Monster Beverage Corp — Director's Dealing 2019

Mar 19, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Monster Beverage Corp (MNST)
CIK: 0000865752
Period of Report: 2019-02-19

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-19	Common Stock	G	390518	—	Acquired	464731	Direct
2019-02-28	Common Stock	G	1345	—	Disposed	463386	Direct
2019-03-14	Common Stock	M	39000	—	Acquired	502386	Direct
2019-03-14	Common Stock	M	38700	—	Acquired	541086	Direct
2019-03-14	Common Stock	M	34066	—	Acquired	575152	Direct
2019-03-14	Common Stock	A	8110	—	Acquired	583262	Direct
2019-03-14	Common Stock	F	59436	$59.67	Disposed	523826	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-03-14	Employee Stock Option (right to buy)	$59.67	A	291600	Acquired	2029-03-14	Common Stock (291600)	Direct
2019-03-14	Restricted Stock Units	$	M	39000	Disposed		Common Stock (39000)	Direct
2019-03-14	Restricted Stock Units	$	M	38700	Disposed		Common Stock (38700)	Direct
2019-03-14	Restricted Stock Units	$	M	34066	Disposed		Common Stock (34066)	Direct
2019-03-14	Restricted Stock Units	$	A	100600	Acquired		Common Stock (100600)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5645568	Indirect
Common Stock	29386944	Indirect
Common Stock	104772	Indirect
Common Stock	214284	Indirect
Common Stock	323700	Indirect
Common Stock	120216	Indirect
Common Stock	568584	Indirect
Common Stock	453444	Indirect
Common Stock	249918	Indirect
Common Stock	505242	Indirect
Common Stock	327186	Indirect
Common Stock	1440954	Indirect
Common Stock	186790	Indirect
Common Stock	4176	Indirect
Common Stock	1251150	Indirect
Common Stock	2000000	Indirect
Common Stock	600000	Indirect
Common Stock	90204	Indirect
Common Stock	231363	Indirect
Common Stock	105486	Indirect
Common Stock	4836	Indirect
Common Stock	1639842	Indirect
Common Stock	80598	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$17.99	2023-06-03	Common Stock ()	11118	Direct
Employee Stock Option (right to buy)	$17.99	2023-06-03	Common Stock ()	408882	Indirect
Employee Stock Option (right to buy)	$17.99	2023-06-03	Common Stock ()	210000	Indirect
Employee Stock Option (right to buy)	$23.35	2024-03-14	Common Stock ()	4281	Direct
Employee Stock Option (right to buy)	$23.35	2024-03-14	Common Stock ()	420000	Indirect
Employee Stock Option (right to buy)	$23.35	2024-03-14	Common Stock ()	205719	Indirect
Employee Stock Option (right to buy)	$45.16	2025-03-13	Common Stock ()	2214	Direct
Employee Stock Option (right to buy)	$45.16	2025-03-13	Common Stock ()	79200	Indirect
Employee Stock Option (right to buy)	$45.16	2025-03-13	Common Stock ()	156186	Indirect
Employee Stock Option (right to buy)	$43.99	2026-03-14	Common Stock ()	105000	Direct
Employee Stock Option (right to buy)	$43.99	2026-03-14	Common Stock ()	210000	Indirect
Employee Stock Option (right to buy)	$46.27	2027-03-14	Common Stock ()	203666	Direct
Employee Stock Option (right to buy)	$46.27	2027-03-14	Common Stock ()	101834	Indirect
Employee Stock Option (right to buy)	$58.73	2028-03-14	Common Stock ()	264000	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, the total amount of shares directly owned has increased.

F2: Each restricted stock unit represents a contingent right to receive one share of the Company's common stock as of the vesting date. Accordingly, these restricted stock units were settled in shares of common stock.

F3: The common stock award was granted under the Monster Beverage Corporation 2011 Omnibus Incentive Plan. The award is immediately vested.

F4: 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., Hilrod Holdings XVI, L.P., Hilrod Holdings XVII, L.P., Hilrod Holdings XVIII, L.P. and Hilrod Holdings XIX, L.P. The reporting person is the trustee of RCS 2008 GRAT #2, RCS 2009 GRAT #2, RCS Direct 2010 GRAT, RCS Direct 2010 GRAT #2, RCS 2010 GRAT #3 and RCS Direct 2011 GRAT.

F5: Reflects the distribution of shares as the proceeds of in-kind annuity payments from existing grantor retained annuity trusts. The shares received from the in-kind annuity payment are directly beneficially owned by the reporting person..

F6: The options are currently vested.

F7: No transaction is being reported at this time. This line is only reporting holdings as of the date hereof.

F8: The options are currently vested with respect to 101,833 shares. The remaining options vest on March 14, 2020.

F9: The options are currently vested with respect to 88,000 shares. The options vest in two equal installments on March 14, 2020 and 2021.

F10: The options vest in three equal installments on March 14, 2020, 2021 and 2022.

F11: 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.

F12: The restricted stock units are fully vested.

F13: Not applicable.

F14: The remaining restricted stock units vest on March 14, 2020.

F15: The restricted stock units vest in two equal installments on March 14, 2020 and 2021.

F16: The restricted stock units vest in three equal installments on March 14, 2020, 2021 and 2022.