Monster Beverage Corp — Director's Dealing 2011

Aug 25, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HANSEN NATURAL CORP (HANS)
CIK: 0000865752
Period of Report: 2011-08-23

Reporting Person: SCHLOSBERG HILTON H (Director, Vice Chairman and President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-08-23	Common Stock	S	36012	$84.41	Disposed	128950	Indirect
2011-08-24	Common Stock	S	7000	$85.16	Disposed	30036	Indirect
2011-08-24	Common Stock	S	20000	$85.16	Disposed	114764	Indirect
2011-08-24	Common Stock	S	30000	$85.16	Disposed	286098	Indirect
2011-08-24	Common Stock	S	5000	$85.16	Disposed	56166	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	990928	Indirect
Common Stock	4907824	Indirect
Common Stock	757866	Indirect
Common Stock	3730000	Indirect
Common Stock	92462	Indirect
Common Stock	35714	Indirect
Common Stock	108318	Indirect
Common Stock	85178	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$.446	2012-07-12	Common Stock (1200000)	448176	Direct
Employee Stock Option (right to buy)	$.531	2013-05-28	Common Stock (1200000)	860324	Direct
Employee Stock Option (right to buy)	$6.588	2015-03-23	Common Stock (1200000)	1100000	Direct
Employee Stock Option (right to buy)	$16.87	2015-11-11	Common Stock (600000)	600000	Direct
Employee Stock Option (right to buy)	$31.72	2018-06-02	Common Stock (400000)	400000	Direct
Employee Stock Option (right to buy)	$35.64	2019-12-01	Common Stock (250000)	250000	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $84.40 to $84.62. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F2: This transaction was executed in multiple trades at prices ranging from $85.00 to $85.51. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: The reporting person is one of the general partners of each of Brandon Limited Partnership No. 1, Brandon Limited Partnership No. 2, HRS Holdings, L.P., Hilrod Holdings, L.P., Hilrod Holdings IV, L.P., Hilrod Holdings V, L.P., Hilrod Holdings VI, L.P., Hilrod Holdings VII, L.P., Hilrod Holdings VIII, L.P., Hilrod Holdings IX, L.P., Hilrod Holdings X, L.P., Hilrod Holdings XI, L.P and Hilrod Holdings XII, L.P.

F4: Reflects the distribution of shares as the proceeds of an in-kind annuity payment from existing grantor retained annuity trusts. The shares received from the in-kind annuity payments are directly beneficially owned by the reporting person.

F5: These shares were previously reported as indirectly beneficially owned by other limited partnerships and directly owned by the reporting person but were contributed to Hilrod Holdings XII, L.P. The reporting person is one of the general partners of the new limited partnership, Hilrod Holdings XII, L.P.

F6: The options are currently vested.

F7: The options are currently vested with respect to 240,000 shares. The remaining options vest in two equal installments on June 2, 2012 and 2013.

F8: The options are currently vested with respect to 50,000 shares. The remaining options vest in four equal installments on December 1, 2011, 2012, 2013 and 2014.