Monster Beverage Corp — Director's Dealing 2016

Aug 5, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Monster Beverage Corp (MNST)
CIK: 0000865752
Period of Report: 2016-08-03

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

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1421637	Direct
Common Stock	1881856	Indirect
Common Stock	9795648	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	133004	Indirect
Common Stock	489892	Indirect
Common Stock	308626	Indirect
Common Stock	2944	Indirect
Common Stock	30068	Indirect
Common Stock	26866	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$15.86	2018-06-02	Common Stock ()	81617	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
Employee Stock Option (right to buy)	$131.96	2026-03-24	Common Stock ()	105000	Direct
Restricted Stock Units	$		Common Stock ()	25400	Direct
Restricted Stock Units	$		Common Stock ()	39000	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 an in-kind annuity payment from an existing grantor retained annuity trust to the reporting person and a distribution of shares directly to the reporting person, the total amount of shares directly owned by the reporting person has increased. This Form 4 is being filed solely to disclose the foregoing.

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 RCS 2008 GRAT #2 and the trustee of RCS Direct 2011 GRAT.

F3: Reflects the distribution of shares to a limited partner, an existing grantor retained annuity trust with an independent trustee (a portion of which were then distributed to the reporting person as the proceeds of an in-kind annuity payment from such grantor retained annuity trust), and the distribution of shares directly to the reporting person, a general partner, in each case in accordance with the terms of the partnership agreement. The 116,136 shares received from the in-kind annuity payment and direct distribution are directly beneficially owned by the reporting person.

F4: The options are currently vested.

F5: No transaction is being reported at this time. This line is only reporting holdings as of the date hereof.

F6: The options are currently vested with respect to 140,000 shares. The remaining options vest on March 14, 2017.

F7: The options are currently vested with respect to 26,400 shares. The remaining options vest in two equal installments on March 14, 2017 and 2018.

F8: The options vest in three equal installments on March 14, 2017, 2018 and 2019.

F9: 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.

F10: The remaining restricted stock units vest in two equal installments on March 13, 2017 and 2018.

F11: Not applicable.

F12: The restricted stock units vest in three equal installments on March 14, 2017, 2018 and 2019.