SEC Form 4 · accession 0001140361-16-070193
Monster Beverage Corp · MNST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rodney C Sacks
Officer — Chairman and CEO · Director
Period of report
Jun 15, 2016
Accepted (ET)
Jun 17, 2016 · 3:44 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 | May 9, 2016 | G | 30,955 | $0.00 | A | 1,799,053 | D | |
| Common Stock | Jun 15, 2016 | S | 877,005 | $156.00 | D | 922,048 | D | |
| Common StockF3 | Jun 15, 2016 | S | 146,188 | $156.00 | D | 489,892 | I | By Hilrod Holdings XIII, L.P. |
| Common StockF3 | Jun 15, 2016 | S | 1,142,411 | $156.00 | D | 680,911 | I | By Hilrod Holdings XIV, L.P. |
| Common StockF3 | Jun 15, 2016 | S | 230,684 | $156.00 | D | 2,944 | I | By Hilrod Holdings XV, L.P. |
| Common StockF3 | holding | — | — | — | 1,881,856 | I | By Brandon Limited Partnership No. 1 | |
| Common StockF3 | holding | — | — | — | 9,795,648 | I | By Brandon Limited Partnership No. 2 | |
| Common StockF3 | holding | — | — | — | 34,924 | I | By Hilrod Holdings IV, L.P. | |
| Common StockF3 | holding | — | — | — | 71,428 | I | By Hilrod Holdings V, L.P. | |
| Common StockF3 | holding | — | — | — | 107,900 | I | By Hilrod Holdings VI, L.P. | |
| Common StockF3 | holding | — | — | — | 40,072 | I | By Hilrod Holdings VII, L.P. | |
| Common StockF3 | holding | — | — | — | 189,528 | I | By Hilrod Holdings VIII, L.P. | |
| Common StockF3 | holding | — | — | — | 151,148 | I | By Hilrod Holdings IX, L.P. | |
| Common StockF3 | holding | — | — | — | 83,306 | I | By Hilrod Holdings X, L.P. | |
| Common StockF3 | holding | — | — | — | 168,414 | I | By Hilrod Holdings XI, L.P. | |
| Common StockF3 | holding | — | — | — | 133,004 | I | By Hilrod Holdings XII, L.P. | |
| Common StockF3 | holding | — | — | — | 77,121 | I | By RCS 2009 GRAT #2 | |
| Common StockF3 | holding | — | — | — | 35,162 | I | By RCS Direct 2010 GRAT | |
| Common StockF3 | holding | — | — | — | 1,612 | I | By RCS Direct 2010 GRAT #2 |
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)F4,F5 | $15.86 | holding | — | — | — | — | Jun 2, 2018 | Common Stock | — | 81,617 | D |
| Employee Stock Option (right to buy)F4,F5 | $17.82 | holding | — | — | — | — | Dec 1, 2019 | Common Stock | — | 100,000 | D |
| Employee Stock Option (right to buy)F4,F5 | $53.96 | holding | — | — | — | — | Jun 3, 2023 | Common Stock | — | 140,000 | D |
| Employee Stock Option (right to buy)F3,F4,F5 | $53.96 | holding | — | — | — | — | Jun 3, 2023 | Common Stock | — | 70,000 | I |
| Employee Stock Option (right to buy)F6,F5 | $70.06 | holding | — | — | — | — | Mar 14, 2024 | Common Stock | — | 210,000 | D |
| Employee Stock Option (right to buy)F7,F5 | $135.48 | holding | — | — | — | — | Mar 13, 2025 | Common Stock | — | 79,200 | D |
| Employee Stock Option (right to buy)F8,F5 | $131.96 | holding | — | — | — | — | Mar 14, 2026 | Common Stock | — | 105,000 | D |
| Restricted Stock UnitsF9,F10,F11,F5 | — | holding | — | — | — | — | — | Common Stock | — | 25,400 | D |
| Restricted Stock UnitsF9,F12,F11,F5 | — | holding | — | — | — | — | — | Common Stock | — | 39,000 | D |
Explanation of responses
- F1Represents shares transferred 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 remaining restricted stock units vest in two equal installments on March 13, 2017 and 2018.
- F11Not applicable.
- F12The restricted stock units vest in three equal installments on March 14, 2017, 2018 and 2019.
- F2Represents shares tendered by the reporting person and accepted for purchase by the Company in the modified "Dutch auction" tender offer commenced by the Company on May 10, 2016 (The final results of which were announced by the Company on June 14, 2016).
- F3The 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 trustee of each of RCS 2009 GRAT #2, RCS Direct 2010 GRAT and RCS Direct 2010 GRAT #2.
- F4The options are currently vested.
- F5No transaction is being reported at this time. This line is only reporting holdings as of the date hereof.
- F6The options are currently vested with respect to 140,000 shares. The remaining options vest on March 14, 2017.
- F7The options are currently vested with respect to 26,400 shares. The remaining options vest in two equal installments on March 14, 2017 and 2018.
- F8The options vest in three equal installments on March 14, 2017, 2018 and 2019.
- 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.