD Financial, LLC of which Carl DeSantis holds 100% beneficial ownership.

F2: Carl DeSantis, an individual, holds beneficial ownership of 100% of the 1,000 shares of Series A Convertible Preferred Stock (which is convertible into common stock as indicated in Table II) which are held by CDS Ventures of South Florida, LLC, the beneficial ownership of which is held by CD Financial, LLC of which Carl DeSantis holds 100% beneficial ownership.