Monster Beverage Corp — Director's Dealing 2021

Mar 16, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Monster Beverage Corp (MNST)
CIK: 0000865752
Period of Report: 2021-03-12

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-12	Common Stock	A	25632	—	Acquired	181811	Direct
2021-03-12	Common Stock	A	11400	—	Acquired	193211	Direct
2021-03-12	Common Stock	F	18362	$88.94	Disposed	174849	Direct
2021-03-15	Common Stock	M	93244	—	Acquired	268093	Direct
2021-03-15	Common Stock	F	46232	$89.31	Disposed	221861	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-12	Employee Stock Option (right to buy)	$88.94	A	129900	Acquired	2031-03-12	Common Stock (129900)	Direct
2021-03-15	Restricted Stock Units	$	M	34067	Disposed		Common Stock (34067)	Direct
2021-03-15	Restricted Stock Units	$	M	33533	Disposed		Common Stock (33533)	Direct
2021-03-15	Restricted Stock Units	$	M	25644	Disposed		Common Stock (25644)	Direct
2021-03-12	Restricted Stock Units	$	A	37900	Acquired		Common Stock (37900)	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	1311896	Indirect
Common Stock	427606	Indirect
Common Stock	1000000	Indirect
Common Stock	1000000	Indirect
Common Stock	500000	Indirect
Common Stock	3091215	Indirect
Common Stock	28722	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 ()	55698	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 ()	154302	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 ()	2271	Direct
Employee Stock Option (right to buy)	$43.99	2026-03-14	Common Stock ()	97257	Indirect
Employee Stock Option (right to buy)	$43.99	2026-03-14	Common stock ()	107736	Indirect
Employee Stock Option (right to buy)	$43.99	2026-03-14	Common Stock ()	107736	Indirect
Employee Stock Option (right to buy)	$46.27	2027-03-14	Common Stock ()	79034	Direct
Employee Stock Option (right to buy)	$46.27	2027-03-14	Common Stock ()	24963	Indirect
Employee Stock Option (right to buy)	$46.27	2027-03-14	Common Stock ()	100752	Indirect
Employee Stock Option (right to buy)	$46.27	2027-03-14	Common Stock ()	100751	Indirect
Employee Stock Option (right to buy)	$58.73	2028-03-14	Common Stock ()	88000	Direct
Employee Stock Option (right to buy)	$58.73	2028-03-14	Common Stock ()	88000	Indirect
Employee Stock Option (right to buy)	$58.73	2028-03-14	Common Stock ()	88000	Indirect
Employee Stock Option (right to buy)	$59.67	2029-03-14	Common Stock ()	194400	Direct
Employee Stock Option (right to buy)	$59.67	2029-03-14	Common Stock ()	48600	Indirect
Employee Stock Option (right to buy)	$59.67	2029-03-14	Common Stock ()	48600	Indirect
Employee Stock Option (right to buy)	$62.39	2030-03-13	Common Stock ()	191400	Direct

Footnotes

F1: Received upon the achievement of the vesting criteria applicable to the first of three tranches of performance share units granted under the Monster Beverage Corporation 2011 Omnibus Incentive Plan (the "2011 Omnibus Incentive Plan"), achievement of which was certified by the Compensation Committee of the Company's Board of Directors (the "Compensation Committee"). Each performance share unit represents a contingent right to receive one share of the Company's common stock as of the applicable vesting date.

F2: Share amount reflects that portion of the reporting person's annual incentive award for the 2020 fiscal year granted under the 2011 Omnibus Incentive Plan paid upon the achievement of performance-based vesting criteria applicable to such portion of the award that is payable in shares of the Company's common stock, achievement of which was certified by the Compensation Committee. The shares underlying the award are immediately vested.

F3: Sum of all restricted stock units vested on March 15, 2021.

F4: 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.

F5: 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., Hilrod Holdings XIX, L.P., Hilrod Holdings XX, L.P., Hilrod Holdings XXI, L.P. and Hilrod Holdings XXII, L.P. The reporting person is the trustee of each of HHS 2010 GRAT #3 and HHS 2014 GRAT #2. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

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 97,200 shares. The remaining options vest on March 14, 2022.

F9: The options are currently vested with respect to 85,066 shares. The remaining options vest in two installments as follows: 53,167 shares on March 13, 2022 and 53,167 shares on March 13, 2023.

F10: The options vest in three equal installments on March 12, 2022, 2023 and 2024.

F11: The restricted stock units were granted under the 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, 2022.

F15: The remaining restricted stock units vest in two installments as follows: 16,028 units on March 13, 2022 and 16,028 units on March 13, 2023.

F16: The restricted stock units were granted under the Monster Beverage Corporation 2020 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.

F17: The restricted stock units vest in three installments as follows: 12,633 units on March 12, 2022; 12,633 units on March 12, 2023 and 12,634 units on March 12, 2024.