SEC Form 4 · accession 0001140361-15-014993

Monster Beverage Corp · MNST

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Hilton H Schlosberg

Officer — Vice Chairman and President · Director

Period of report

Mar 23, 2015

Accepted (ET)

Apr 9, 2015 · 9:20 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000865752

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Mar 23, 2015	G	165,068	$0.00	A	826,815	D
Common Stock^F3,F4	Apr 7, 2015	S	9,935	$140.056	D	391,213	I	By Hilrod Holdings IX, L.P.
Common Stock^F4	holding	—	—		—	1,881,856	I	By Brandon Limited Partnership No. 1
Common Stock^F4	holding	—	—		—	9,815,648	I	By Brandon Limited Partnership No. 2
Common Stock^F4	holding	—	—		—	34,924	I	By Hilrod Holdings IV, L.P.
Common Stock^F4	holding	—	—		—	71,428	I	By Hilrod Holdings V, L.P.
Common Stock^F4	holding	—	—		—	107,900	I	By Hilrod Holdings VI, L.P.
Common Stock^F4	holding	—	—		—	40,072	I	By Hilrod Holdings VII, L.P.
Common Stock^F4	holding	—	—		—	189,528	I	By Hilrod Holdings VIII, L.P.
Common Stock^F4	holding	—	—		—	83,306	I	By Hilrod Holdings X, L.P.
Common Stock^F4	holding	—	—		—	168,414	I	By Hilrod Holdings XI, L.P.
Common Stock^F4	holding	—	—		—	170,356	I	By Hilrod Holdings XII, L.P.
Common Stock^F4	holding	—	—		—	800,000	I	By Hilrod Holdings XIII, L.P.
Common Stock^F4	holding	—	—		—	2,000,000	I	By Hilrod Holdings XIV, L.P.
Common Stock^F4	holding	—	—		—	287,736	I	By Hilrod Holdings XV, L.P.
Common Stock^F4	holding	—	—		—	30,068	I	By RCS 2008 GRAT #2
Common Stock^F4	holding	—	—		—	68,438	I	By RCS Direct 2011 GRAT

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (right to buy)^F5	$8.435	holding	—	—	—	—	Nov 11, 2015	Common Stock	1,200,000	960,000	D
Employee Stock Option (right to buy)^F5	$15.86	holding	—	—	—	—	Jun 2, 2018	Common Stock	800,000	18,912	D
Employee Stock Option (right to buy)^F5	$17.82	holding	—	—	—	—	Dec 1, 2019	Common Stock	500,000	100,000	D
Employee Stock Option (right to buy)^F6	$53.96	holding	—	—	—	—	Jun 3, 2023	Common Stock	140,000	140,000	D
Employee Stock Option (right to buy)^F4,F5	$53.96	holding	—	—	—	—	Jun 3, 2023	Common Stock	70,000	70,000	I
Employee Stock Option (right to buy)^F7	$70.06	holding	—	—	—	—	Mar 14, 2024	Common Stock	210,000	210,000	D
Employee Stock Option (right to buy)^F8	$135.48	holding	—	—	—	—	Mar 13, 2025	Common Stock	79,200	79,200	D
Restricted Stock Units^F9,F10,F11	—	holding	—	—	—	—	—	Common Stock	38,100	38,100	D

Explanation of responses

F1Reflects the distribution of shares to the Reporting Person as the proceeds of an in-kind annuity payment from an existing grantor retained annuity trust with an independent trustee.
F10The restricted stock units vest in three equal installments on March 13, 2016, 2017 and 2018.
F11Not applicable.
F2Sale of shares pursuant to a Rule 10b5-1 trading plan adopted March 13, 2015.
F3This transaction was executed in multiple trades at prices ranging from $140.00 to $140.15. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer of a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F4The 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 co-trustee of RCS 2008 GRAT #2 and the trustee of RCS Direct 2011 GRAT.
F5The options are currently vested.
F6The remaining options vest in two equal installments on June 3, 2015 and 2016.
F7The options are current vested with respect to 70,000 shares. The remaining options vest in two equal installments on March 14, 2016 and 2017.
F8The options vest in three equal installments on March 13, 2016, 2017 and 2018.
F9The 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.