Monster Beverage Corp — Director's Dealing 2016

Jun 17, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Monster Beverage Corp (MNST)
CIK: 0000865752
Period of Report: 2016-06-15

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-09	Common Stock	G	30955	—	Acquired	1799053	Direct
2016-06-15	Common Stock	S	877005	$156.00	Disposed	922048	Direct
2016-06-15	Common Stock	S	146188	$156.00	Disposed	489892	Indirect
2016-06-15	Common Stock	S	1142411	$156.00	Disposed	680911	Indirect
2016-06-15	Common Stock	S	230684	$156.00	Disposed	2944	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
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	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 ()	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	2026-03-14	Common Stock ()	105000	Direct
Restricted Stock Units	$		Common Stock ()	25400	Direct
Restricted Stock Units	$		Common Stock ()	39000	Direct

Footnotes

F1: Represents shares transferred to the reporting person as the proceeds of an in-kind annuity payment from an existing grantor retained annuity trust with an independent trustee.

F2: Represents shares tendered by the reporting person and accepted for purchase by the Company in the modified "Dutch auction" tender offer commenced by the Company on May 10, 2016 (The final results of which were announced by the Company on June 14, 2016).

F3: 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.

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.