Monster Beverage Corp — Director's Dealing 2022

Mar 16, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Monster Beverage Corp (MNST)
CIK: 0000865752
Period of Report: 2022-02-02

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-03-14	Common Stock	A	64084	—	Acquired	131304	Direct
2022-03-14	Common Stock	A	14550	—	Acquired	145854	Direct
2022-03-14	Common Stock	M	62195	—	Acquired	208049	Direct
2022-03-14	Common Stock	F	69825	$73.23	Disposed	138224	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-02-02	Employee Stock Option (right to buy)	$43.99	G	107736	Disposed	2026-03-14	Common stock (107736)	Indirect
2022-02-02	Employee Stock Option (right to buy)	$43.99	G	107736	Disposed	2026-03-14	Common Stock (107736)	Indirect
2022-02-02	Employee Stock Option (right to buy)	$46.27	G	100752	Disposed	2027-03-14	Common Stock (100752)	Indirect
2022-02-02	Employee Stock Option (right to buy)	$46.27	G	100751	Disposed	2027-03-14	Common Stock (100751)	Indirect
2022-02-02	Employee Stock Option (right to buy)	$58.73	G	88000	Disposed	2028-03-14	Common Stock (88000)	Indirect
2022-02-02	Employee Stock Option (right to buy)	$58.73	G	88000	Disposed	2028-03-14	Common Stock (88000)	Indirect
2022-02-02	Employee Stock Option (right to buy)	$59.67	G	48600	Disposed	2029-03-14	Common Stock (48600)	Indirect
2022-02-02	Employee Stock Option (right to buy)	$59.67	G	48600	Disposed	2029-03-14	Common Stock (48600)	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	988386	Indirect
Common Stock	336772	Indirect
Common Stock	731566	Indirect
Common Stock	731566	Indirect
Common Stock	500000	Indirect
Common Stock	360244	Indirect
Common Stock	900000	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 ()	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)	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)	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)	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

Footnotes

F1: Received upon the achievement of the vesting criteria applicable to the second 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 2021 fiscal year granted under the Monster Beverage Corporation 2020 Omnibus Incentive Plan (the "2020 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 14, 2022.

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: 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 XVII, 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., (ii) is the trustee of HHS 2010 GRAT #3 and HHS 2014 GRAT #2 and (iii) 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: Reflects the assignment of options from Hilrod Holdings XX, L.P. to Hilrod Holdings XXVI, L.P., of which the reporting person is one of the general partners and limited partners. The options assigned to Hilrod Holdings XXVI, L.P. are indirectly beneficially owned by the reporting person.

F9: Reflects the assignment of options from Hilrod Holdings XXI, L.P. to Hilrod Holdings XXVI, L.P., of which the reporting person is one of the general partners and limited partners. The options assigned to Hilrod Holdings XXVI, L.P. are indirectly beneficially owned by the reporting person.