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Monster Beverage Corp — Director's Dealing 2022
Dec 2, 2022
29955_dirs_2022-12-02_ab4ed7fb-8f99-4b8f-974f-a2ba389cb84d.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Monster Beverage Corp (MNST)
CIK: 0000865752
Period of Report: 2022-06-27
Reporting Person: SCHLOSBERG HILTON H (Director, Vice Chairman and Co-CEO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2022-06-27 | Common Stock | G | 214 | — | Disposed | 535294 | Direct |
| 2022-10-28 | Common Stock | G | 183000 | — | Acquired | 718294 | Direct |
| 2022-11-25 | Common Stock | G | 192 | — | Disposed | 718102 | Direct |
| 2022-12-01 | Common Stock | J | 33867 | — | Disposed | 684235 | Direct |
| 2022-12-01 | Common Stock | J | 105486 | — | Disposed | 0 | Indirect |
| 2022-12-01 | Common Stock | J | 4836 | — | Disposed | 0 | Indirect |
| 2022-12-01 | Common Stock | J | 1639842 | — | Disposed | 0 | Indirect |
| 2022-12-01 | Common Stock | J | 80598 | — | Disposed | 0 | Indirect |
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 | 336772 | Indirect |
| Common Stock | 364636 | Indirect |
| Common Stock | 364636 | Indirect |
| Common Stock | 500000 | Indirect |
| Common Stock | 244562 | Indirect |
| Common Stock | 534000 | 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 () | 154302 | Indirect |
| Employee Stock Option (right to buy) | $23.35 | 2024-03-14 | Common Stock () | 51417 | 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 () | 215472 | Indirect |
| Employee Stock Option (right to buy) | $46.27 | 2027-03-14 | Common Stock () | 2163 | 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 () | 76871 | Indirect |
| Employee Stock Option (right to buy) | $46.27 | 2027-03-14 | Common Stock () | 201503 | Indirect |
| Employee Stock Option (right to buy) | $58.73 | 2028-03-14 | Common Stock () | 1702 | Direct |
| Employee Stock Option (right to buy) | $58.73 | 2028-03-14 | Common Stock () | 86298 | Indirect |
| Employee Stock Option (right to buy) | $58.73 | 2028-03-14 | Common Stock () | 176000 | Indirect |
| Employee Stock Option (right to buy) | $59.67 | 2029-03-14 | Common Stock () | 97200 | Direct |
| Employee Stock Option (right to buy) | $59.67 | 2029-03-14 | Common Stock () | 97200 | Indirect |
| Employee Stock Option (right to buy) | $59.67 | 2029-03-14 | Common Stock () | 97200 | Indirect |
| Employee Stock Option (right to buy) | $62.39 | 2030-03-13 | Common Stock () | 106334 | Direct |
| Employee Stock Option (right to buy) | $63.29 | 2030-03-13 | Common Stock () | 85066 | Indirect |
| Employee Stock Option (right to buy) | $88.94 | 2031-03-12 | Common Stock () | 129900 | Direct |
| Employee Stock Option (right to buy) | $73.23 | 2032-03-14 | Common Stock () | 145700 | Direct |
| Restricted Stock Units | $ | Common Stock () | 16028 | Direct | |
| Restricted Stock Units | $ | Common Stock () | 25267 | Direct | |
| Restricted Stock Units | $ | Common Stock () | 46100 | 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 Hilrod Holdings XXV, L.P. to the reporting person, the total amount of shares directly owned has increased.
F2: On December 1, 2022, the reporting person's voting and dispositive power terminated and was transferred to Sterling Trustees LLC. Such shares are not deemed beneficially owned by the reporting person.
F3: Reporting person (i) 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 XVIII, L.P., Hilrod Holdings XIX, L.P., Hilrod Holdings XX, L.P., Hilrod Holdings XXI, L.P., Hilrod Holdings XXII, L.P., Hilrod Holdings XXIII, L.P., Hilrod Holdings XXIV, L.P., Hilrod Holdings XXV, L.P. and Hilrod Holdings XXVI, L.P. and (ii) disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
F4: Reflects the distribution of shares as the proceeds of an in-kind annuity payment from an existing grantor retained annuity trust and the transfer of shares directly to the reporting person as one of the general partners of Hilrod Holdings XXV L.P. The shares received from the in-kind annuity payment and direct transfer are directly beneficially owned by the reporting person.
F5: On December 1, 2022, the reporting person resigned as a trustee of RCS Direct 2010 GRAT, RCS Direct 2010 GRAT #2, RCS 2010 GRAT #3, and RCS Direct 2011 GRAT and Sterling Trustees LLC was appointed as his successor. Accordingly, the reporting person no longer has voting or dispositive power over, and therefore is not deemed to beneficially own, any of the shares held by RCS Direct 2010 GRAT, RCS Direct 2010 GRAT #2, RCS 2010 GRAT #3, and RCS Direct 2011 GRAT. The shares held by RCS Direct 2010 GRAT, RCS Direct 2010 GRAT #2, RCS 2010 GRAT #3, and RCS Direct 2011 GRAT are held for the benefit of certain family members of Mr. Sacks.
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 53,167 shares. The remaining options vest on March 13, 2023.
F9: The options are currently vested with respect to 43,300 shares. The remaining options vest in two equal installments on March 12, 2023 and March 12, 2024.
F10: The options vest in three installments as follows: 48,566 shares on March 14, 2023; 48,567 shares on March 14, 2024 and 48,567 shares on March 14, 2025.
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 remaining restricted stock units vest on March 13, 2023.
F13: Not applicable.
F14: 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.
F15: The restricted stock units vest in two installments as follows: 12,633 units on March 12, 2023 and 12,634 units on March 12, 2024.
F16: The restricted stock units vest in three installments as follows: 15,366 units on March 14, 2023, 15,367 units on March 14, 2024 and 15,367 units on March 14, 2025.