SEC Form 4 · accession 0001140361-15-024231
Monster Beverage Corp · MNST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark J Hall
Officer — Chief Marketing Officer - MEC · Director
Period of report
Jun 12, 2015
Accepted (ET)
Jun 15, 2015 · 1:18 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 StockF1,F2 | Jun 12, 2015 | A | 263,936 | — | A | 263,936 | D |
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)F1,F2,F3 | $17.82 | Jun 12, 2015 | A | 80,000 | A | — | Dec 1, 2019 | Common Stock | 80,000 | 80,000 | D |
| Employee Stock Option (right to buy)F1,F2,F4 | $26.26 | Jun 12, 2015 | A | 40,000 | A | — | Dec 1, 2020 | Common Stock | 40,000 | 40,000 | D |
| Employee Stock Option (right to buy)F1,F2,F5 | $47.13 | Jun 12, 2015 | A | 90,000 | A | — | Mar 14, 2023 | Common Stock | 90,000 | 90,000 | D |
| Employee Stock Option (right to buy)F1,F2,F6 | $70.06 | Jun 12, 2015 | A | 30,000 | A | — | Mar 14, 2024 | Common Stock | 30,000 | 30,000 | D |
| Employee Stock Option (right to buy)F1,F2,F7 | $135.48 | Jun 12, 2015 | A | 100,000 | A | — | Mar 13, 2025 | Common Stock | 100,000 | 100,000 | D |
| Restricted Stock UnitsF1,F2,F8,F9,F10 | — | Jun 12, 2015 | A | 10,000 | A | — | — | Common Stock | 10,000 | 10,000 | D |
Explanation of responses
- F1On June 12, 2015, Monster Beverage Corporation completed a holding company reorganization in which Monster Beverage Corporation ("Old Monster") merged with and into a wholly-owned subsidiary of New Laser Corporation (which has been renamed Monster Beverage Corporation) ("New Monster") with Old Monster continuing as the surviving corporation and as a wholly-owned subsidiary of New Monster (the "Holding Company Reorganization"). In the Holding Company Reorganization, each outstanding common share of Old Monster was disposed of in exchange for one common share of New Monster, and all Old Monster restricted stock units and stock options were disposed of in exchange for an equal number of New Monster restricted stock units and stock options, respectively.
- F10Not applicable.
- F2In connection with the transactions consummated on June 12, 2015, immediately after the effective time of the Holding Company Reorganization, New Monster issued to The Coca-Cola Company newly issued common shares of New Monster representing approximately 16.7% of the total number of outstanding New Monster common shares (giving effect to such issuance).
- F3The options are currently vested.
- F4The options are currently vested with respect to 20,000 shares. The remaining options vest on December 1, 2015.
- F5The options are currently vested with respect to 15,000 shares. The remaining options vest in three installments as follows: 20,000 shares on March 14, 2016; 25,000 shares on March 14, 2017; 30,000 shares on March 14, 2018.
- F6The options are currently vested with respect to 3,000 shares. The remaining options vest in four installments as follows: 4,500 shares on March 14, 2016; 6,000 shares on March 14, 2017; 7,500 shares on March 14, 2018; 9,000 shares on March 14, 2019. The options will become exercisable on the one year anniversary from the date on which they vested.
- F7Granted March 13, 2015 pursuant to the Company's 2011 Stock Option Plan (which is a Rule 16b-3(d)(1) plan) and Equity Grant Procedures. The options vest in five equal installments on March 13, 2016, 2017, 2018, 2019 and 2020.
- F8The 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.
- F9The remaining restricted stock units vest in two equal installments on September 1, 2015 and 2016.