Monster Beverage Corp — Director's Dealing 2015

Dec 16, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Monster Beverage Corp (MNST)
CIK: 0000865752
Period of Report: 2015-12-14

Reporting Person: SACKS RODNEY C (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-12-14	Common Stock	J	20000	—	Disposed	9795648	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1588822	Direct
Common Stock	1881856	Indirect
Common Stock	34924	Indirect
Common Stock	71428	Indirect
Common Stock	107900	Indirect
Common Stock	40072	Indirect
Common Stock	189528	Indirect
Common Stock	151148	Indirect
Common Stock	83306	Indirect
Common Stock	168414	Indirect
Common Stock	153534	Indirect
Common Stock	727354	Indirect
Common Stock	1823322	Indirect
Common Stock	233628	Indirect
Common Stock	77121	Indirect
Common Stock	35162	Indirect
Common Stock	1612	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$15.86	2018-06-02	Common Stock ()	18912	Direct
Employee Stock Option (right to buy)	$17.82	2019-12-01	Common Stock ()	100000	Direct
Employee Stock Option (right to buy)	$53.96	2023-06-03	Common Stock ()	140000	Direct
Employee Stock Option (right to buy)	$53.96	2023-06-03	Common Stock ()	70000	Indirect
Employee Stock Option (right to buy)	$70.06	2024-03-14	Common Stock ()	210000	Direct
Employee Stock Option (right to buy)	$135.48	2025-03-13	Common Stock ()	79200	Direct
Restricted Stock Units	$		Common Stock ()	38100	Direct

Footnotes

F1: As a result of the distribution of shares, which were previously reported as indirectly beneficially owned by the reporting person, as the proceeds of in-kind annuity payments from existing grantor retained annuity trusts to the reporting person and a transfer of shares directly to the reporting person, the total amount of shares directly owned has increased.

F2: The reporting person is one of the general partners of each of Brandon Limited Partnership No. 1, Brandon Limited Partnership No. 2, 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., Hilrod Holdings XII, L.P., Hilrod Holdings XIII, L.P., Hilrod Holdings XIV, L.P., Hilrod Holdings XV, L.P. The reporting person is the trustee of each of RCS 2009 GRAT #2, RCS Direct 2010 GRAT and RCS Direct 2010 GRAT #2.

F3: The shares of common stock listed in column 4 of table 1 represent shares which are held of record by Brandon Limited Partnership No. 2. Such shares were distributed to a limited partner in accordance with the terms of the partnership agreement.

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

F5: The options are currently vested.

F6: No transaction is being reported at this time. This line is only reporting holdings as of the date hereof.

F7: The options are currently vested with respect to 70,000 shares. The remaining options vest on June 3, 2016.

F8: The options are currently vested with respect to 70,000 shares. The remaining options vest in two equal installments on March 14, 2016 and 2017.

F9: The options vest in three equal installments on March 13, 2016, 2017 and 2018.

F10: The restricted stock units were granted under the Monster Beverage Corporation 2011 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.

F11: The restricted stock units vest in three equal installments on March 13, 2016, 2017 and 2018.

F12: Not applicable.